Page 135 - Tata_Chemicals_yearly-reports-2019-20

Integrated report Statutory reportS FInancIal StatementS
Corporate Governance Report

Meeting of Stakeholders Relationship Committee; Meetings profits of the Company as computed under the applicable
of Independent Directors; Corporate Social Responsibility provisions of the Act. The said commission is decided each
Committee; Safety, Health, Environment and Sustainability year by the Board of Directors and distributed amongst the
Committee and Risk Management Committee. Non-Executive Directors based on their attendance and
contribution at the Board and Committee Meetings. The
The Members had, at the AGM of the Company held on Company also reimburses out-of-pocket expenses incurred
July 25, 2018, approved the payment of commission to the by the Directors for attending the Meetings.
Non-Executive Directors within the ceiling of 1% of the net

Details of commission and sitting fees paid/payable to the Non Whole-time Directors for the Financial Year ended March 31, 2020 is
given below:
(`)
Sitting Fees Commission (for FY 2019-20 Commission (for FY 2018-19
Name of the Director
payable in FY 2020-21) paid in FY 2019-20)
Mr. Bhaskar Bhat 3,60,000 30,00,000* *
Mr. Nasser Munjee # 2,10,000 16,00,000 1,10,00,000
Dr. Y. S. P. Thorat # 3,10,000 24,00,000 1,10,00,000
Ms. Vibha Paul Rishi 5,70,000 45,00,000 45,00,000
Mr. S. Padmanabhan 7,30,000 ** **
Ms. Padmini Khare Kaicker 5,90,000 45,00,000 45,00,000
Dr. C. V. Natraj ^ 4,10,000 30,00,000 N.A.
Mr. K. B. S. Anand $ 1,70,000 10,00,000 N.A.
Total 33,50,000 2,00,00,000 3,10,00,000
* In line with the internal guidelines, no commission was paid to Mr. Bhaskar Bhat, Non-Executive Director of the Company, for FY 2018-19
who was in full-time employment with other Tata company. However, Mr. Bhat is eligible to receive commission from the Company for
FY 2019-20 in view of his superannuation from Titan Company Limited as the Managing Director and CEO effective September 30, 2019
** In line with the internal guidelines, no payment is made towards commission to Mr. S. Padmanabhan, Non-Executive Director of the
Company, who is in full-time employment with other Tata company
# Retired as Independent Director of the Company w.e.f. August 20, 2019 upon completion of tenure
^ Appointed as Non-Executive Independent Director w.e.f. August 8, 2019
$ Appointed as Non-Executive Independent Director w.e.f. October 15, 2019
As per the practice, commission to the Directors is paid after the annual accounts are adopted by the Members at the AGM.
The Company has not granted any stock options to its Directors.
Service Contract, Severance Fees and Notice Period

Mr. R. Mukundan, Mr. Zarir Langrana,
Terms of Agreement
Managing Director & CEO Executive Director
Period of Contract 5 years upto November 25, 2023 5 years upto March 31, 2023
Severance fees/notice period The Agreement may be terminated earlier, without any cause, by either Party by giving
to the other Party six months’ notice of such termination or the Company paying six
months’ remuneration which shall be limited to provision of Salary, Benefits, Perquisites,
Allowances and any pro-rated lncentive Remuneration (paid at the discretion of the
Board, in lieu of such notice).
There is no separate provision for payment of severance fees.

133