Page 137 - Tata_Chemicals_yearly-reports-2019-20
P. 137

Integrated report            Statutory reportS            FInancIal StatementS
                                                 Corporate Governance Report


            6.   CSR, Safety and Sustainability Committee          Terms of Reference
                The CSR, Safety and Sustainability (‘CSS’) Committee was      The terms of reference of the CSR Committee, inter alia, are as
                entrusted with the specific responsibility of reviewing   under:
                corporate  social responsibility programmes, health and      •   Formulate and recommend to the Board, a CSR policy
                safety framework and sustainable development. The overall   indicating the activity or activities to be undertaken by
                roadmap as well as specific issues of concern including those
                related to safety and climate change is reviewed in detail.   the Company as specified in Schedule VII to the Act and
                The scope of the CSS Committee also included approving   have oversight over its implementation;
                the budget of CSR, reviewing the CSR programmes and      •   Recommend the amount to be spent on CSR activities;
                monitoring the CSR spends.
                                                                   •   Review and monitor the Company’s CSR Policy
                The Board of Directors of the Company split the CSS    periodically and activities of the Tata Chemicals Group
                Committee into two separate committees, with effect from   on behalf of the Board to ensure that the Group is in
                August 8, 2019, as under -                             compliance with appropriate laws and legislations;
                (i)   Corporate Social Responsibility Committee and      •   Provide guidance to management to evaluate long
                                                                       term strategic proposals (including technologies
                (ii)     Safety, Health, Environment and Sustainability   adopted) with respect to CSR implications;
                    Committee
                                                                   •   Review periodic reports on performance of corporate
                Meetings Held                                          social responsibility.
                During FY 2019-20, one (1) Meeting of the CSS Committee
                was held on June 4, 2019. The necessary quorum was present      The Board has adopted a charter for the CSR Committee
                for the Meeting.                                   for its smooth functioning. The Board has also adopted the
                                                                   CSR Policy as formulated and recommended by the CSR
                Composition and Attendance                         Committee.  The same is displayed on the website of the
                                                     No. of        Company at https://www.tatachemicals.com/CSRPolicy.htm.
                 Name of the Member        Category Meetings
                                                   attended        A CSR Report giving details of the CSR activities undertaken
                 Mr. S. Padmanabhan (Chairperson)  NED  1          by the Company during the year along with the amount
                 Ms. Vibha Paul Rishi        ID        1           spent on CSR activities forms part of the Board’s Report.
                 Mr. R. Mukundan          MD & CEO     1           Meetings Held
                 Mr. Zarir Langrana          ED        1
                                                                   During FY 2019-20, two (2) Meetings were held on the
                ID - Independent Director; NED - Non-Executive Director; MD & CEO -   following dates:
                Managing Director & Chief Executive Officer; ED - Executive Director
                                                                   •  October 7, 2019   •  February 24, 2020
                Chief - Safety and Chief - CSR & Sustainability were invitees to
                the Meeting of the CSS Committee. The General Counsel &      The necessary quorum was present for all the Meetings of
                Company Secretary attended the meeting.            the Committee.

                Mr. S. Padmanabhan, Chairperson of the CSS Committee, was      Composition and Attendance
                present at the last AGM held on July 8, 2019.
                                                                                                       No. of
            7.   Corporate Social Responsibility Committee         Name of the Member        Category Meetings
                                                                                                      attended
                The Corporate Social Responsibility (‘CSR’) Committee
                of the Board was constituted on August 8, 2019 upon   Mr. S. Padmanabhan (Chairperson)  NED  2
                splitting of the CSR, Safety and Sustainability Committee.   Ms. Vibha Paul Rishi  ID    2
                The  CSR  Committee  has  been  entrusted  with  the  specific   Mr. R. Mukundan  MD & CEO  2
                responsibility of reviewing corporate social responsibility
                programmes. The scope of the CSR Committee also includes   Mr. Zarir Langrana   ED       2
                approving the budget of CSR, reviewing the CSR programmes      ID - Independent Director; NED - Non-Executive Director; MD & CEO -
                and monitoring the CSR spends.                     Managing Director & Chief Executive Officer; ED - Executive Director


                                                                                                           135
   132   133   134   135   136   137   138   139   140   141   142