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is not aware of any circumstance or situation which exists or may the Board commends the ordinary resolution set out in Item
be reasonably anticipated that could impair or impact his ability to no. 6 of the accompanying notice for approval of the Members.
discharge his duties. He has also confirmed that he is not debarred this item being special business, is unavoidable in nature. except
from holding the office of a director by virtue of any SeBI orders or Mr. anand, none of the directors or Key Managerial personnel (KMp)
any such authority pursuant to circular dated June 20, 2018, issued of the Company and their respective relatives are concerned or
by BSe limited and the national Stock exchange of India limited interested, financially or otherwise, in the resolution set out at Item
pertaining to enforcement of SeBI orders regarding appointment of no. 6 of the accompanying notice. Mr. anand is not related to any
directors by listed companies. Further, Mr. anand is not disqualified other director or KMp of the Company.
from being appointed as a director in terms of Section 164 of the
act. Mr. anand has confirmed that he is in compliance with rules Item No. 7
6(1) and 6(2) of the Companies (appointment and Qualification of the Company is directed under the provisions of Section 148 of the
directors) rules, 2014, with respect to his registration with the data act read with the Companies (Cost records and audit) rules, 2014,
bank of Independent directors maintained by the Indian Institute of as amended from time to time, to have the audit of its cost records
Corporate affairs. conducted by a Cost accountant. Further, in accordance with the
provisions of Section 148 of the act read with the Companies (audit
In the opinion of the Board, Mr. anand fulfills the conditions
specified under the act read with rules thereunder and the listing and auditors) rules, 2014, the remuneration payable to the Cost
auditors has to be ratified by the Members of the Company.
regulations for his appointment as Independent non-executive
director of the Company and is independent of the management. the Board of directors, on the recommendation of the audit
Having regard to the qualifications, experience and knowledge, the Committee, has approved the appointment of d. C. dave & Co.,
Board considers that his association would be of immense benefit to Cost accountants, as the Cost auditors to conduct the audit of
the Company and it is desirable to avail the services of Mr. anand as the cost records of the Company for the Financial Year ending
an Independent director. a copy of the draft letter for appointment March 31, 2021 at a remuneration of ` 7,50,000 plus applicable taxes,
of the Independent director setting out the terms and conditions travel and out-of-pocket expenses.
of his appointment will be available for inspection by the Members. accordingly, consent of the Members is sought by way of an
Members who wish to inspect the same can send a request to the ordinary resolution as set out at Item no. 7 of the accompanying
e-mail address mentioned in the notes to the notice. notice for ratification of the remuneration amounting to ` 7,50,000
Mr. anand, aged 64 years, is a Mechanical engineer from the plus applicable taxes, travel and out-of-pocket expenses payable to
Indian Institute of technology, Bombay having passed out in the the Cost auditors for the Financial Year ending March 31, 2021.
year 1977 and then completed his post graduate diploma in In view of complying with the requirement of Section 148 of the
Business Management from the Indian Institute of Management, act and the rules thereunder, the appointment of Cost auditor for
Kolkata in the year 1979 having specialisation in Marketing. FY 2020-21, being a special business is unavoidable in nature. the
Mr. anand joined asian paints limited in the year 1979 and worked Board accordingly commends the ordinary resolution set out
in the Sales and Marketing function of the architectural Coating at Item no. 7 of the accompanying notice for the approval of the
and Chemical business, Industrial products manufacturing. He Members.
was made the head of the decoratives Business in 2009 and
Managing director & Ceo of asian paints limited effective none of the directors or KMp of the Company and their respective
april 1, 2012. He superannuated as the Managing director & Ceo of relatives are concerned or interested, financially or otherwise, in the
asian paints limited on March 31, 2020. He also serves on the Boards resolution at Item no. 7 of the accompanying notice.
of Marico limited and Borosil glass Works limited.
By Order of the Board of Directors
a brief profile of Mr. anand, including details of current directorships
and remuneration paid/payable forms part of this notice. In Rajiv Chandan
compliance with the provisions of Section 149 read with Schedule General Counsel & Company Secretary
IV of the act, regulation 17 of the listing regulations and other Mumbai, May 15, 2020 FCS 4312
applicable regulations, the appointment of Mr. anand as an
Independent director for five consecutive years commencing from Registered Office:
october 15, 2019 is now placed for the approval of the Members by tata Chemicals limited
an ordinary resolution. Bombay House
Mr. anand would be entitled to sitting fees for attending the 24, Homi Mody Street,
Meetings of the Board of directors and Committees thereof where Fort, Mumbai - 400 001
he is a Member. In addition, he would be entitled to commission CIn: l24239MH1939plC002893
as determined each year by the Board of directors within the limits tel. no: + 91 22 6665 8282
approved by the Members of the Company for the non-executive email: investors@tatachemicals.com
directors of the Company. Website: www.tatachemicals.com

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