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Integrated report Statutory reportS FInancIal StatementS
Board's Report

Annexure 6 to Board’s Report

Disclosure of Managerial Remuneration

[pursuant to Section 197 of the Companies act, 2013 and rule 5(1) of the Companies (appointment and remuneration of Managerial
personnel) rules, 2014]

A. Ratio of remuneration of each Director to the median remuneration of the employees of the Company for FY 2019-20 as
well as the percentage increase in remuneration of each Director, Chief Financial Officer (CFO) and Company Secretary are
as under:
% increase in
Ratio to median
Name of Director / Key Managerial Personnel remuneration over
remuneration
previous year
Non-Executive Directors
Mr. Bhaskar Bhat* 5.46:1 n.a.*
Ms. Vibha paul rishi 8.23:1 2.84
Mr. S. padmanabhan** 1.19:1 1.39
Ms. padmini Khare Kaicker 8.27:1 0.59
dr. C. V. natraj 5.54:1 n.a. #
Mr. K. B. S. anand 1.90:1 n.a. #
Executive Directors
Mr. r. Mukundan, Managing director & Ceo 108.76:1 1.63
Mr. Zarir langrana 52.40:1 5.08
Key Managerial Personnel
Mr. John Mulhall, CFo - (6.42)
Mr. rajiv Chandan, general Counsel & Company Secretary - 6.12
Note: Commission relates to FY ended March 31, 2020, which will be paid during FY 2020-21.
* 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. Hence, the percentage increase
in remuneration over the previous year is not applicable.
** 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.
# dr. C. V. natraj and Mr. K. B. S. anand were appointed as Independent directors on the Board of the Company during the year and hence the
percentage increase in remuneration over the previous year is not applicable.
B. Percentage increase in the median remuneration of employees in FY 2019-20: 14.72%
C. Number of permanent employees on the rolls of the Company as on March 31, 2020: 1,820
D. Comparison of average percentile increase in salary of employees other than the managerial personnel and the
percentile increase in the managerial remuneration:
Particular % change in remuneration
average increase in salary of employees (other than managerial personnel) 4.40%
average increase in remuneration of managerial personnel 2.73%

E. Affirmation:
It is affirmed that the remuneration paid to the directors, Key Managerial personnel and other employees is as per the remuneration
policy of the Company.
On behalf of the Board of Directors

Bhaskar Bhat R. Mukundan
Director Managing Director & CEO
Bengaluru, May 15, 2020 Mumbai, May 15, 2020

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