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Integrated Report Statutory Reports Financial Statements
1-59 Corporate Governance Report 147-300
Corporate Governance Report
In a free enterprise, the community is not just another stakeholder in business, but is in fact the very
purpose of its existence
- Jamsetji Tata
1. Company’s Philosophy on Corporate 2. Board of Directors
Governance Composition of the Board
The Company has a strong legacy of fair, transparent The Company has an active, experienced, diverse and a
and ethical governance practices and it believes that well-informed Board. The Board along with its Committees
good Corporate Governance is essential for achieving undertakes its fiduciary duties keeping in mind the interests
long-term corporate goals and enhancing stakeholders’ of all its stakeholders and the Company’s Corporate
value. The Company is committed to the Tata Code of Governance philosophy. The Company has an optimum
Conduct (‘TCoC’) which articulates values and ideals that combination of Executive and Non-Executive Directors
guide and govern the conduct of the Tata companies as which is in conformity with Regulation 17 of the SEBI Listing
well as its employees in all matters relating to business. Regulations read with Sections 149 and 152 of the Act.
The Company’s overall governance framework, systems and The Board periodically evaluates the need for change in its
processes reflect and support its Mission, Vision and Values.
composition and size.
The Company’s philosophy on Corporate Governance
oversees business strategies and ensures fiscal accountability, In terms of Regulation 17 of the SEBI Listing Regulations,
ethical corporate behaviour and fairness to all stakeholders at least 50% of the Board should comprise Non-Executive
comprising regulators, employees, customers, vendors, Independent Directors with at least one Woman Director.
investors and the society at large. Out of total 9 Directors as on March 31, 2021, the
Non-Executive Independent Directors constitute 55.56%
The Company has adopted a Code of Conduct for of the Board. The Company has 2 Women Directors on the
its employees, Executive Directors as well as for its Board as on the said date who are holding their office as
Non-Executive Directors including Independent Directors Non-Executive Independent Directors.
which suitably incorporates the duties of Independent
Directors as laid down in the Companies Act, 2013 Detailed profile of the Directors is available on the Company’s
(‘the Act’). The Company’s governance guidelines cover website at https://www.tatachemicals.com/DirectorsProfile.
aspects mainly relating to composition and role of the Board, htm.
Chairman and Directors, Board diversity and Committees of
the Board. The Board met nine (9) times during FY 2020-21 on the
following dates:
The Company’s Corporate Governance philosophy has been
further strengthened through the Tata Business Excellence • April 30, 2020 • May 15, 2020
Model, the Tata Code of Conduct for Prevention of Insider
Trading and the Code of Corporate Disclosure Practices and • July 31, 2020 • September 18, 2020
adoption of Anti-Bribery & Anti-Corruption and Anti-Money • October 1, 2020 • October 29, 2020
Laundering Policies.
• January 28, 2021 • February 26, 2021
The Company has adhered to the requirements stipulated
under Regulations 17 to 27 read with Para C and D of • March 23, 2021
Schedule V and clauses (b) to (i) of sub-regulation (2)
of Regulation 46 of the SEBI (Listing Obligations and The gap between two Meetings did not exceed 120 days
Disclosure Requirements) Regulations, 2015 (‘SEBI Listing and the Meetings were conducted in compliance with all
Regulations’) as applicable with regard to Corporate applicable laws. The necessary quorum was present for all
Governance. the Board Meetings.
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