Page 116 - Tata_Chemicals_yearly-reports-2020-2021

Integrated Annual Report 2020-21

the SEBI Listing Regulations and the same is available on the • Review the functioning of Whistleblower Mechanism of
website of the Company at https://www.tatachemicals.com/ the Company which shall include the Vigil Mechanism
TCOCNED.htm. for Directors and employees to report genuine
concerns in the prescribed manner;
As on March 31, 2021, all the Board Members and Senior
Management of the Company have affirmed compliance • Discuss and review, with the management and auditors,
with their respective Codes of Conduct. A declaration to this the annual/half-yearly/quarterly financial statements
effect duly signed by the Managing Director & CEO forms before submission to the Board for approval;
part of this Report. • Hold timely discussions with external auditors
regarding critical accounting policies and practices,
Apart from reimbursement of expenses incurred in significant reporting issues and judgements made,
discharging their duties and the remuneration that the nature and scope of audit;
Directors would be entitled under the Act as Non-Executive
Directors, none of the Directors have any other material • Evaluate auditors’ performance, qualification,
pecuniary relationships or transactions with the Company, independence and effectiveness of audit process;
its Promoters, its Directors, its Senior Management or its • Recommend to the Board, the appointment,
Subsidiaries during the two immediately preceding financial re-appointment, removal of the external auditors,
years. fixation of audit fees and also approval for payment of
audit and non-audit services;
Senior Management of the Company have made disclosures
to the Board confirming that there are no material, financial • Reviewing the adequacy of internal control system,
and/or commercial transactions between them and the internal audit function and risk management function;
Company which could have potential conflict of interest • Review the significant related party transactions;
with the Company at large. • Valuation of undertakings or assets of the listed entity,
wherever it is necessary;
3. Audit Committee
• Approve the appointment of the Chief Financial Officer
The Audit Committee’s role is to assist the Board fulfil its after assessing the qualifications, experience and
Corporate Governance and overseeing responsibilities background of the candidate;
in relation to the Company’s financial reporting process
carried out by the Management, internal control system, • Carrying out any other function as is mentioned in the
risk management system and internal and external audit terms of reference of the Audit Committee.
functions. The Audit Committee functions according to its Further, pursuant to Regulation 18(2)(c) of the SEBI Listing
charter/terms of reference that defines its composition, Regulations, the Audit Committee is empowered to
authority, responsibilities and reporting functions. The investigate any activity within its terms of reference, seek
Board has adopted a charter of the Audit Committee for its information it requires from any employee, obtain outside
functioning. All the items listed in Section 177 of the Act and legal or other Independent professional advice and secure
Regulation 18(3) read with Part C of Schedule II of the SEBI attendance of outsiders with relevant expertise, if considered
Listing Regulations are covered in its terms of reference.
necessary. Apart from the above, the Audit Committee also
Terms of Reference exercises the role and powers entrusted upon it by the Board
of Directors from time to time.
The Audit Committee of the Company is responsible for
supervising the Company’s internal controls and financial Meetings Held
reporting process and inter alia, performs the following
functions: During FY 2020-21, eleven (11) Meetings of the Audit
Committee were held on the following dates:
• Oversight of the Company’s financial reporting process
and disclosure of its financial information to ensure • May 15, 2020 • July 9, 2020
that the financial statements are materially correct, • July 31, 2020 • August 25, 2020
sufficient and credible; • October 29, 2020 • November 12, 2020
• November 26, 2020 • January 28, 2021
• Review of the Company’s accounting policies, internal
accounting controls, financial and such other matters • February 9, 2021 • March 1, 2021
and the changes thereon; • March 20, 2021

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