Page 118 - Tata_Chemicals_yearly-reports-2020-2021
P. 118

Integrated Annual Report 2020-21




               •   Review HR and people strategy and its alignment with      Board and Director Evaluation
                   the business strategy periodically or when a change is      In terms of the requirement of the Act and the SEBI Listing
                   made to either;                               Regulations, during the year under review, the Board has
                                                                 carried  out  an  annual  performance  evaluation  of  its  own
               •   Provide guidelines for remuneration of Directors on
                   material subsidiaries.                        performance, performance of the Directors as well as the
                                                                 evaluation of the working of its Committees. The exercise
               Meetings Held                                     was led by the Chairman of the NRC along with the Chairman
                                                                 of the Board.
               During FY 2020-21, four (4) Meetings of the NRC were held
               on the following dates:                           Criteria for Evaluation
               •  May 15, 2020        •  August 25, 2020         The performance evaluation criteria for Independent
               •  September 18, 2020   •  March 23, 2021         Directors is determined by the Nomination and
                                                                 Remuneration Committee. An indicative list of factors on
               The necessary quorum was present for all the Meetings of   which evaluation was carried out includes participation
               the Committee.
                                                                 and contribution by a director, commitment, effective
               Composition and Attendance                        deployment of knowledge and expertise, integrity and
                                          No. of                 maintenance  of confidentiality and  independence  of
                                                    No. of
               Name of the      Category  Meetings  Meetings     behaviour and judgement.
               Member                   held during  attended     The procedure followed for the performance evaluation of
                                          tenure                 the Board, Committees and Individual Directors is detailed in
               Dr. C. V. Natraj    ID       4        4           the Board’s Report.
               (Chairman)
               Mr. Bhaskar Bhat @  NED      3        3           Remuneration of Directors
               Mr. N.             NED       1        1           The Company’s philosophy for remuneration of Directors,
               Chandrasekaran ^                                  Key Managerial Personnel ('KMP') and all other employees
               Ms. Vibha Paul Rishi  ID     4        4           is  based  on  the commitment  of fostering  a culture of
               Ms. Padmini Khare   ID       2        2           leadership with trust. The Company has adopted a Policy for
               Kaicker $                                         remuneration of Directors, KMP and other employees, which
               Mr. S. Padmanabhan #  NED    2        2
                                                                 is aligned to this philosophy.
               ID - Independent Director; NED - Non-Executive Director
               @   Resigned as a Director of the Company w.e.f. November 24, 2020 and      The principles governing the Company’s Remuneration
               consequently ceased to be a Member of the Committee  Policy is provided in the Board’s Report.  The said Policy
                                                                 is also uploaded on the website of the Company at
               ^ Appointed as a Member of the Committee w.e.f. January 28, 2021
                                                                 https://www.tatachemicals.com/RemPolicy.htm.
               $ Ceased to be a Member of the Committee w.e.f. September 1, 2020
               #   Appointed as a Member of the Committee w.e.f. September 1, 2020     Executive Directors
                                                                 The Company pays remuneration by way of salary, benefits,
               Dr. C. V. Natraj, Chairman of the NRC, was present at the last   perquisites and allowances (fixed component) and
               e-AGM held on July 7, 2020.                       commission (variable component) to its Executive Directors.
               The composition and terms of reference of the NRC are in   Annual increments are recommended by the NRC within
               compliance with the provisions of Section 178(1) of the Act   the salary scale approved by the Members of the Company
               and Regulation 19 of the SEBI Listing Regulations.  and  are  effective  April  1  each  year. The  NRC  recommends
                                                                 on the commission payable to the Executive Directors out
               The Chairman of the NRC briefs the Board at each Board   of the profits for the financial year and within the ceilings
               Meeting about the significant discussions at the NRC   prescribed under the Act based on the performance of the
               Meetings.                                         Company as well as that of the Executive Directors.








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