Page 122 - Tata_Chemicals_yearly-reports-2020-2021

Integrated Annual Report 2020-21

Chief - CSR & Sustainability was an invitee to the Meetings The necessary quorum was present for all the Meetings of
of the CSR Committee. The General Counsel & Company the Committee.
Secretary also attended the meetings.
Composition and Attendance
The Chairman of the CSR Committee briefs the Board at each No. of
Board Meeting about the significant discussions at the CSR Name of Meetings No. of
Meetings. the Member Category held during Meetings
tenure attended
Mr. S. Padmanabhan, Chairman of the CSR Committee, was
present at the last e-AGM held on July 7, 2020. Mr. K. B. S. Anand ID 2 2
(Chairman) @
7. Risk Management Committee Mr. S. Padmanabhan NED 3 3
Ms. Padmini Khare ID 3 3
Regulation 21 of the SEBI Listing Regulations mandate Kaicker
top 500 listed entities, determined on the basis of market Mr. R. Mukundan MD & 3 3
capitalisation as at the end of the immediate previous CEO
financial year, to constitute a Risk Management Committee Mr. Zarir Langrana ED 3 3
(‘RMC’) with effect from April 1, 2019. However, the Mr. John Mulhall ^ CFO 3 3
Company had voluntarily constituted a RMC in February
2015. The primary role of the RMC is that of assisting the ID - Independent Director; NED - Non-Executive Director; MD & CEO -
Board of Directors in overseeing the Company’s risk Managing Director & Chief Executive Officer; ED - Executive Director;
management processes and controls. The RMC, through CFO - Chief Financial Officer
@
the Enterprise Risk Management in the Company, seeks Appointed as a Member and Chairman of the Committee
to minimise adverse impact on the business objectives w.e.f. September 1, 2020. In the absence of a permanent Chairman,
and enhance stakeholder value. The Board has adopted a Mr. S. Padmanabhan was elected as the Chairman for the Meeting held
charter for the functioning of the RMC covering the on August 25, 2020
composition, meetings, quorum, responsibilities, etc. ^ Ceased to be a Member of the Committee w.e.f. March 31, 2021
upon cessation as CFO of the Company. Subsequently,
Terms of Reference Mr. Nandakumar S. Tirumalai was appointed as CFO of the
The terms of reference of the RMC, inter alia, are as under: Company and Member of the Committee w.e.f. April 1, 2021
• Review the Company’s risk governance structure, The Chairman of the RMC briefs the Board at each Board
risk assessment and risk management practices and Meeting about the significant discussions at the RMC
guidelines, policies and procedures for risk assessment Meetings. The Company has a well-defined risk management
and risk management; framework in place. The risk management framework
• Review and approve the Enterprise Risk Management adopted by the Company is discussed in detail in the
(ERM) framework; Management Discussion and Analysis which forms part of
this Integrated Annual Report.
• Review the Company’s risk appetite and strategy
relating to key risks, including market risk, cyber 8. Safety, Health, Environment and
security risk, product risk and reputational risk, as well Sustainability Committee
as the guidelines, policies and processes for monitoring
and mitigating such risks; The Safety, Health, Environment and Sustainability ('SHES')
Committee is entrusted with the specific responsibility of
• Review and analyse risk exposure related to specific reviewing and monitoring the health, environment and
issues and provide oversight of risk across organisation; safety framework and sustainable development. The overall
• Nurture a healthy and independent risk management roadmap as well as specific issues of concern including those
function in the Company. related to safety and climate change is reviewed in detail.

Meetings Held Terms of Reference
During FY 2020-21, three (3) Meetings were held on the The terms of reference of the SHES Committee, inter alia, are
following dates: as under:
• August 25, 2020 • November 12, 2020 • Review and monitor the sustainability, environmental,
• February 9, 2021 safety and health policies and activities across the

120