Page 130 - Tata_Chemicals_yearly-reports-2021-22

Integrated Annual Report 2021-22

Service Contract, Severance Fees and Notice Period
Mr. R. Mukundan, Mr. Zarir Langrana,
Terms of Agreement
Managing Director & CEO Executive Director
Period of Contract 5 years up to November 25, 2023 5 years up to March 31, 2023
Severance fees/notice period The Agreement may be terminated earlier, without any cause, by either Party by giving to the other
Party six months’ notice of such termination or the Company paying six months’ remuneration
which shall be limited to provision of Salary, Benefits, Perquisites, Allowances and any pro-rated
lncentive Remuneration (paid at the discretion of the Board, in lieu of such notice).
There is no separate provision for payment of severance fees.

Non-Executive Directors
During FY 2021-22, the Company paid sitting fees of ` 30,000 per Meeting to the Non-Executive Directors for attending each Meeting
of the Board; Audit Committee and Nomination and Remuneration Committee; and ` 20,000 per Meeting for attending each
Meeting of Stakeholders Relationship Committee; Meeting of Independent Directors; Corporate Social Responsibility Committee;
Safety, Health, Environment and Sustainability Committee and Risk Management Committee. The Members had, at the AGM of
the Company held on July 25, 2018 approved the payment of commission to the Non-Executive Directors within the ceiling of
1% per annum of the net profits of the Company as computed under the applicable provisions of the Act. The said commission is
decided each year by the Board of Directors and distributed amongst the Non-Executive Directors based on their attendance and
contribution at the Board and Committee Meetings. The Company also reimburses out-of-pocket expenses incurred by the Directors
for attending the Meetings.
Details of sitting fees paid and commission payable to the Non-Executive Directors for FY ended March 31, 2022 is given below:
(`)
Sitting Fees paid Commission (for FY 2021-22
Name of the Director
during FY 2021-22 payable in FY 2022-23)
Mr. N. Chandrasekaran 2,70,000 @
Ms. Vibha Paul Rishi 6,60,000 50,00,000
Mr. S. Padmanabhan 8,80,000 *
Ms. Padmini Khare Kaicker 5,90,000 50,00,000
Dr. C. V. Natraj 4,80,000 50,00,000
Mr. K. B. S. Anand 6,10,000 40,00,000
Mr. Rajiv Dube 2,70,000 40,00,000
Total 37,60,000 2,30,00,000
@ As a policy, Mr. N. Chandrasekaran has abstained from receiving commission from the Company
* In line with the internal guidelines of the Company, 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
As per the practice, commission to the Directors is paid after the annual accounts are adopted by the Members at the AGM. The
Company has not granted any stock options to its Directors.
Details of Remuneration to Key Managerial Personnel other than Managing Director / Manager / Whole Time
Director for FY 2021-22
Name of Key Managerial Personnel Gross Salary Commission Others Total Remuneration
Mr. Nandakumar S. Tirumalai - Chief Financial Officer 1,72,09,680 - 10,52,481 1,82,62,161*
Mr. Rajiv Chandan - General Counsel & Company Secretary 1,78,18,515 - 11,32,439 1,89,50,954
*Remuneration excludes Performance Pay for FY 2020-21 (but paid in FY 2021-22) since it relates to his previous employer
Succession Plan
The Company believes that sound succession plans for the senior leadership are very important for creating a robust future for the
Company. The NRC works along with the Human Resources team of the Company for a structured leadership succession plan.
Retirement Policy for Directors
As per the Company’s policy, the Managing and Executive Directors retire at the age of 65 years, Non-Independent Non-Executive
Directors retire at the age of 70 years and the retirement age for Independent Directors is 75 years.

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