Page 85 - Tata_Chemicals_yearly-reports-2021-22

01 INTEGRATED 73 STATUTORY 178 FINANCIAL
REPORTS
STATEMENTS
REPORT
Board’s Report

In a separate meeting, the Independent Directors evaluated 27. Auditors
the performance of Non-Independent Directors and I. Statutory Auditors
performance of the Board as a whole including the Chairman At the 78 AGM held on August 9, 2017, B S R & Co. LLP,
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of the Board taking into account the views of Executive Chartered Accountants (Firm Registration No. 101248W/W-
Directors and Non-Executive Directors. The NRC reviewed 100022) [‘B S R & Co.’] were appointed as Statutory Auditors
the performance of the Board, its Committees and of the of the Company for a period of five (5) consecutive years by
Individual Directors. The same was discussed in the Board the Members.
Meeting that followed the meeting of the Independent
Directors and the NRC, at which the feedback received The report of the Statutory Auditors along with notes to
Schedules is a part of this Integrated Annual Report. There
from the Directors on the performance of the Board and its has been no qualification, reservation, adverse remark or
Committees was also discussed.
disclaimer given by the Auditors in their Report.
The Company follows a practice of addressing each of the Further, in terms of Sections 139 and 142 of the Act, the
observations and suggestions by drawing up an action plan Board of Directors has, on the recommendation of the
and monitoring its implementation through the Action Audit Committee, recommended the re-appointment
Taken Report which is reviewed by the Board of Directors of B S R & Co. as the Statutory Auditors of the Company
from time to time. for a second term of five (5) consecutive years from
the conclusion of the 83 AGM till the conclusion
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24. Remuneration Policy of 88 AGM for the approval of the Members.
Accordingly, an ordinary resolution seeking Members’
The Company has in place a Remuneration Policy for approval for the same forms part of the Notice of the
the Directors, KMP and other employees pursuant to the 83 AGM forming part of this Integrated Annual Report.
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provisions of the Act and the SEBI Listing Regulations which
is set out in Annexure 3 forming part of this Report. The Company has received a written consent and eligibility
certificate from B S R & Co., confirming that they satisfy the
criteria provided under Section 141 of the Act and that
25. Conservation of Energy, Technology the appointment, if made, shall be in accordance with the
Absorption, Foreign Exchange Earnings and applicable provisions of the Act and rules framed thereunder.
Outgo
The particulars relating to conservation of energy, technology II. Cost Auditors
absorption, foreign exchange earnings and outgo as required As per Section 148 of the Act read with the Companies (Cost
to be disclosed pursuant to the provisions of Section 134 of Records and Audit) Rules, 2014, the Company is required
the Act read with the Companies (Accounts) Rules, 2014 are to prepare, maintain as well as have the audit of its cost
provided in Annexure 4 forming part of this Report. records conducted by a Cost Accountant and accordingly, it
has made and maintained such cost accounts and records.
26. Particulars of Employees The Board, on the recommendation of the Audit Committee

Disclosures pertaining to remuneration and other details has appointed D. C. Dave & Co., Cost Accountants
as required under Section 197(12) of the Act read with Rule (Firm Registration No. 000611) [‘D. C. Dave & Co.’] as the Cost
5(1) of the Companies (Appointment and Remuneration of Auditors of the Company for FY 2022-23.
Managerial Personnel) Rules, 2014 (‘Rules’) are enclosed as D. C. Dave & Co. have confirmed that they are free from
Annexure 5 forming part of this Report. disqualification specified under Section 141(3) and proviso
to Section 148(3) read with Section 141(4) of the Act and that
The statement containing particulars of employees as the appointment meets the requirements of the Act. They
required under Section 197(12) of the Act read with Rule have further confirmed their independent status and an
5(2) and 5(3) of the Rules forms part of this Report. Further, arm’s length relationship with the Company.
the Report and the Accounts are being sent to the Members The remuneration payable to the Cost Auditors is required
excluding the aforesaid statement. In terms of Section 136 to be placed before the Members in a General Meeting for
of the Act, the said statement will be open for inspection their ratification. Accordingly, a resolution seeking Members’
upon request by the Members. Any Member interested ratification for the remuneration payable to D. C. Dave & Co.,
in obtaining such particulars may write to the Company forms part of the Notice of the 83 AGM forming part of this
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Secretary at investors@tatachemicals.com. Integrated Annual Report.

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