Page 48 - Index

standards for enabling managerial inclusion index through
reverse mentoring and contribution to external think-tanks.
Purpose-led interventions around themes of authenticity
and belonging were organised to mark select occasions
globally. Several thought leadership forums and
sensitisation sessions were conducted.
In pace with our ongoing efforts to enhance wellbeing, a
global maternity pay policy of 26 weeks with full pay has
been announced (effective January 1, 2025). Pre and post-
partum maternity care has also been introduced.
International Women’s Day was commemorated with
wellness sessions, fireside chat with industry leaders,
employee challenges and distribution of school kits to
underprivileged students, which touched over hundreds
of employees.
We observed Disability month in July 2024. Apart from
leadership messages on allyship, experiential learning
interventions were organised at multiple locations to
sensitise employees on disability inclusion. We observed the
Global Diversity Awareness month, which included targeted
activities such as physical accessibility audit for three
offices in India, workshops on accessible content creation,
allyship for people managers to encourage conversations
on mental health and resilience among teams, launch
of reverse mentoring programme and PRG. An inclusion
handbook was introduced to equip employees with tools to
engage in meaningful and sensitive conversations.
Directors
Members of the Company’s Board of Directors are eminent
persons of proven competence and integrity. Besides global
experience, strong financial acumen, strategic astuteness
and leadership qualities, they have a significant degree of
commitment to the Company. They devote adequate time
to meetings and preparation. In terms of the requirement
of the Securities & Exchange Board of India (SEBI) (Listing
Obligations and Disclosure Requirements) Regulations,
2015 (‘SEBI Listing Regulations, 2015’), the Board has
identified core skills, expertise and competencies of the
Directors in the context of the Company’s business for
effective functioning and how the current Board of Directors
are fulfilling the required skills and competencies. This is
detailed at length in the Corporate Governance Report.
The Board meets at regular intervals to discuss and decide
on the Company/business policy and strategy, apart
from other Board businesses. The Board exhibits strong
46 Annual Report 2024
operational oversight with regular business presentations
at meetings. An annual planner of topics to be discussed
at the Board meeting is pre-approved by the Directors.
The Board/Committee meetings are pre-scheduled, and
an annual calendar of the meetings is circulated to the
Directors well in advance to help them plan their schedules
and ensure meaningful participation. Only in the case of
special and urgent business, should the need arise, is the
Board’s approval taken by passing resolutions through
circulation, as permitted by the law, which are confirmed in
the subsequent Board meeting. The Company has complied
with Secretarial Standards issued by the Institute of
Company Secretaries of India on Board meetings and AGMs.
The agenda for the Board and Committee meetings
includes detailed notes on items to be discussed to enable
the Directors to make informed decisions. The Company
follows a two-day schedule for its quarterly Committee and
Board meetings, which offers greater discussion time for
Board matters.
In 2024, the Board met six times - February 15-16, April 16,
July 15-16, October 16, October 28, and December 12. The
maximum interval between two meetings did not exceed
120 days.
The Company’s Nomination and Remuneration Policy
formulated under Section 178(3) of the Companies Act,
2013, covers roles, responsibilities, criteria and procedures
towards key aspects of Board governance, including the size
and composition of the Board, criteria for directorship, terms
and removal, succession planning, evaluation framework,
and ongoing training and education of Board members. The
Policy lays down detailed guidelines for remuneration of
the Board, Managing Director and employees, and covers
fixed and variable components and long-term reward
options, including ESOSs. It includes the scope and terms of
reference of the Nomination and Remuneration Committee.
The Policy is available at https://www.crisil.com/en/home/
investors/corporate-governance.html. During the year,
modifications were made to the Policy to elaborate on the
terms of reference of the Committee.
Directorship changes
Appointments
Ms Nishi Vasudeva was appointed as an Independent, Non-
Executive Director, with effect from January 27, 2024, for a
period of five years. Further, the Board at its meeting held
on February 16, 2024, appointed Mr Saugata Saha as a
Non-Executive Director with effect from February 17, 2024.