Page 82 - Index

B. Board committees as on December 31, 2024
The Board has constituted committees comprising Executive and Non-Executive Directors to focus on the critical functions
of the Company. Each committee has the authority to engage outside experts, advisors and counsels to the extent it
considers appropriate to assist in its function. Minutes of proceedings of committee meetings are circulated among the
Directors and placed before the Board meeting for noting thereat.
Board Committees
Audit Committee Stakeholders’ Relationship
Committee
Nomination and Remuneration
Committee
• Ms Shyamala Gopinath, Chair
• Mr Girish Paranjpe
• Mr Amar Raj Bindra
• Ms Nishi Vasudeva
• Mr Saugata Saha
• Mr Girish Paranjpe, Chair
• Mr Girish Ganesan
• Mr Amish Mehta
• Mr Girish Paranjpe, Chair
• Ms Shyamala Gopinath
• Mr Girish Ganesan
Risk Management Committee Corporate Social Responsibility
Committee
• Mr Amar Raj Bindra, Chair
• Ms Shyamala Gopinath
• Mr Amish Mehta
• Mr Saugata Saha
• Ms Nishi Vasudeva, Chair
• Mr Girish Paranjpe
• Mr Amish Mehta
1. Audit Committee
The Audit Committee of the Company has been constituted in line with the provisions of Section 177 of the Companies
Act, 2013, read with Regulation 18 of the SEBI Listing Regulations, 2015. The Audit Committee comprises Non-Executive
Directors who are well-versed in financial matters and corporate laws.
The role of the committee, the topics reviewed by it, and the frequency of review are mentioned in Table 3.1. The Audit
Committee invites the executives of the Company as it considers appropriate (particularly the Head of the finance
function), representatives of statutory auditors, and representatives of internal auditors to its meetings.
Table 3.1: Role of the Committee and frequency of review
Role of the Committee Frequency
of review
Review the annual financial statements, the auditor’s report thereon, Director’s Responsibility Statement, and
Management Discussion and Analysis Report, before submission to the Board for approval
A
Review financial statements before submission to the Board for approval Q
Discuss with auditors (whenever necessary, without the presence of member of the management) regarding the
Company’s audited financial statements and seek auditors’ judgement on the quality and applicability of the
accounting principles, the reasonableness of significant judgements, the adequacy of disclosures in the financial
statements, and other matters as the Committee deems necessary
Q
Recommend the appointment, remuneration and terms of appointment of statutory auditors of the Company and
approve payments for any other services
A
Review performance of statutory and internal auditors, and adequacy of internal control systems A
Approve the internal audit plan for the year A
Review internal audit findings, the action taken status and other matters relating to the internal audit functioning
of the Company
Q
Review findings of any internal investigations by internal auditors in matters where there is suspected fraud or
irregularity or failure of internal control systems of material nature, and report the matter to the Board
E
80 Annual Report 2024