Page 27 - TCE Annual Report 2019-2020
P. 27

Delivering Aspirations | Achieving Scale



           iv.  The TCE Board has identified the following skills/expertise/competencies fundamental for the effective
             functioning of the company which are currently available with the Board:



              Global Business                  Strategy and Planning            Governance

              Understanding, of global         Appreciation of long-term        Experience in developing
              business dynamics, across        trends, strategic choices        governance practices, serving
              various geographical             and experience in guiding        the best interests of all
              markets, industry verticals      and leading management           stakeholders, maintaining
              and regulatory jurisdictions.    teams to make decisions in       board and management
                                               uncertain environments.          accountability, building long-
                                                                                term effective stakeholder
                                                                                engagements and driving
                                                                                corporate ethics and values.




          Committees of the Board

          The details pertaining to various Board Committees as on March 31, 2020 which comprises of the statutory
          committees as well are as follows:

          Name of the   Extract of Terms of Reference                             Category and   Other Details
          Committee                                                               Composition
          Corporate Social   The Committee is constituted in line with the provisions of Section 135 of the Act to:  Ms. Anjali Kulkarni,   During the year,
          Responsibility   •  Formulate and recommend to the Board, a CSR Policy indicating the activities to be   Member Chairman  TCE held 2 CSR
          Committee      undertaken by the Company as specified in Schedule VII of the Act.      Committee
                                                                                  Mr. Ashok Sethi,   Meetings.
                       •  Recommend the amount of expenditure to be incurred on the activities mentioned   Member Director
                         in the CSR Policy
                                                                                  Mr. Amit Sharma,
                       •  Monitor the CSR Policy.                                 Member Director

          Nomination &   The Committee is constituted in line with the provisions Section 178 of the Act.  Mr. Ashok Sethi –   During the year, TCE
          Remuneration   •  Recommend to the Board the setup and composition of the Board and its   Member Chairman  held 5 Nomination
          Committee      committees.                                                             and Remuneration
                                                                                  Ms. Anjali Kulkarni-   Committee
                       •  Recommend to the Board the appointment/re-appointment of Directors and Key   Member Director  meetings as a
                         Managerial Personnel.                                                   good Corporate
                                                                                  Mr. Sriram Kadiyala-  Governance
                       •  Support the Board and Independent Directors in evaluation of the performance of   Member Director  Practice
                         the Board, its Committees and individual Directors.
                       •  Recommend to the Board the Remuneration Policy for Directors, executive team or
                         Key Managerial Personnel as well as the rest of employees.
                       •  Oversee familiarisation programs for the Directors.

          Audit & Risk   The Committee is constituted in line with the provisions of Section 177 of the Act.   Mr. Sriram Kadiyala,   During the year,
          Management   •  Oversight of financial reporting process.               Member Chairman  TCE held 3 Audit &
          Committee                                                                              Risk Management
                       •  Reviewing with the management, the annual financial statements and Auditors’   Mr. Ashok Sethi,   Committee
                         Report thereon before submission to the Board for approval.   Member Director  Meetings as a
                                                                                                 Good Corporate
                       •  Evaluation of internal financial controls and risk management systems   Governance
                       •  Recommendation for appointment, remuneration and terms of appointment of   Practice
                         auditors of the company.
                       •  Approve policies in relation to the implementation of the Related Party Transactions.
                       •  To consider matters with respect to the Tata Code of Conduct, Anti-bribery and Anti-
                         Corruption Policy and Gifts Policy.








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