Page 24 - TCE Annual Report 2024-2025

Overview Leadership Messages Governance Strategic Insights Business Review People & Community

It is distributed among the Non-Executive Directors based on the Board evaluation process, taking into account
factors such as attendance and contributions at Board and Committee Meetings, as well as the time devoted to
operational matters other than at meetings.
Committees of the Board
In financial year 2024-25, the Board has accepted all recommendations of its Committees. The draft Minutes of the
Committee Meetings are circulated to the respective Committee Members for their comments and the final Minutes
are thereafter entered into the Minutes Book. Minutes of the proceedings of Committee Meetings are circulated to the
Directors and placed before the Board at their Meetings for noting. The details about various Board Committees as on
March 31, 2025, which comprises of Statutory Committees as well, are as follows:

Name of the Extract of Terms of Reference Category and Other Details
Committee Composition

• Formulate and recommend to the Board a CSR Policy Dr Alka Mittal – During the year
and CSR Annual Action Plan indicating activities to be Member, Chairperson under review, 3
undertaken by the Company as specified in Schedule VII of Mr L Krishnakumar – Corporate Social
Corporate Social the Act. Member, Director Responsibility
Responsibility • Recommend amount of the expenditure to be incurred on Committee
Committee the activities mentioned in the CSR Policy. Dr K N Vyas – Meetings were
Member, Director held.
• Monitor Corporate Social Responsibility Policy of the Mr Amit Sharma –
Company from time to time.
Member, Director

• Recommend to the Board setup and composition of Board Mr L Krishnakumar – During the year
and its committees. Member, Chairman under review, 4
Nomination and
• Recommend to the Board the appointment/re- Dr Alka Mittal –
appointment of Directors and Key Managerial Personnel. Member, Director Remuneration
Committee
Nomination & • Support the Board and Independent Directors in evaluating meetings were
Remuneration the performance of the Board, its Committees and held, as a good
Committee Individual Directors. Corporate
Governance
• Recommend to the Board, Remuneration Policy for
Directors, Executive Team or Key Managerial Personnel, and practice.
rest of employees.
• Oversee familiarisation programs for the Directors.

• Oversight of financial reporting process. Mr L Krishnakumar – During the year
Member, Chairman under review,
• Review with the management Annual Financial Statements 4 Audit & Risk
and Auditors’ Report thereon before submission to the Dr Alka Mittal – Management
Board for approval. Member, Director
Committee
• Evaluation of internal financial controls and Risk Dr. K.N. Vyas – Meetings were
Audit & Risk Management systems Member, Director held, as a good
Management • Recommendation for appointment, remuneration and Corporate
Committee terms of appointment of auditors of the Company. Governance
practice
• 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 Gift
Policy.

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