iv) monitoring and reporting mechanism v) details of need and impact assessment c) Indicating reasons to the Board in case the amount of expenditure is less than 2% of the average net profit in a given year. d) Monitoring the CSR Policy from time to time. e) Recommending the amount of expenditure to be incurred on the CSR activities, which may not be less than 2% of the average net profit of the last three years. 3.2.2 Composition, meetings and attendance The Committee comprises the following members. During 2024-25, one meeting was held: No. Name Designation Meetings entitled Meetings attended 1. Shubhalakshmi Panse1 Chairperson 1 1 2. Sujal Shah2 Member - - 3. Sunil Lalbhai Member 1 1 4. Bharathy Mohanan Member 1 1 5. Vivek Gadre3 Member - - 1up to March 26, 2025 | 2effective January 24, 2025 and Chairman effective March 27, 2025 | 3effective January 24, 2025 The Board notes the minutes of the CSR Committee meetings. 3.3 Investment Committee 3.3.1 Role a) Approving capital expenditure proposals exceeding ` 5 cr, but not exceeding ` 25 cr each. b) Recommending to the Board for approval of capital expenditure proposals exceeding ` 25 cr each. c) Recommending to the Board acquisition, disinvestment and divestment proposals. d) Reviewing business strategies. e) Reviewing the progress of the approved projects. 3.3.2 Composition, meetings and attendance The Committee comprises the following members. During 2024-25, two meetings were held: No. Name Designation Meetings entitled Meetings attended 1. Baldev Arora1 Chairman 2 2 2. Pradeep Banerjee2 Member 2 2 3. Sunil Lalbhai Member 2 2 4. Shubhalakshmi Panse3 Member 2 1 5. Rangaswamy Iyer4 Member 1 1 1up to March 31, 2025 | 2effective May 01, 2024 and Chairman effective April 01, 2025 | 3up to March 26, 2025 | 4effective January 24, 2025 The Board notes the minutes of the Investment Committee meetings. 3.4 Nomination and Remuneration Committee 3.4.1 Role a) Devising a policy on Board diversity. b) Evaluate the balance of skills, knowledge and experience on the Board and on the basis of such evaluation, prepare a description of the role and capabilities required of an Independent Director. c) Formulating criteria for evaluation of the Independent Directors and the Board. 82 82 Integrated Annual Report 2024-25
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