Become a Franchise Trade Now BA Connect Open an Account Reactivation KYC Modification DP Login
  • BSE
  • NSE
Mahindra & Mahindra Ltd (M&M) -BSE
846.2 5.55 (0.66%) 09-Dec-2021 |12:33
PREV.CLOSE OPEN PRICE HIGH(Rs) LOW(Rs) VOLUME(Rs) 52AVG.RANGE MARKET CAP(Rs.Cr) P/E Div Yield (%) Eps (Rs)
840.65 861.9 861.9 836.05 65573 978.9 - 660 104508.98 37.2 1 22.6
Directors Report

Dear Shareholders

Your Directors present their Report together with the audited financial statements of your Company for the year ended 31st March, 2021.

A. FINANCIAL AND OPERATIONAL HIGHLIGHTS

(Rs. in crores)
Particulars 2021 2020
Revenue from Operations 45,041 45,488
Other Income 1,221 1,668
Profit before Depreciation, Finance Costs,
Exceptional items and Taxation 7,727 7,466
Less: Depreciation, Amortisation and
Impairment Expenses 2,233 2,223
Profit before Finance Costs, Exceptional
items and Taxation 5,494 5,243
Less: Finance Costs 371 113
Profit before Exceptional items and Taxation... 5,123 5,130
Add: Exceptional items (3,663) (2,014)
Profit before Taxation 1,460 3,116
Less: Tax Expense 1,191 1,785
Profit for the year 269 1,331
Balance of profit for earlier years 29,102 28,967
Less: Transfer to Debenture Redemption
Reserve
Profits available for appropriation 29,371 30,298
Add: Other Comprehensive Income/(Loss)*.. (60) (8)
Less: Dividend paid on Equity Shares 292 1,057
Less: Income-tax on Dividend paid 131
Balance carried forward 29,019 29,102

* Remeasurement of (loss)/gain (net) on defined benefit plans, recognised as part of retained earnings.

Financial Year 2021 was one of the worst years for the Indian economy since independence. As per the Second Advanced Estimates of National Income released by the CSO, real economic activity is expected to have contracted by 6.5% during the fiscal as the COVID-19 pandemic took a toll on economic activity. This was the first instance of a contraction since the Financial Year 1980. Nominal per capita income fell quite sharply during the year.

The pandemic hit all segments of the economy quite hard with the manufacturing, construction and services segments reporting large contractions during the fiscal. Agriculture, however, was the lone bright spot in the economy, growing by 3.6% in the Financial Year 2021. Rural areas were not hit as hard by COVID-19 vis--vis urban India. Besides, the Government also proactively intervened and supported this segment by way of cash and kind transfers, record food grain procurement, frontloading rural-related Government spending, hiking MGNREGA spending sharply, initiating a temporary rural works program for returnee migrants and ensuring ample supply of credit. All these measures provided support to the segment. India's food grain output is estimated to have touched 305.4 million tonnes in Financial Year 2021 which is the highest level ever. Likewise, horticulture output is also pegged at a record level of 326.6 million tonnes during the year.

On the demand side, all drivers of economic activity fared poorly in the Financial Year 2021. Private consumption spending declined sharply owing to a fall in Household incomes while capital formation contracted as the private sector delayed investments owing to weak demand and low capacity utilisation levels. Exports also fell sharply with a contraction in world trade volumes owing to weak demand across the globe.

The Profit for the year before Depreciation, Finance Costs, Exceptional items and Taxation recorded an increase of 3.5% at Rs. 7,727 crores as against Rs. 7,466 crores in the previous year. Profit after tax decreased by 79.8% at Rs. 269 crores as against Rs. 1,331 crores in the previous year.

Your Company continues with its rigorous cost restructuring exercises and efficiency improvements which have resulted in significant savings through continued focus on cost controls, process efficiencies and product innovations that exceed customer expectations in all areas thereby enabling the Company to maintain profitable growth in the current economic scenario.

Details of Material Changes from the end of the Financial Year till the date of this Report

The rampant spread of the Second Wave of COVID-19 and Lockdowns enforced in various States/Parts of the Country coupled with disruption in the supply of oxygen for industrial use, demand and supply for Vehicles and Tractors is expected to be impacted temporarily.

In addition, on the supply side, global shortage of microprocessors (semi-conductors) used in Electronic Control Unit (ECUs) fitted in different components/aggregates for Vehicles continues to pose challenges to the smooth Production Schedules.

The Company's estimated Sales Volume for the Quarter ending June 2021 is expected to be lower by 15-20% as compared to the fourth quarter of Financial Year 2020-21.

The Revenue and profitability will be impacted in line with the fall in Volumes as mentioned above. However, the Company is taking various cost optimisation measures to limit the adverse impact.

The Company is also carefully reviewing the demand and supply situation and re-calibrating its operations accordingly while protecting the interest of its customers, dealers and suppliers. The endeavour is to ensure optimal level of inventory at plants and dealerships in order to be prepared for a rebound in demand once the situation returns to normalcy.

Performance Review

Automotive Sector

Your Company's Automotive Sector posted total sales of 3,48,621 vehicles (3,31,384 Passenger vehicles, commercial vehicles and 17,237 three-wheelers) as against a total of 4,71,141 vehicles (4,11,345 four-wheelers and 59,796 three-wheelers) in the previous year, registering a de-growth of 26.0%.

In the domestic market, your Company sold a total of 3,30,271 vehicles as compared to 4,44,218 vehicles in the previous year, resulting in a de-growth of 25.7%.

In the Passenger Vehicle (PV) segment, your Company sold 1,57,215 vehicles [including 1,55,530 Utility Vehicles (UVs), 1,676 Vans and 9 Cars] registering a de-growth of 15.9%, as compared to the previous year's volume of 1,86,942 vehicles [including 1,79,405 UVs, 6,679 Vans and 858 Cars].

In the Commercial Vehicle (CV) segment, your Company sold 1,56,159 vehicles [including 23,789 vehicles <2T GVW, 1,28,100 vehicles between 2-3.5T GVW, 1,160 Light Commercial Vehicles (LCVs) in the LCV > 3.5T segment, 684 vehicles in the 7.5-16.2T GVW segment and 2,426 Heavy Commercial Vehicles (HCVs)] registering a de-growth of 21.6% over the previous year's volume of 1,99,131 vehicles [including 36,475 vehicles < 2T GVW,

1,51,384 vehicles between 2-3.5T GVW, 5,415 LCVs in the LCV > 3.5T segment, 760 vehicles in the 7.5-16.2T GVW segment and 5,097 HCVs].

In the three-wheeler segment, your Company sold 16,897 three-wheelers, registering a de-growth of 70.9% over the previous year's volume of 58,145 three-wheelers.

For the year under review, the Indian automotive industry (except 2W) de-grew by 15.3%, with the PV industry de-growth of 2.2% and CV industry de-growth of 20.8%. The UV segment was the only segment to show growth in Financial Year 2021 with 12.1%. Within the CV industry, the LCV goods <3.5T segment de-grew by 11.0% while the HCV goods segment de-grew by 14.5%.

Your Company's UV volumes stood at 1,55,530 units, a de-growth of 13.3%. The UV market share for your Company stood at 14.7%. For the year under review, your Company's PV volume stood at 1,57,215 units with a market share of 5.8%. The stylish and off-roader New Thar launched in October 2020, performed well in the UV segment with a volume of 14,186 units for the Financial Year 2021. Scorpio, XUV500 and Bolero continued to be strong brands for your Company in the UV segment.

In the LCV<3.5T segment, your Company retained its No.1 position with a 41.5% market share. Your Company sold a total of 1,51,889 vehicles in this segment. Your Company has a market share of 56.8% in the LCV 2-3.5T segment, which is the Pik-UP segment.

In the Medium and Heavy Commercial Segment (MHCV) segment, your Company sold 3,110 trucks as against 5,857 in the previous year. This is a de-growth of 46.9%. Your Company's market share in the HCV segment stands at 2.8%.

Your Company is the pioneer for Electric Vehicles (EVs) in India, and for the year under review, sold (along with its subsidiary Mahindra Electric Mobility Limited) 5,418 EVs (27 four wheelers and 5,391 three-wheelers) as against 14,602 EVs (966 four wheelers and 13,636 three- wheelers) in the previous year.

During the year under review, your Company posted an export volume of 18,350 vehicles as against the previous year's exports of 26,923 vehicles. This is a de-growth of 31.8%.

The spare parts sales for the year stood at Rs. 2,165.3 crores (including exports of Rs. 133.5 crores) as compared to Rs. 2,494.5 crores (including exports of Rs. 230.8 crores) in the previous year, registering a de-growth of 13.2%.

Farm Equipment Sector

Your Company's Farm Equipment Sector recorded total sales of 3,54,498 tractors (domestic + export) as against 3,01,915 tractors sold in the previous year, registering a growth of 17.4%. This includes 3,067 tractors sold under the Trakstar brand, which is the third brand of your Company under the subsidiary Gromax Agri Equipment Limited.

For the year under review, the tractor industry in India recorded highest ever sales of 8,99,407 tractors, a growth of 26.9%. Tractor Industry recorded growth in Financial Year 2021 after a de-growth in Financial Year 2020.

In the domestic market, your Company sold 3,43,833 tractors (including Gromax Agri Equipment Limited), as compared to 2,91,901 tractors in the previous year, recording a growth of 17.8%. It is the highest ever volume sold for your Company. Given the COVID-19 situation, the Company faced constraints on supply chain and supplier capacity; hence market share is not a good performance indicator for Financial Year 2021. With the market share at 38.2%, the Company continues to be the market leader for the 38th consecutive year. Your Company's performance was supported by good performance of all products in the portfolio.

Your Company continues to focus on growing the farm mechanisation space, by offering affordable mechanisation solutions. The portfolio comprises of Rotavators, Cultivators, Harvesters, Rice transplanters, Balers and Sprayers.

For the year under review, your Company exported 10,665 tractors which is a growth of 6.5% over the previous year.

Spare parts net sales for the year stood at Rs. 758.2 crores (including exports of Rs. 48.8 crores) in Financial Year 2021 as compared to Rs. 718.2 crores (including exports of Rs. 42.4 crores) in the previous Financial year 2020, registering a growth of 5.6%.

Other Businesses

Mahindra Powerol

Under the Powerol brand, your Company has been a leader in providing power back-up solutions to the telecom industry for over a decade. To cater to the changing customer needs, your Company continues to consolidate its presence in tele-infra management and in the energy management solutions space. In the overall genset business, your Company is No. 2 brand by volume, offering a wide range of solutions from Lower KVA range to mid to higher KVA range.

Your Company is also focusing on Gas Powered Gensets and presently offers solutions in 25 to 125 KVA range. In addition to lowering emission, these gensets offer a significantly lower operating cost. This segment will be the future growth area.

With a focus on green energy solutions, your Company also offers Energy Storage Solutions powered with Lithium-ion batteries. These are for application in telecom towers and bank ATMs. With the evolving BS IV engine demands, your Company's Industrial Equipment vertical has already taken the first mover advantage and introduced various nodes to its customers.

Despite the pandemic, Powerol was offering relentless service and support to emergency services like healthcare, telecom, etc.

Construction Equipment Business

For the year under review, your Company (under the Mahindra EarthMaster brand) sold 681 Backhoe Loaders (BHLs) as compared to 880 in the Financial Year 2020, which is a de-growth of 22.6%. The Construction Equipment industry recovered in the second quarter onwards. With the increasing focus and spend in infrastructure sector by the Government, the BHL market in India grew by 21% over the previous year.

Your Company also has presence in the road construction equipment business through motor graders (under the Mahindra RoadMaster brand). During the year under review, your Company sold 82 motor graders.

Two-Wheeler Business

In line with the strategy for the two-wheeler business, your Company through its subsidiary, Classic Legends Private Limited had reintroduced the iconic brand ‘Jawa' to the Indian market in the Financial Year 2019, with the launch of new range of JAWA motorcycles - Jawa and Jawa Forty-Two. A new addition to that range - JAWA Perak was launched in the Financial Year 2019-20 and the sale of the same started in the Financial Year 2020-21.

Current Year's review

During the period 1st April, 2021 to 27th May, 2021, 43,414 vehicles were produced as against 2,656 vehicles and 38,959 vehicles were dispatched as against 2,700 vehicles during the corresponding period in the last year. During the same period 55,904 tractors were produced and 55,682 tractors dispatched as against 8,445 tractors produced and 9,307 tractors dispatched during the corresponding period in the previous year.

The world continues to recover from the biggest crisis it has faced in the modern times. Vaccination drives have been initiated across major economies since January 2021 and the pace of vaccination would be critical to support economic recovery in the medium term particularly as one country after another continue to reel under fresh waves of infections and newer strains of the virus. The IMF expects global economic activity to rebound with projections of a 6% growth in 2021 after a 3.3% contraction in 2020. The strength of the recovery varies across countries, depending upon the severity of the crisis, the extent of disruptions and the effectiveness of policy support.

The RBI expects India's economic activity to rebound quite strongly, with a growth projection of 10.5% for the Financial Year 2022. Both, fiscal and monetary policy have lent support to India's growth recovery in Financial Year 2021 and this support is expected to continue through Financial Year 2022. The Financial Year 2022 Union Budget clearly focused on growth, not just for now but also for the medium term with a laser focus on reviving investment demand. Government Capex has significantly higher multipliers than other forms of spending and would play an important role in substituting and even crowding in private investments in the economy at a time when private sector investment demand is likely to remain subdued. The RBI cut rates, infused significant liquidity and eased regulatory burden to support the economy and has guided that it would continue with the accommodative stance as long as necessary to sustain growth on a durable basis.

The ongoing second wave of infections since end-February 2021 with many States imposing localised lockdowns and restrictions and any future fresh waves of infections, like those seen in other major economies, impart downside risks and huge uncertainty to the growth trajectory. However, rapid mass vaccination and timely fiscal and monetary support could provide the necessary backstop to economic activity.

Finance

Financial Year 2020-21 was an unprecedented year by all means, as the outbreak of COVID-19 pandemic not only resulted in the loss of countless human lives, it also impacted the global trade and commerce severely. Most major economies entered recession during the year, as widespread lockdown measures to contain the spread of the pandemic brought business activities to a standstill. Leave aside interest rates, it was the year in which even ‘oil' treaded into the negative territory. The global output declined by 3.3% in the calendar year 2020, as per IMF estimates, and most of the major economies, except China, registered a negative growth. In order to support the battered economies, Central Banks came to the forefront, announcing massive rate cuts and stimulus measures, doling out trillions of dollars to pump growth. Policy easing by the Central Banks was timely, swift, significant in scale and most importantly coordinated. Meanwhile, Central Governments juggled to maintain the right balance between containing the spread of the pandemic through strict lockdown measures and re-opening the economies to boost consumption. Unfazed by the subdued business activity, the equity markets across the world roared back from the March 2020 lows and rose sharply during the later part of the year. The gains in the equity markets were driven by prospects of synchronous growth recovery in 2021-22, fuelled by sustained fiscal policy support and further aided by a global vaccination drive. The year 2020 saw global bond yields plunge to record lows amidst large scale rate cuts and accommodative monetary policy stance of Central Banks to aid growth and counter the impact of COVID-19 pandemic. Yields have risen sharply since end-2020 across the globe, led by US, as inflation pressures are rising across. As Bond yields surge, markets are seen to be discounting the Central Banks' assurances of continued accommodative monetary policy. Commodity prices also witnessed an unabated rally during the year, with most of commodities touching record highs in the pandemic-stricken year. However, this was not before COVID-19 had caused widespread declines in commodity prices in the first half of Calendar Year 2020. The rally since then has been fuelled by a strong economic recovery in China, massive fiscal and monetary stimulus, stronger push towards renewable energy, supply side disruptions and the return of commodities as an asset class amidst economic uncertainty.

As the year 2020 drew to a close, the ramp up of global vaccination drive provided optimism about a strong vaccine-led growth recovery in 2021. However, this crisis will likely leave scars well into medium term as labour markets take time to heal, investment is held back by uncertainty and Balance Sheet problems. As per the latest IMF estimates, the global economy is expected to rebound by 6% in 2021 but would moderate to 4.4% in 2022 for the aforementioned reasons.

The global community still confronts extreme social and economic strain, with the rising human toll worldwide amidst the resurgence of COVID-19 wave. Moreover, burgeoning debt and deficits, rising inflation and impact of unwinding of quantitative easing are some key risks that persist.

On the domestic front, India also witnessed sharp slowdown during the year. The Central Government announced strict nationwide lockdown in March 2020, which was followed by several localized lockdowns across States during the course of the year.

Reserve Bank of India further cut repo rate by 40 bps in the Financial Year 2020-21, having already cut the rates by a cumulative of 160 bps in the preceding year. Moreover, RBI announced several liquidity boosting measures including targeted long-term repo operations, moratorium of loans, etc. The interest rates had fallen sharply in money market due to the liquidity glut, resulting in real lending rates to fall to decade lows.

Extraordinary, novel and out of box measures taken by Reserve Bank of India to mitigate the impact of pandemic have anchored financial stability and cushioned the damaging effects of COVID-19 on economic activity.

Indian economy experienced subdued 1st half of Financial Year 2021, however it started seeing good recovery in 2nd half of Financial Year 2021. Sensex reflected growth sentiments as it wrapped 2020 on a bullish note by gaining 16% from a record low of March 2020. However, after close to six months of a receding case count, India is witnessing a rise in the COVID-19 cases and the resultant partial/complete lockdowns by States, to counter the rising cases, is expected to dent the ongoing economic recovery.

The Financial Year 2020-21 has been a roller-coaster ride for the rupee due to COVID-19. The pandemic induced massive sell-off in the equity market led the rupee breach record low of 76.90. However, easing of lockdown restrictions, infusion of stimulus by Government and central banks all over the world, optimism over vaccine, enthused investors resulting in sustained foreign fund inflows, helped rupee vault back to 72 zone.

In the Financial Year 2021, Foreign portfolio investment (FPI) in India was at a 6-year high with record inflows into the equity markets and marginal outflows from the debt markets. The total FPI inflows into the equity, debt and hybrid markets during the Financial Year 2021 was at $36.1 billion compared with the previous two years of outflows of $5.5 billion in the Financial Year 2019 and $3 billion in the Financial Year 2020.

Your Company continued to monitor the liquidity situation carefully. Given the unprecedented impact that COVID-19 had on the business, the Company borrowed funds to shore up liquidity as a precautionary measure. During the year, your Company raised long term borrowings of Rs. 5,536.59 crores by way of a mix of both, market instrument like Non-Convertible Debentures and Bank Loans. Additionally, short term borrowings of Rs. 2,376.90 crores were raised by issuance of Commercial Papers and availing of bank lines during the year. This ensured sufficient liquidity to manage the adverse effects of pandemic. Since the economic activity improved from June-July 2020, your Company saw robust operating cash flows. As the year drew close to an end, sufficient liquidity prompted pre/ repayment of some of the borrowings. During the year, your Company repaid Rs. 3,387.41 crores of the total borrowings (long term, short term borrowing and lease liabilities). As on 31st March, 2021, Rs. 7,642.07 crores of Long-Term borrowing (including current maturities and lease liabilities) and Rs. 24.74 crores of Short Term borrowing was outstanding. With a high liquidity level of Rs. 10,743.89 crores as at 31st March, 2021, your Company is better placed to tide over the impact of the re-surge in COVID-19 cases on the business, if any.

The Company's Bankers continue to rate your Company as a prime customer and extend facilities/services at prime rates. Your Company follows a prudent financial policy and aims not to exceed an optimum financial gearing at any time. The Company's total Debt to Equity Ratio is 0.22 as at 31st March, 2021.

Your Company has been rated by CRISIL Limited ("CRISIL"), ICRA Limited ("ICRA"), India Ratings and Research Private Limited ("India Ratings") and CARE Ratings Limited ("CARE") for its Banking facilities. All have re-affirmed the highest credit rating for your Company's Short Term facilities. For Long Term facilities and Non-Convertible Debenture ("NCD") programme, CRISIL, ICRA and India Ratings have re-affirmed their credit ratings of CRISIL AAA/Stable, [ICRA]AAA (stable) and IND AAA/Stable for the respective facilities rated by them. With the above rating affirmations, your Company continues to enjoy the highest level of rating from all major rating agencies at the same time.

The AAA ratings indicate highest degree of safety regarding timely servicing of financial obligations and is also a vote of confidence reposed in your Company's Management by the rating agencies. It is an acknowledgement of the strong credit profile of your Company over the years, resilience in earnings despite cyclical upturns/downturns, robust financial flexibility arising from the significant market value of its holdings and prudent management.

Your Company is a "Large Corporate" as per the criteria under SEBI Circular No. SEBI/HO/DDHS/CIR/P/2018/144 dated 26th November, 2018.

Investor Relations (IR)

Your Company always believes in leading from the front with emerging best practices in IR and building a relationship of mutual understanding with domestic and foreign investors/analysts. In the Financial Year 2021, the year characterised by a lot of uncertainty amongst pandemic and lockdowns, your Company increased its interaction with investors through video and audio conference calls. The top management, including the Managing Director, Deputy Managing Director and Group CFO and Executive Director-Auto & Farm Sectors, spent significant time to interact with investors to communicate the strategic direction of the business, capital allocation policy and the way the Company was handling COVID-19 crisis. All the four quarterly earnings calls conducted during the year were also well attended by investors and analysts. Apart from the earning calls, the Company also had a special investor/analyst call to discuss the implications of strategic steps being taken by your Company.

During the year, your Company interacted with around 1,079 Indian and overseas investors and analysts (excluding quarterly earnings calls and specific event related calls). Your Company ensures that critical information about the Company is available to all the investors by uploading all such information on the Company's website. Your Company also engages with investors on Environment, Social and Corporate Governance (ESG), which has received excellent feedback from investors and ESG analysts. Your Company was awarded The Institute of Chartered Accountants of India's prestigious Gold Shield Award for its Integrated Annual Report of Financial Year 2020.

Dividend

As per the Dividend Distribution Policy, dividend payout would have to be determined based on available financial resources, investment requirements and taking into account optimal shareholder return. Within these parameters, the Company would endeavour to maintain a total dividend pay-out ratio in the range of 20% to 35% of the annual standalone Profits after Tax (PAT) of the Company.

Despite the pandemic, your Company was able to deliver a good operational performance during the period under review. While the performance has been good, the Profit After Tax was low on account of exceptional items.

Your Directors, considering the good performance, a strong cash flow and this being a milestone 75th Year of your Company, decided to recommend a Dividend of Rs. 8.75 (175%) per Ordinary (Equity) Share of the face value of Rs. 5 each on the Share Capital out of the accumulated balance of retained earnings representing the accumulated surplus in the profit and loss account as at 31st March, 2021.

The equity dividend outgo for the Financial Year 2020-21 would absorb a sum of Rs. 1,087.79 crores [as against Rs. 292.15 crores comprising the dividend of Rs. 2.35 per Ordinary (Equity) Share of the face value of Rs. 5 each for the previous year]. Dividend will be payable subject to approval of members at the ensuing Annual General Meeting and deduction of tax at source to those Shareholders whose names appear in the Register of Members as on the Book Closure Date. The Board of your Company decided not to transfer any amount to the General Reserve for the year under review.

Dividend Distribution Policy

The Dividend Distribution Policy containing the requirements mentioned in Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") is attached as Annexure I and forms part of this Annual Report.

B. CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements of the Company, its subsidiaries, associates and joint ventures prepared in accordance with the Companies Act, 2013 and applicable Indian Accounting Standards along with all relevant documents and the Auditors' Report form part of this Annual Report. The Consolidated Financial Statements presented by the Company include the financial results of its subsidiary companies, associates and joint ventures. The Financial Statements as stated above are also available on the website of the Company and can be accessed at the Web-link: https://www.mahindra.com/ resources/FY21/AnnualReport.zip

Subsidiary, Joint Venture and Associate Companies

The Mahindra Group Companies continue to contribute to the overall growth in revenues and overall performance of your Company.

Tech Mahindra Limited, Flagship Company in the IT Sector, has reported a consolidated operating revenue of Rs. 37,855 crores in the current year as compared to Rs. 36,868 crores in the previous year, an increase of 3%. Its consolidated profit after tax after non-controlling interests is Rs. 4,428 crores as compared to Rs. 4,033 crores in the previous year, registering an increase of 10%. The Group's finance company, Mahindra & Mahindra Financial Services Limited (Mahindra Finance), reported a consolidated operating income of Rs. 12,050 crores during the current year as compared to Rs. 11,883 crores in the previous year, registering a growth of 1%. The consolidated profit after tax after non-controlling interests for the year is Rs. 773 crores as compared to Rs. 1,075 crores in the previous year.

Mahindra Lifespace Developers Limited, the subsidiary in the business of real estate and infrastructure registered a consolidated operating income of Rs. 166 crores as compared to Rs. 611 crores in the previous year. The consolidated loss after tax after non-controlling interest for the year is Rs. 72 crores as compared to a loss of Rs. 193 crores in the previous year. Mahindra Holidays & Resorts India Limited, the subsidiary in the business of timeshare registered a consolidated operating income of Rs. 1,730 crores as compared to Rs. 2,372 crores in the previous year. The consolidated loss after tax after non-controlling interests for the year is Rs. 13 crores as compared to a loss of Rs. 132 crores in the previous year.

Mahindra Logistics Limited, a listed subsidiary in the logistics business has registered a consolidated operating income of Rs. 3,264 crores as compared to Rs. 3,471 crores in the previous year. The consolidated profit after tax after non-controlling interests for the year is Rs. 30 crores as compared to Rs. 55 crores in the previous year.

Ssangyong Motor Company, the Korean subsidiary of the Company (under the Companies Act, 2013), treated as discontinued operation for the purpose of consolidation, has reported consolidated operating revenues of Rs. 18,763 crores in the current fiscal year (January 2020 to December 2020) as compared to Rs. 21,707 crores in the previous year. The consolidated loss after tax after non-controlling interests for the year is Rs. 3,208 crores as compared to a consolidated loss of Rs. 2,045 crores in the previous year.

The consolidated profit before exceptional item and tax for the year from continuing operations is Rs. 5,229 crores as against Rs. 4,832 crores in the previous year. The consolidated profit after tax after non-controlling interest and exceptional items for the year from continuing operations is Rs. 3,347 crores as against Rs. 2,392 crores in the previous year.

The consolidated profit after tax after non-controlling interest and exceptional items for the year from continuing and discontinued operations is Rs. 1,812 crores as against Rs. 127 crores in the previous year. During the year under review, Sampo Rosenlew Oy ceased to be an Associate and became a Subsidiary of your Company.

Further, Martial Solren Private Limited, The Birmingham Small Arms Company Limited, BSA Corporation Limited and B.S.A. Motor Cycles Limited became Subsidiaries of your Company.

During the year under review, Graphic Research Design s.r.l., Divine Solren Private Limited, Mahindra Trucks and Buses Limited, Mahindra Automobile Distributor Private Limited, Mahindra First Choice Services Limited and Auto Digitech Private Limited ceased to be Subsidiaries of your Company.

During the year under review, Mahindra Asset Management Company Private Limited changed its name to Mahindra Manulife Investment Management Private Limited and Mahindra Trustee Company Private Limited changed its name to Mahindra Manulife Trustee Private Limited. Further, Mahindra ‘Electoral Trust' Company, a Section

8 Company has converted itself into a Public Company and changed its name to Mahindra Publications Limited. Subsequent to the year end, Mahindra Solarize Private Limited became a Subsidiary of your Company.

A Report on the performance and financial position of each of the subsidiaries, associates and joint venture companies included in the Consolidated Financial Statements and their contribution to the overall performance of the Company, is provided in Form AOC-1 and forms part of this Annual Report.

The Policy for determining material subsidiaries as approved by the Board is uploaded on the Company's website and can be accessed in the Governance section at the Web-link https://www.mahindra.com/investors/ reports-and-filings

C. JOINT VENTURES, ACQUISITIONS AND

OTHER MATTERS

Merger of Mahindra Vehicle Manufacturers Limited into Mahindra & Mahindra Limited

As mentioned in the previous Annual Report, the Board of Directors of the Company at its Meeting held on 29th May, 2019, subject to requisite approvals /consents, approved the Scheme of Merger by Absorption of Mahindra Vehicle Manufacturers Limited, a wholly owned subsidiary of the Company ("MVML") with the Company and their respective shareholders ("Scheme") under the provisions of sections 230 to 232 of the Companies Act, 2013. The Scheme is subject to receipt of approvals from Directorate of Industries, Maharashtra Industrial Development Corporation, National Company Law Tribunal, Mumbai Bench ("NCLT") and such other statutory / Government authorities as may be directed by the NCLT. The Appointed Date of the Scheme is 1st April, 2019 and the entire assets and liabilities of MVML would be transferred to and recorded by the Company at book values. The entire share capital of MVML is held by the Company. Upon the Scheme being effective, all shares (‘Preference and Equity') held by the Company in MVML shall stand cancelled, without any further act or deed and no consideration shall be issued on merger. NCLT has approved the Scheme basis its Pronouncement of Order on 26th April, 2021. However, the certified copy of the order is awaited.

Scheme of Merger by Absorption of Mahindra Trucks and Buses Limited and Mahindra Automobile Distributor Private Limited with Mahindra Two Wheelers Limited ("Scheme")

The National Company Law Tribunal has approved the Scheme vide its order dated 30th June, 2020. The Appointed Date of the Scheme is 1st April, 2019 and the Scheme is effective from 31st July, 2020. Pursuant to the Scheme becoming effective, Mahindra Trucks and Buses Limited and Mahindra Automobile Distributor Private Limited ceased to be subsidiaries of the Company.

Divestment of 100% stake in Mahindra First Choice Services Limited ("MFCS") and Auto Digitech Private Limited ("ADPL") by Mahindra Holdings Limited ("MHL") to TVS Automobile Solutions Private Limited ("TASL")

During the year, MHL, a 100% subsidiary of your Company agreed to divest its 100% stake in MFCS and ADPL to TASL for a consideration of Rs. 35 crores. Your Company invested the same amount in TASL for an upfront stake of around 2.76% and an earn-out right and potential. On 25th February, 2021, your Company was allotted 3,32,195 Series IV Compulsorily Convertible Preference Shares ("CCPS") in TASL for Rs. 34.99 crores and consequently MHL divested 100% equity stake in MFCS and Optionally Convertible Redeemable Preference Shares held in ADPL to TASL. Accordingly, both MFCS and ADPL ceased to be subsidiaries of your Company. On 26th February, 2021, the Company acquired additional 100 earn-out shares (i.e. Series V CCPS) for Rs. 0.01 crores.

Scheme of Merger by Absorption of Mahindra Electric Mobility Limited, a subsidiary of the Company with the Company and their respective Shareholders

The Board of Directors of the Company at its Meeting held on 26th March, 2021, subject to requisite permissions/ approvals/consents, accorded its in-principle approval for consolidation of Mahindra Electric Mobility Limited ("MEML"), a subsidiary of the Company into the Company. This consolidation is part of the Company's Electric Vehicle ("EV") strategy to simplify the structure and re-organise its EV operations into two focused verticals of Last Mile Mobility and EV Tech Centre. With the electric vehicle business at an inflection point and poised to grow exponentially, the realignment will help in providing resources and direction to realize targeted growth.

Subsequent to the year end, the Board of Directors of the Company at its Meeting held on 28th May, 2021, subject to requisite approvals/consents, approved the Scheme of Merger by Absorption of MEML with the Company and their respective Shareholders ("Scheme") under sections 230 to 232 and other applicable provisions of the Companies Act, 2013. The Appointed Date of the Scheme is 1st April, 2021 or such other date as may be directed or approved by the National Company Law Tribunal or any other appropriate authority. The entire assets and liabilities of MEML would be transferred to and recorded by the Company as per applicable accounting standards. The Scheme provides for issue of Ordinary (Equity) Shares by the Company to the shareholders of MEML (other than the Company or subsidiary(ies) of the Company holding shares directly and jointly with its nominee shareholders).

The share exchange Ratio is 480 (Four Hundred and Eighty) Ordinary (Equity) Shares of Rs. 5 each fully paid-up of the Company for every 10,000 (Ten Thousand) Equity Shares of Rs. 10 each fully paid-up held in MEML as on Record Date. Fractional entitlements to be rounded off to the next higher whole number.

The shares held in MEML by the Company or its subsidiary(ies) directly and jointly with its nominee shareholders, shall be cancelled upon the Scheme becoming effective.

Additionally, the stock options held by the eligible ESOP holders of MEML as on the Record Date shall be substituted with ESOPs of the Company in accordance with the Scheme.

Scheme of Merger by Absorption of Mahindra Engineering and Chemical Products Limited, Retail Initiative Holdings Limited and Mahindra Retail Limited with the Company and their respective Shareholders

Subsequent to the year end, the Board of Directors of the Company at its Meeting held on 28th May, 2021, subject to requisite approvals/consents, approved the Scheme of Merger by Absorption of Mahindra Engineering and Chemical Products Limited ("First Transferor Company" or "MECPL"), Retail Initiative Holdings Limited ("Second Transferor Company" or "RIHL") and Mahindra Retail Limited ("Third Transferor Company" or "MRL") (together referred to as ‘Transferor Companies'), direct/indirect wholly owned subsidiaries of the Company, with the Company and their respective Shareholders ("Scheme") under sections 230 to 232 and other applicable provisions of the Companies Act, 2013. The Appointed Date of the Scheme would be 1st April, 2021 or such other date as may be directed or approved by the National Company Law Tribunal or any other appropriate authority.

The entire assets and liabilities of MECPL, RIHL and MRL are to be transferred to and recorded by the Company at their carrying values. All inter-company balances and investments amongst MECPL, RIHL, MRL and the

Company will stand cancelled as a result of the proposed merger. The entire share capital of the Transferor Companies is held directly/indirectly by the Company. Upon the Scheme becoming effective, no shares of the Company shall be allotted in lieu or exchange of the holding of the Company in the First Transferor Company or one Transferor Company in another Transferor Company (held directly and jointly with its nominee shareholders) and accordingly, equity shares held in the Transferor Companies shall stand cancelled on the Effective Date without any further act, instrument or deed.

Investment in Carnot Technologies Private Limited

During the year, your Company increased its shareholding in Carnot Technologies Private Limited ("Carnot"), from 22.9% to 48.05% on a fully diluted basis, for an aggregate consideration of Rs. 12 crores comprising of primary infusion in the Company of Rs. 3 crores and secondary purchase from its shareholders of Rs. 9 crores. Carnot is an Indian Company engaged in the business of research and development, related to IOT based products and services. Carnot is expected to support the Company's strategy by developing information technology solutions for its products, customers and businesses, especially for the Farm Equipment Sector.

Increase of stake in Sampo Rosenlew Oy, Finland (‘'Sampo")

During the year, the Company's voting rights in Sampo increased from 49.04% to 79.13%, through conversion of Compulsorily Convertible Preference Shares, acquisition of shares from other shareholders, and primary infusion of capital in Sampo, with a total incremental outlay of Euro 8.5 million (approximately Rs. 72.9 crores). On account of the increase in stake, Sampo ceased to be an Associate and became a Subsidiary of the Company. Harvesting machinery is the second largest category in the global farm equipment industry. The Company's scale in tractors and Sampo's expertise in combine harvesters allows both companies to offer a broader product portfolio to address the needs of farmers in various countries. In India, the combine harvester market is currently much smaller than tractors but is growing rapidly with the penetration of mechanisation. Your Company is building a strong position in this product line for India and other export markets.

Termination of Joint Venture discussions with Ford Motor Company

The Company and Ford Motor Company Inc., USA (‘Ford') mutually determined that they will not complete a previously announced Joint Venture between the companies. This followed the passing of the expiration date of the definitive agreements signed between the two companies. This outcome was driven by fundamental changes in global economic and business conditions since the agreement was first announced. Those changes influenced separate decisions by Ford and the Company to reassess their respective capital allocation priorities.

Ssangyong Motor Company ("Ssangyong")

During the year, the Board of your Company decided not to make any further equity investment in Ssangyong Motor Company, a subsidiary in South Korea. Pursuant to the decision, Ssangyong management initiated a search for a potential investor to invest equity. During the year under review, the Members of the Company have, by way of a Postal Ballot, approved the proposal of Transfer/Dilution of stake in Ssangyong and/or cessation of control of the Company over Ssangyong.

Following a global search, one North America based investor expressed an interest to invest and acquire a majority stake in Ssangyong. However, a term sheet could not be concluded due to regulatory constraints. Following Ssangyong's inability to pay bank loans which were due in December, 2020, Ssangyong applied to Korean Courts for commencement of rehabilitation procedure. The Court allowed three months to Ssangyong to arrive at a private investment agreement with the said investor.

Since that could not be concluded within the stipulated time, the Court initiated rehabilitation process on 15th April, 2021 and appointed a Court receiver who took over the day-to-day management of Ssangyong. An examiner appointed by the Court will determine whether Ssangyong should be sold as a going concern or liquidated. If the examiner recommends a sale, the receiver will oversee the preparation of a rehabilitation plan which may include a combination of capital reduction, debt waiver, debt-to-equity conversion and other similar actions. The rehabilitation plan is expected to be submitted to the Court by July, 2021. Pursuant to the admission in the Autonomous Restructuring Support (ARS) program and following the guidance under Ind AS 110 – Consolidated Financial

Statements, the Company has ceased consolidating Ssangyong as a subsidiary from 28th December, 2020 and has classified the investment to be measured at fair value as per Ind AS 109 – Financial instruments. Accordingly, the losses from operations, resultant gain on deconsolidation of Ssangyong and impairments/ provisions for the exposures of the Company to Ssangyong have been recognised and presented under ‘Profit/(loss) before tax from discontinued operation' in the Consolidated Statement of Profit and Loss. However, Ssangyong continues to be a subsidiary of the Company under the Companies Act, 2013.

100% shareholding in Meru through primary infusion and secondary share purchase

In December 2019, your Company acquired 36.63% of the equity share capital along with control of Meru Travel Solutions Private Limited ("Meru"), holding company of the Meru Group. In January 2021, your Company increased its stake in Meru to 43.20% by way of a primary investment of Rs. 15 crores in Meru. Further to this and with the intent of increasing the focus on Mobility Sector, in May 2021 your Company acquired the balance stake from the erstwhile shareholders of Meru for Rs. 97 crores. Meru also redeemed its preference shares held by its then shareholder through proceeds of fresh issue on rights basis which was subscribed by your Company for Rs. 3 lacs. Post the above transactions, Meru is now a wholly owned subsidiary of your Company.

D. INTERNAL FINANCIAL CONTROLS

The Corporate Governance Policies guide the conduct of affairs of your Company and clearly delineate the roles, responsibilities and authorities at each level of its governance structure and key functionaries involved in governance. The Code of Conduct for Senior Management and Employees of your Company (the Code of Conduct) commits Management to financial and accounting policies, systems and processes. The Corporate Governance Policies and the Code of Conduct stand widely communicated across your Company at all times.

Your Company's Financial Statements are prepared on the basis of the Significant Accounting Policies that are carefully selected by Management and approved by the Audit Committee and the Board. These Accounting policies are reviewed and updated from time to time.

Your Company uses SAP ERP Systems as a business enabler and to maintain its Books of Account. The transactional controls built into the SAP ERP systems ensure appropriate segregation of duties, appropriate level of approval mechanisms and maintenance of supporting records. The Information Management Policy reinforces the control environment. The systems, Standard Operating Procedures and controls are reviewed by Management. These systems and controls are audited by Internal Audit and their findings and recommendations are reviewed by the Audit Committee which ensures the implementation.

Your Company has in place adequate internal financial controls with reference to the Financial Statements commensurate with the size, scale and complexity of its operations. Your Company's Internal Financial Controls were deployed through Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), that addresses material risks in your Company's operations and financial reporting objectives.

Such controls have been assessed during the year under review taking into consideration the essential components of internal controls stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by The Institute of Chartered Accountants of India. Based on the results of such assessments carried out by the Management, no reportable material weakness or significant deficiencies in the design or operation of internal financial controls was observed.

Your Company recognizes that the Internal Financial Controls cannot provide absolute assurance of achieving financial, operational and compliance reporting objectives because of its inherent limitations. Also, projections of any evaluation of the Internal Financial Controls to future periods are subject to the risk that the Internal Financial Controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate. Accordingly, regular audits and review processes ensure that such systems are reinforced on an ongoing basis.

E. MANAGEMENT DISCUSSION AND

ANALYSIS REPORT

A detailed analysis of your Company's performance is discussed in the Management Discussion and Analysis Report, which forms part of this Annual Report.

F. CONTRACTS OR ARRANGEMENTS WITH

RELATED PARTIES

All Related Party Transactions entered during the year were in the ordinary course of business and on arm's length basis. During the year under review, your Company had entered into Material Related Party Transactions i.e. transactions exceeding ten percent of the annual consolidated turnover as per the last audited financial statements, with Mahindra Vehicle Manufacturers Limited, a wholly owned subsidiary of your Company. These transactions too were in the ordinary course of business of your Company and were on arm's length basis, details of which are disclosed in Form AOC-2 as Annexure II pursuant to the requirements of section 134(3)(h) of the Companies Act, 2013, which forms part of this Annual Report.

The Policy on Materiality of and Dealing with Related Party Transactions as approved by the Board is uploaded on the Company's website and can be accessed in the Governance section at the Web-link https://www.mahindra.com/investors/reports-and-filings.

G. AUDITORS

Statutory Auditors and Auditors' Report

Messrs B S R & Co. LLP, Chartered Accountants (ICAI Firm Registration Number 101248W/W-100022) were appointed as the Statutory Auditors of the Company to hold office for a term of 5 years from the conclusion of the 71st Annual General Meeting (AGM) held on 4th August, 2017 until the conclusion of the 76th AGM of the Company to be held in the year 2022.

The Auditors' Report is unmodified i.e. it does not contain any qualification, reservation or adverse remark or disclaimer.

Secretarial Auditor

Pursuant to the provisions of section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed Mr. Sachin Bhagwat, Practicing Company Secretary (Certificate of Practice Number: 6029) to undertake the Secretarial Audit of the Company. The Company has annexed to this Board's Report as Annexure III, a Secretarial Audit Report given by the Secretarial Auditor.

The Secretarial Audit Report does not contain any qualification, reservation or adverse remark or disclaimer.

Annual Secretarial Compliance Report

The Company has undertaken an audit for the Financial Year 2020-21 for all applicable compliances as per Securities and Exchange Board of India Regulations and Circulars/Guidelines issued thereunder. The Annual Secretarial Compliance Report duly signed by Mr. Sachin Bhagwat has been submitted to the Stock Exchanges and is annexed as Annexure IV to this Board's Report.

Secretarial Audit of Material Unlisted Indian Subsidiary

Mahindra Vehicle Manufacturers Limited ("MVML"), a materialsubsidiaryoftheCompanycarriedoutSecretarial Audit for the Financial Year 2020-21 pursuant to section 204 of the Companies Act, 2013 and Regulation 24A of the Listing Regulations. The Secretarial Audit Report of MVML submitted by Mr. Sachin Bhagwat, Practicing Company Secretary is attached as Annexure V to this Report and does not contain any qualification, reservation or adverse remark or disclaimer.

Cost Auditors

The Board had appointed Messrs D. C. Dave & Co., Cost Accountants (Firm Registration Number 000611), as Cost Auditor for conducting the audit of cost records of the Company for the Financial Year 2020-21.

The Board of Directors on the recommendation of the Audit Committee, appointed Messrs D. C. Dave

& Co., Cost Accountants (Firm Registration Number 000611), as the Cost Auditors of the Company for the Financial Year 2021-22 under section 148 of the Companies Act, 2013. Messrs D. C. Dave & Co. have confirmed that their appointment is within the limits of section 141(3)(g) of the Companies Act, 2013 and have also certified that they are free from any disqualifications specified under section 141(3) and proviso to section 148(3) read with section 141(4) of the Companies Act, 2013.

The Audit Committee has also received a Certificate from the Cost Auditors certifying their independence and arm's length relationship with the Company. As per the provisions of the Companies Act, 2013, the remuneration payable to the Cost Auditor is required to be placed before the Members in a General Meeting for their ratification. Accordingly, a Resolution seeking Members' ratification for the remuneration payable to Messrs D. C. Dave & Co., Cost Auditors is included in the Notice convening the Annual General Meeting.

Cost Records

As per Section 148 of the Companies Act, 2013, read with the Companies (Cost Records and Audit) Rules, 2014, your Company is required to maintain cost records and accordingly, such accounts and records are maintained.

Reporting of Frauds by Auditors

During the year under review, the Statutory Auditors, Cost Auditors and Secretarial Auditor have not reported any instances of frauds committed in the Company by its Officers or Employees to the Audit Committee under section 143(12) of the Companies Act, 2013.

H. PARTICULARS OF LOANS, GUARANTEES,

INVESTMENTS AND SECURITIES

Particulars of the loans given, investment made or guarantee given or security provided and the purpose for which the loan or guarantee or security is proposed to be utilised by the recipient of the loan or guarantee or security are provided in Note Nos. 6 and 36 to the Financial Statements.

I. PUBLIC DEPOSITS AND LOANS/ ADVANCES

Your Company had discontinued acceptance of Fixed Deposits with effect from 1st April, 2014. All the deposits from public and shareholders had already matured as at 31st March, 2017. All the 22 outstanding deposits aggregating Rs. 9.44 lakhs from the public and shareholders as at 31st March, 2021 had matured and had not been claimed as at the end of the Financial Year. Since then no deposits have been claimed.

There was no default in repayment of deposits or payment of interest thereon during the year under review. There are no deposits which are not in compliance with the requirements of Chapter V of the Companies Act, 2013.

The particulars of loans/advances/investments, etc., required to be disclosed pursuant to Para A of Schedule V of the Listing Regulations are furnished separately. The transaction(s) of the Company with a company belonging to the promoter/promoter group which hold(s) more than 10% shareholding in the Company as required pursuant to para A of Schedule V of the Listing Regulations is disclosed separately in the Financial Statements of the Company.

J. EMPLOYEES

Key Managerial Personnel (KMP)

The following have been designated as the Key Managerial Personnel of the Company pursuant to Sections 2(51) and 203 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014: (a) Mr. Anand G. Mahindra – Executive Chairman (b) Dr. Anish Shah – Managing Director and CEO (with effect from 2nd April, 2021) (c) Mr. Rajesh Jejurikar – Executive Director (Automotive and Farm Sectors) (d) Mr. Manoj Bhat – Group Chief Financial Officer (appointed with effect from 2nd April, 2021) (e) Mr. Narayan Shankar – Company Secretary Dr. Pawan Goenka ceased to be the Managing Director and CEO of the Company with effect from 2nd April, 2021. Dr. Anish Shah was re-designated as Managing Director and CEO of the Company and ceased to be the Group Chief Financial Officer of the Company, with effect from 2nd April, 2021.

Employees' Stock Option Scheme

During the year under review, on the recommendation of the Governance, Nomination and Remuneration Committee ("GNRC") of your Company, the Trustees of Mahindra & Mahindra Employees' Stock Option Trust have granted Stock Options to employees under the Mahindra & Mahindra Limited Employees Stock Option Scheme 2010. No Stock Options have been granted to employees under the Mahindra & Mahindra Limited Employees Stock Option Scheme 2000.

The Company has in force the following Schemes which get covered under the provisions of SEBI (Share Based Employee Benefits) Regulations, 2014 ("SBEB Regulations"):

1. Mahindra & Mahindra Limited Employees Stock Option Scheme – 2000 (2000 Scheme)

2. Mahindra & Mahindra Limited Employees Stock Option Scheme – 2010 (2010 Scheme)

3. M&M Employees Welfare Fund No. 1

4. M&M Employees Welfare Fund No. 2

5. M&M Employees Welfare Fund No. 3

There are no material changes made to the above Schemes and these Schemes are in compliance with the

SBEB Regulations. Your Company's Auditors, Messrs B S R & Co. LLP, have certified that the Company's above-mentioned Schemes have been implemented in accordance with the SBEB Regulations, and the Resolutions passed by the Members for the 2000 Scheme and the 2010 Scheme.

Information as required under the SBEB Regulations read with SEBI Circular CIR/CFD/POLICYCELL/2/2015 dated 16th June, 2015 have been uploaded on the Company's website and can be accessed at the Web-link: https:// www.mahindra.com/resources/FY21/AnnualReport.zip.

Particulars of Employees and related disclosures

The Company had 273 employees who were in receipt of remuneration of not less than Rs. 1,02,00,000 during the year ended 31st March, 2021 or not less than Rs. 8,50,000 per month during any part of the year.

Details of employee remuneration as required under provisions of Section 197(12) of the Companies Act, 2013 read with Rule 5(2) & 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 will be made available during 21 days before the Annual General Meeting in electronic mode to any Shareholder upon request sent at agm.inspection@mahindra.com. Such details are also available on your Company's website and can be accessed at the Web-link: https://www.mahindra. com/resources/FY21/AnnualReport.zip.

Disclosures with respect to the remuneration of Directors, KMPs and employees as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given in Annexure VI to this Report.

Industrial Relations

The year under review witnessed a very positive Industrial Relations Scenario across all manufacturing locations for the Automotive and Farm Equipment Sectors even during the toughest time of Pandemic.

Your Company's focus continues towards propagating proactive and employee centric practices. The transformational work culture initiative that aims to create an engaged workforce with an innovative, productive and a competitive shop-floor ecosystem continues to grow in strength. Some examples of the programs put in place include ‘Rise for Associates', industrial relations skills for frontline officers, transformational work culture projects, e-compliance, e-portal for reward and recognition of associates, and Code of Conduct for associates. The newly constituted Employee Relations Council is taking forward the work of Transformational Work Culture Committee (TWCC) and leads the design and implementation of these programs and reviews its progress.

With the objective of capability building, developing future ready workforce and fostering togetherness at the workplace, your Company implements multiple training and engagement programs on an ongoing basis. These include various behavioural and functional programs such as team effectiveness, individual effectiveness, safety and environment, quality tools, TPM, skill building programs, continuous improvement, result orientation, relationship management, decision making and programs on union leadership development. The Company launched the Success Factors Learning Management System for associates to enable self-paced learning on a digital space.

The Mahindra Skill Excellence initiative, a holistic approach to enhance the skill and capabilities of shop floor associates, is receiving good participation across manufacturing facilities. As a result of this effort, till previous year associates from your Company have participated at various international skill competitions which include China Arc Cup 2020, WorldSkills 2019 and Beijing Arc Cup.

One of the Company's associates won the 1st prize in 135 GMAW process (Welding) in the China Arc Cup 2020. The Company's associate won the ‘Medallion of Excellence' at the WorldSkills 2019. At the Beijing Arc Cup, the Company's associate won the bronze medal in finished product category and a female associate from your Company was awarded as ‘Excellent Female Welder'. However, since Pandemic has grappled the entire globe and countries are struggling to fight back the COVID-19 effect, in Financial Year 2021, all international competitions were put on hold.

In an endeavour to improve quality, reduce cost, ensure safety and improve productivity, your Company's shop floor associates managed to generate on an average 11.5 ideas per person in the Financial Year 2021 even during the time of uncertainties and even though the plant was non-operational for some time.

This year significant emphasis was also laid towards raising awareness on health and wellness of employees and their family members on protection from COVID-19 under the brand program on "24/7 Swasth Raho Mast Raho" over Google Teams platform in addition to regular annual medical check-ups, health awareness activities. Diet food has become a way of life over the past four years. Your Company maintains an ‘Employee Health Index' at an individual level and this has been a useful tool in identifying employees who require focused counselling and monitoring. Proactive and employee-centric shop floor practices, a focus on transparent communication of business goals, an effective concern resolution mechanism, and a firm belief that employees are the most valuable assets of the Company, are the cornerstone of your Company's employee relations approach. An ‘open door policy' with constant dialogue to create win-win situations, have helped your Company build trust and harmony. The industrial relations scenario continued to be largely positive across all the manufacturing locations. Bonus settlements were amicably agreed upon at all locations. The sustained efforts towards building a transformational work culture resulted in zero production loss in the Financial Year 2020-21 and helped create a collaborative, healthy and productive work environment.

Safety, Occupational Health and Environment

During the year under review, your Company revised its Safety, Occupational Health & Environment (SOH&E) Policy and started its implementation as per the new standard, ISO: 45001: 2018. The management commitment towards SOH&E is demonstrated through adoption of new compliance and notifications during the pandemic period along with its voluntary commitments. The Company implemented various initiatives under the new normal guidelines with overall health and hygiene being merged with the SOH&E policy. The achievements were assessed through management reviews from time to time.

At each Plant location, annual events like Road Safety Week, National Safety Day/Month and Fire Service Week were organized virtually. As per new normal, various topics were deployed to train employees on Safety, Health and Environment. Similarly, virtual meetings and training programs were deployed for suppliers, with special focus on safety and fire safety. The training programs were leveraged by sharing small clips to enhance learning.

To strengthen the safety practices, the Company continues to focus on theme-based safety topics including Behavior Based Safety (BBS) Level 2. Additionally, your Company introduced chemical safety management and office fire prevention and protection new standards.

Overall, 16 safety standards for standardization in the M&M group companies are under implementation across all plants.

Your Company carried out statutory Safety audits, Fire Safety Audit, Electrical Safety Audit, Risk Assessment as per updated safety standards. For the year under review, your Company achieved substantial reduction in the fire incidences by reducing fire load. The initiatives in this space include installation of modern equipment and recyclable stores packaging material in critical areas by substituting the flammable material as appropriate. To eliminate and minimize the overall environmental impact in line with the ‘science-based targets' philosophy, your Company is continuously adopting new techniques. Towards this objective, various projects have been implemented by your Company in air, water-waste water management, solid waste recycling management, plastic waste recycling management and E-waste recycling management. Carbon footprint reduction is achieved by deploying IE3 motors and increasing share of renewable energy. Many of the Company's new initiatives have been shared by your Company with the supplier community. During the year under review, your Company started reporting the status under Extended Producer Responsibility Organizations (EPRO) to Central Pollution Control Board. This activity covers integral plastic waste recycling management for all the Company's plants, Suppliers and Dealers.

Your Company implemented Central Ground Water Authority regulations for ground water recharging and water recycling management. This has helped your Company reduce its freshwater requirement and move towards water neutrality.

Your Company continued its commitment to improve the well-being of employees and contract associates through various activities by screening at all gates and regular distribution of vitamin supplement. Further, strict adherence to usage of PPE, displaying posters of hand washing technique and precautions to be taken, formation of isolation room and hands-free sanitization stands were provided. Additionally, the Company reduced the sitting capacity in canteen area and sitting capacity in buses by 50%, installed safety screens at each table of canteen, observed distancing at shop floor and promoted more of virtual communications. Exclusive tie–up with various tertiary care hospitals, special tie-up with ambulance services for transferring COVID-19 positive persons to the Quarantine Centre or Hospitals, special tie up with Nightingale for virtual consultation with Doctors,

Medicinal kit and Hygiene kit Development at Mahindra COVID Centers were the additional measures taken by the Company to combat COVID-19.

The Company has successfully treated employees from all Mahindra Group Companies. This includes activities like medical check-post vaccination drive, continuous consultation and counselling on pandemic illness, special advisory publishing for all employees and family members were also conducted. Robust implementation of compliance for Bio medical Waste disposal Management as per pandemic notifications were also carried out.

To create awareness among society at large, your Company has installed a LED display screen that displays consented real time readings for all air, water and hazardous as well as non-hazardous waste generation and disposal limits. This screen is installed just outside the manufacturing plant in Mumbai, which is located on the Western Express highway. In addition, environment protection awareness is generated virtually amongst all stakeholders on an annual basis for World Ozone Day, World Environment Day, World Earth Day, World Water Day and Energy Conservation Week and Water Conservation Week, etc.

Certifications/Recertifications

All Plants of your Company are certified for Standard ISO 45001: 2018 and re-certification of ISO 14001: 2015. Further, all plants have implemented Integrated Management System (IMS), along with updated standard ISO 45001:2018.

All plants of your Company are certified for Zero Waste to Landfill with 99% and above conversion rate which ensures the commitment of recycling of waste at maximum extent to protect the environment.

The Company revises its year on year targets under SOH&E, and the performances are reviewed periodically by the senior management. Focused initiatives involving all stakeholders coupled with management reviews have helped your Company to improve SOH&E performance.

K. BOARD & COMMITTEES

Directors

As mentioned in the previous Annual Report, Dr. Pawan Goenka was re-designated as "Managing Director and Chief Executive Officer" with effect from 1st April, 2020 and re-appointed as "Managing Director and Chief Executive Officer" of the Company from 12th November, 2020 to 1st April, 2021.

Dr. Anish Shah was appointed as Whole-time Director designated as "Deputy Managing Director and Group Chief Financial Officer" from 1st April, 2020 to 1st April, 2021 and as the Managing Director of the Company designated as "Managing Director and Chief Executive Officer" from 2nd April, 2021 to 31st March, 2025. Mr. Rajesh Jejurikar was appointed as Whole-time Director designated as "Executive Director (Automotive and Farm Sectors)" for a period of 5 years from 1st April, 2020 to 31st March, 2025.

Mr. CP Gurnani was appointed as Non-Executive Non-Independent Director of the Company with effect from 1st April, 2020.

Mr. M. M. Murugappan and Mr. Nadir B. Godrej ceased to hold office as Independent Directors of the Company from 8th August, 2020, upon completion of their tenure as approved by the Shareholders at the 72nd Annual General Meeting of the Company held on 7th August, 2018.

Independent Directors

The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed both under the Companies Act, 2013 and Listing Regulations.

The Board is of the opinion that the Independent Directors of the Company hold highest standards of integrity and possess requisite expertise and experience required to fulfill their duties as Independent Directors.

In terms of Section 150 of the Companies Act, 2013 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, Independent Directors of the Company have confirmed that they have registered themselves with the databank maintained by The Indian Institute of Corporate Affairs, Manesar ("IICA"). The Independent Directors are also required to undertake online proficiency self-assessment test conducted by the IICA within a period of 2 (two) years from the date of inclusion of their names in the data bank, unless they meet the criteria specified for exemption.

The Independent Directors of the Company are exempt from the requirement to undertake online proficiency self-assessment test except Mr. Muthiah Murugappan who would be undertaking the said test in due course.

Lead Independent Director

Mr. Vikram Singh Mehta, Independent Director and Chairman of Governance, Nomination and Remuneration Committee has been appointed as the Lead Independent Director with effect from 1st April, 2021. The role and responsibilities of the Lead Independent Director are provided in the Corporate Governance Report forming part of the Annual Report.

Re-appointment of Independent Director for a Second Term

The Governance, Nomination and Remuneration Committee, on the basis of performance evaluation of Mr. T. N. Manoharan and taking into account the external business environment, the business knowledge, acumen, experience and the substantial contribution made by him during his tenure, has recommended to the Board that the continued association of Mr. T. N. Manoharan as Independent Director would be beneficial to the Company. Based on the above and his performance evaluation, the Board recommends the re-appointment of Mr. T. N. Manoharan as an Independent Director for a further period of 5 consecutive years commencing from 11th November, 2021 to 10th November, 2026. The Company has received the requisite Notice from a Member in writing proposing his appointment as Independent Director.

Appointment of Independent Directors Ms. Nisaba Godrej

Pursuant to the recommendation of the Governance, Nomination and Remuneration Committee, the Board at its Meeting held on 7th August, 2020 approved appointment of Ms. Nisaba Godrej, as an Additional Director (Independent and Non-Executive) on the Board of Directors of the Company, with effect from 8th August, 2020 to hold office up to the date of the Annual General Meeting of the Company to be held thereafter and subject to the approval of the Members at the said Annual General Meeting, to hold office as an Independent Director for a term of 5 (five) consecutive years commencing from 8th August, 2020 to 7th August, 2025 (both days inclusive).

The Company has received the requisite Notice from a Member in writing proposing her appointment as an Independent Director of the Company.

Mr. Muthiah Murugappan

Pursuant to the recommendation of the Governance, Nomination and Remuneration Committee, the Board at its

Meeting held on 7th August, 2020 approved appointment of Mr. Muthiah Murugappan, as an Additional Director (Independent and Non-Executive) on the Board of Directors of the Company, with effect from 8th August, 2020 to hold office up to the date of the Annual General Meeting of the Company to be held thereafter and subject to the approval of the Members at the said Annual General Meeting, to hold office as an Independent Director for a term of 5 (five) consecutive years commencing from 8th August, 2020 to 7th August, 2025 (both days inclusive).

The Company has received the requisite Notice from a Member in writing proposing his appointment as an Independent Director of the Company.

Completion of tenure of Dr. Pawan Goenka

Dr. Pawan Goenka ceased to hold office as "Managing Director and CEO" of the Company with effect from 2nd April, 2021 upon completion of his tenure as approved by the Shareholders at the 74th Annual General Meeting of the Company. Dr. Goenka also ceased to be a Member of the Board of Directors of the Company with effect from 2nd April, 2021. Dr. Pawan Goenka joined the Company as General Manager (R&D) in the year 1993. During his R&D tenure he led the development of the Scorpio SUV. He was appointed COO (Automotive Sector) in April 2003, President (Automotive Sector) in September 2005, President (Automotive & Farm Equipment Sectors) in April 2010. Dr. Pawan Goenka was first appointed as an Executive Director and President (AFS) on the Board of the Company on 23rd September, 2013, Executive Director and Group President (AFS) in April 2015, Managing Director of Mahindra & Mahindra Limited, in November 2016 and designated as Managing Director & CEO on 1st April, 2020. The Company has witnessed phenomenal growth under his leadership. The path through which the Company passed through and the valuable contribution made by him in guiding and shaping the business model and future of the Company and the Group is commendable. He was instrumental in translating the global vision of the Company into a reality.

He has been the Chairman of the Risk Management Committee and Member of the Corporate Social Responsibility Committee, Loans & Investment Committee, Stakeholders Relationship Committee, Research & Development Committee and Sale of Assets Committee of the Board.

The Board placed on record its deep appreciation of the invaluable services rendered by Dr. Pawan Goenka to the Company for over more than 27 illustrious years with the Company.

Quote from Executive Chairman

"Pawan joined your Company in 1993, fresh from a long stint in the USA, wanting to make a career in India but uncertain about how this would work out. From that day to this, he has spent 28 exciting years in the Company. He started as a General Manager reporting to the head of Automotive R&D at Nashik and rose to cap his career as the MD and CEO of your Company. That is an impressive trajectory.

Pawan's unique combination of engineering skills and commercial acumen have added great value to your Company. Under his leadership, particularly in the area of R&D, your Company produced a stream of products that put us on the automotive map. When he shared the first Scorpio prototype with me, my spontaneous reaction was that I was witnessing the birth of a new era. The Scorpio changed the Company's DNA, image and fortunes. From the Scorpio to the XUV 700, Pawan has been the driving force behind the quantum leap achieved by the R&D Function in M&M.

Pawan is a role model for many in your Company. His understanding of complex engineering processes along with the demands of the market has been instrumental in translating the Company's global vision into a reality. His commitment to Quality focus and Customer first is now a part of the folklore of your Company. He has always possessed a natural inclination towards fairness and transparency and has great respect for his own time and the time of others. He believes he can learn from anyone, even the most junior of colleagues. Fostering a meritocracy at Mahindra has always been a priority for him. He is the living embodiment of our Core Values.

He has officially retired, but I know that our loss is going to be society's gain. Amongst the many activities he has planned, giving back to the community in some form or the other is a large part of his agenda. And although he will devote much less time to our organisation, it is a comfort to know that we will always have access to his experience and wisdom.

I wish Pawan a very happy, productive and fulfilling next chapter in his life. Wherever his destiny takes him, he will always remain a valued part of our Mahindra Group family."

Transition of Mr. Anand G. Mahindra, Executive Chairman to the role of Non-Executive Chairman of the Company with effect from 12th November, 2021

At the 71st Annual General Meeting of the Company, based on the recommendations of the Governance, Nomination and Remuneration Committee of the Board ("GNRC") and the Board of Directors, the Company had appointed Mr. Anand G. Mahindra as Executive Chairman of the Company for a period of 5 (Five) years with effect from 12th November, 2016 upto and including 11th November, 2021.

In line with the requirement of Regulation 17(1B) of the Listing Regulations, the Board of Directors pursuant to the recommendations of GNRC at its meeting held on 20th December, 2019, had approved the transition of Mr. Anand G. Mahindra, Executive Chairman to the role of Non-Executive Chairman with effect from 1st April, 2020.

Subsequently, pursuant to the Securities and Exchange Board of India ("SEBI") notification dated 10th January, 2020 deferring the deadline for compliance with Regulation 17(1B) of the Listing Regulations from 1st April, 2020 to 1st April, 2022, the GNRC and the Board at their Meetings held on 7th February, 2020 and 8th February, 2020 respectively, unanimously requested Mr. Anand G. Mahindra to continue as the Executive Chairman till his original term of appointment as approved by the Shareholders of the Company i.e. upto 11th November, 2021.

In deference to the wishes of the GNRC and Board, Mr. Anand G. Mahindra had acceded to the request to continue as the Executive Chairman till his original term of appointment i.e. upto 11th November, 2021.

Upon completion of his tenure as Executive Chairman, Mr. Anand G. Mahindra will transit to the role of Non-Executive Chairman of the Company with effect from 12th November, 2021, who shall be liable to retire by rotation. This will further enhance the independence of the Board.

As Non-Executive Chairman, he will serve as mentor and sounding board for the Managing Director and Senior Management especially in the areas of strategic planning, risk mitigation and external interface. He will continue to play an important role in epitomising and building Brand Mahindra. He will be available to provide feedback and counsel to the Managing Director and Senior Management on key issues facing the Company.

Retirement by rotation

Mr. Vijay Kumar Sharma and Mr. CP Gurnani retire by rotation and, being eligible, offer themselves for re-appointment at the 75th Annual General Meeting of the Company scheduled to be held on 6th August, 2021.

Board Evaluation

Pursuant to the provisions of the Companies Act, 2013 and the Listing Regulations, the Board has carried out an annual evaluation of its own performance and that of its Committees as well as performance of all the Directors individually, including Independent Directors, Chairman of the Board, Managing Director, Deputy Managing Director and Group Chief Financial Officer and Executive Director (Auto and Farm Sectors).

Feedback Mechanism

Feedback was sought by way of a structured questionnaire covering various aspects of the Board's functioning such as adequacy of the composition of the Board and its Committees, Board Culture, Execution and Performance of Specific Duties, Obligations and Governance and the evaluation was carried out based on responses received from the Directors.

Evaluation of Committees

The performance evaluation of Committees was based on criteria such as structure and composition of Committees, attendance and participation of member of the Committees, fulfilment of the functions assigned to Committees by the Board and applicable regulatory framework, frequency and adequacy of time allocated at the Committee Meetings to fulfil duties assigned to it, adequacy and timeliness of the Agenda and Minutes circulated, comprehensiveness of the discussions and constructive functioning of the Committees, effectiveness of the Committee's recommendation for the decisions of the Board, etc.

Evaluation of Directors and Board

A separate exercise was carried out by the Governance, Nomination and Remuneration Committee of the Board to evaluate the performance of Individual Directors. The performance evaluation of the Non-Independent Directors and the Board as a whole was carried out by the Independent Directors. The performance evaluation of the Executive Chairman of the Company was also carried out by the Independent Directors, taking into account the views of the Executive Directors and Non Executive Directors. The performance evaluation of the Managing Director of the Company was carried out by the Executive Chairman and other Directors.

Criteria for Independent Directors

The performance evaluation of Independent Directors was based on various criteria, inter-alia, including attendance at Board and Committee Meetings, skill, experience, ability to challenge views of others in a constructive manner, knowledge acquired with regard to the Company's business, understanding of industry and global trends, etc.

Criteria for Chairman

The performance evaluation of Chairman was based on various criteria, inter-alia, including style of Chairman's leadership, effective engagement with other Board members during and outside the meetings, allocation of time provided to other Board members at the meetings, effective engagement with shareholders during general meetings, etc.

Criteria for Managing Director and Executive Directors

The performance evaluation of Managing Director and Executive Directors was based on various criteria, inter-alia, including leadership style, standards of integrity, fairness and transparency demonstrated, identification of strategic aim, future demands and opportunities, resource staffing to meet short term and long term goals, engagement with Board and Committee members, updating Board on significant issues, commitment to organisational values, vision and mission, adaptation to meet changing circumstances, knowledge and sensitivity of stakeholders' needs within and outside the Company demonstrated and effective communication skills.

Results of Evaluation

The results of evaluation showed high level of commitment and engagement of Board, its various committees and senior leadership. The results of the evaluation were shared with the Board, Chairman of respective Committees and individual Directors. Based on the outcome of the evaluation, the Board and Committees have agreed on an action plan to further improve the effectiveness and functioning of the Board and Committees.

The Directors expressed their satisfaction with the evaluation process. During the year under review, the Committee ascertained and reconfirmed that the deployment of "questionnaire" as a methodology, is effective for evaluation of performance of Board and Committees and Individual Directors.

Policies

Your Company has adopted the following Policies which, inter alia, include criteria for determining qualifications, positive attributes and independence of a Director: (a) Policy on Appointment of Directors and Senior Management and succession planning for orderly succession to the Board and the Senior Management; (b) Policy for remuneration of the Directors, Key Managerial Personnel and other employees.

Policy (a) mentioned above includes the criteria for determining qualifications, positive attributes and independence of a Director, identification of persons who are qualified to become Directors and who may be appointed in the Senior Management Team in accordance with the criteria laid down in the said Policy, succession planning for Directors and Senior Management, and Policy statement for Talent Management framework of the Company.

Policy (b) mentioned above sets out the approach to Compensation of Directors, Key Managerial Personnel and other employees in the Company. Policies mentioned at (a) and (b) above are available on the website and can be accessed in the Governance section at the Web-link https://www.mahindra.com/investors/reports-and-filings.

Familiarisation Programme for Independent Directors/Non-Executive Directors

The Members of the Board of the Company are afforded many opportunities to familiarise themselves with the Company, its Management and its operations. The Directors are provided with all the documents to enable them to have a better understanding of the Company, its various operations and the industry in which it operates.

All the Independent Directors of the Company are made aware of their roles and responsibilities at the time of their appointment through a formal letter of appointment, which also stipulates various terms and conditions of their engagement. Executive Directors and Senior Management provide an overview of the operations and familiarize the new Non-Executive Directors on matters related to the Company's values and commitments. They are also introduced to the organization structure, constitution of various committees, board procedures, risk management strategies, etc.

Strategic Presentations are made to the Board where Directors get an opportunity to interact with Senior Management. Directors are also informed of the various developments in the Company through Press Releases, emails, etc.

The Company has a web based portal i.e. Board portal, accessible to all the Directors which, inter alia, contains the following information:

• Roles, responsibilities and liabilities of Independent Directors under the Companies Act, 2013 and the Listing Regulations

• Board Minutes, Agenda and Presentations

• Annual Reports

• Code of Conduct for Directors

• Terms and conditions of appointment of Independent Directors

Pursuant to Regulation 25(7) of the Listing Regulations, the Company imparted various familiarization programmes for its Directors including review of Investments of the Company by Strategic Investment Committee, Industry Outlook at the Board Meetings, Regulatory updates at Board and Audit Committee Meetings covering changes with respect to the Companies Act, 2013, Listing Regulations, Taxation and other matters, Presentations on Internal Control over Financial Reporting, Operational Control over Financial Reporting, Prevention of Insider Trading Regulations, Framework for Related Party Transactions, Plant Visit, Meeting with Senior Executive(s) of your Company, etc. Pursuant to Regulation 46 of the Listing Regulations, the details required are available on the website of your Company at the web link: https://www.mahindra.com/resources/FY21/ AnnualReport.zip

Directors' Responsibility Statement

Pursuant to section 134(5) of the Companies Act, 2013, your Directors, based on the representations received from the Operating Management, and after due enquiry, confirm that: (a) in the preparation of the annual accounts for the Financial Year ended 31st March, 2021, the applicable accounting standards have been followed; (b) they had in consultation with Statutory Auditors, selected accounting policies and applied them consistently, and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2021 and of the profit of the Company for the year ended on that date; (c) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and irregularities; (d) they have prepared the annual accounts on a going concern basis; (e) they have laid down adequate Internal Financial Controls to be followed by the Company and such Internal Financial Controls were operating effectively during the Financial Year ended 31st March, 2021; (f) they had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively throughout the Financial Year ended 31st March, 2021.

Board Meetings and Annual General Meeting

A calendar of Meetings is prepared and circulated in advance to the Directors.

During the year 1st April, 2020 to 31st March, 2021, seven Board Meetings were held on: 3rd April, 2020, 23rd April, 2020, 12th June, 2020, 7th August, 2020, 10th November, 2020, 5th February, 2021 and 26th March, 2021. The 74th Annual General Meeting (AGM) of the Company was held on 7th August, 2020 through Video Conferencing.

Meetings of Independent Directors

The Independent Directors of your Company meet before the Board Meetings without the presence of the Executive Chairman or the Managing Director or other Non-Independent Director or Chief Financial Officer or any other Management Personnel.

These Meetings are conducted in an informal and flexible manner to enable the Independent Directors to discuss matters pertaining to, inter alia, review of performance of Non-Independent Directors and the Board as a whole, review the performance of the Executive Chairman of the Company (taking into account the views of the Executive and Non-Executive Directors), review the performance of the Company, assess the quality, quantity and timeliness of flow of information between the Company Management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

Five Meetings of Independent Directors were held during the year and these meetings were well attended.

Audit Committee

The Board at its Meeting held on 7th August, 2020 re-constituted the Audit Committee and appointed Mr. Vikram Singh Mehta and Mr. Haigreve Khaitan as the Members with effect from 8th August, 2020. Mr. Nadir B. Godrej and Mr. M. M. Murugappan ceased to be the Members of the Committee upon the end of their term. The Committee comprises of four Directors viz. Mr. T. N. Manoharan (Chairman of the Committee), Ms. Shikha Sharma, Mr. Vikram Singh Mehta and Mr. Haigreve Khaitan. All the Members of the Committee are Independent Directors and possess strong accounting and financial management knowledge. The Company Secretary of the Company is the Secretary of the Committee.

All the recommendations of the Audit Committee were accepted by the Board.

L. GOVERNANCE

Corporate Governance

Your Company has a rich legacy of ethical governance practices many of which were implemented by the Company, even before they were mandated by law. Your Company is committed to transparency in all its dealings and places high emphasis on business ethics.

A Report on Corporate Governance along with a Certificate from the Statutory Auditors of the Company regarding compliance with the conditions of Corporate Governance as stipulated under Schedule V of the Listing Regulations forms part of the Annual Report.

Vigil Mechanism

The Vigil Mechanism as envisaged in the Companies Act, 2013, the Rules prescribed thereunder and the Listing Regulations is implemented through the Company's Whistle Blower Policy to enable the Directors, employees and all stakeholders of the Company to report genuine concerns, to provide for adequate safeguards against victimisation of persons who use such mechanism and make provision for direct access to the Chairman of the Audit Committee.

Whistle Blower Policy of your Company is available on the Company's website and can be accessed in the Governance section at the Web-link https://www.mahindra.com/investors/reports-and-filings.

Further details are available in the Report on Corporate Governance that forms part of this Annual Report.

The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

The Company has a detailed policy in place in line with the requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("Act"). Internal Complaints Committees ("ICC") have been set up to redress complaints received regarding sexual harassment and the Company has complied with provisions relating to the constitution of ICC under the Act. All employees (permanent, contractual, temporary, trainees) are covered under this Policy.

During the year under review, 7 complaints with allegations of sexual harassment were filed and 5 were disposed off as per the provisions of the Act. 2 complaints are pending as of 31st March, 2021.

Business Responsibility Report

The ‘Business Responsibility Report' (BRR) of your Company for the year 2020-21 forms part of this Annual Report as required under Regulation 34(2)(f) of the Listing Regulations.

Your Company strongly believes that sustainable and inclusive growth is possible by using the levers of environmental and social responsibility while setting aspirational targets and improving economic performance to ensure business continuity and rapid growth.

Your Company is committed to leverage ‘Alternative Thinking' to build competitive advantage in achieving high shareholder returns through customer centricity, innovation, good governance and inclusive human development while being sensitive to the environment.

Risk Management

Your Company has a well-defined risk management framework in place. The risk management framework works at various levels across the enterprise. These levels form the strategic defence cover of the Company's risk management. The Company has a robust organizational structure for managing and reporting on risks.

Your Company has constituted a Risk Management Committee of the Board which is authorized to monitor and review risk management plan and risk certificate. The Committee is also empowered, inter alia, to review and recommend to the Board the modifications to the Risk Management Policy. Further, the Board has constituted a Corporate Risk Council comprising the Senior Executives of the Company. The terms of reference of the Council include review of risks and Risk Management Policy at periodic intervals.

Your Company has developed and implemented a Risk Management Policy which is approved by the Board. The Risk Management Policy, inter alia, includes identification of risks, including cyber security and related risks and also those which in the opinion of the Board may threaten the existence of the Company. Risk management process has been established across the Company and is designed to identify, assess and frame a response to threats that affect the achievement of its objectives. Further, it is embedded across all the major functions and revolves around the goals and objectives of the organization.

M. CORPORATE SOCIAL RESPONSIBILITY

AND SUSTAINABILITY

Corporate Social Responsibility (CSR)

This year marks the 75th year of inception of your Company. Over the past seven decades, your Company has built its reputation as a good corporate citizen by not only doing ‘good business', but also by driving positive change in society. The core purpose of the Company is to "challenge conventional thinking and innovatively use all our resources to drive positive change in the lives of our stakeholders and communities across the world, to enable them to RISE".

This year was a particularly challenging year for humanity, with the adverse impact of the COVID-19 pandemic felt by one and all but more so by the vulnerable and marginalized groups on whom the impact has been the hardest. Your Company has invested in a concerted manner to provide COVID-19 relief and rehabilitation with an aim of building resilient communities. Apart from contributing to the Prime Minister's Citizen Assistance and Relief in Emergency Situations Fund towards the end of Financial Year 2020, the Mahindra Group swiftly responded to the pandemic by putting into action a series of relief initiatives.

Your factories were converted to produce face shields, face masks, sanitizers and aerosol boxes to support the frontline warriors in the fight against the pandemic. Further, a COVID-19 Relief Fund under the aegis of Mahindra Foundation was set up to provide sustenance grants and in-kind support to those most severely affected by the pandemic e.g. small businesses and traders, daily wage labourers, frontline COVID warriors, etc. Till 31st March, 2021, the Mahindra Group has distributed 4,06,700 face shields, 14,35,950 face masks and 624 aerosol boxes to hospitals and frontline workers including the police force. The Group has also distributed 5,25,068 cooked food packets, and ration and other essentials to 7,03,486 individuals including migrants and communities around its office and factory locations. Your Company also supported Ratna Nidhi Charitable Trust, with the provision of ICU beds for a COVID care centre set up at NESCO in Goregaon, Mumbai, by BMC.

With the objective of building resilient communities, your Company's long-term focus has been towards supporting the livelihood of communities, particularly migrants, adversely affected by the pandemic. This was done through a partnership with Swades Foundation for providing livelihood (goat rearing and fishing) support to 679 COVID-19 impacted households in Raigad district of Maharashtra. Your Company also entered into a partnership with Naandi Foundation to support 6,000 individuals through an Agri-Entrepreneurship Skilling Programme.

You will be happy to know that your Company has in line with its CSR vision, continued to support the constituencies of girls, youth and farmers through projects in the domains of education, health, and the environment. By investing CSR efforts in these critical constituencies who contribute to nation building and the economy, the Company will enable our stakeholders and communities to RISE.

The impact of some of the CSR projects your Company invested in Financial Year 2021 are shown below:

– Project Nanhi Kali supported the education of over 1,71,950 underprivileged girls through 6,346 Academic Support Centres across 24 locations in 9 states of India. Of these 33,046 girls were supported by your Company, while the Mahindra Group as a whole, supported 73,699 girls.

– Through the support of the Mahindra Group, the Mahindra Pride Schools (MPS) trained 4,342 youth from socially and economically disadvantaged communities across 7 locations in Financial Year 2021. Of these, your Company supported the MPS in Chandigarh, Varanasi, and 2 schools in Chennai, which together skilled 2,520 youth. Further, the Mahindra Group supported training of 92,304 students through 1,816 Mahindra Pride Classrooms (MPC) set up in ITIs, Polytechnics, Arts and Science Colleges across 13 states. Of this, your Company supported the training of 61,677 MPC students. The delivery of instruction was through virtual training thereby complying with the Government regulations with respect to COVID-19.

– Over 12,500 students have benefitted through a variety of Scholarship Programs. These ranged from providing opportunities to youth from low income group families to undergo diploma courses at vocational education institutes, to enabling meritorious students to pursue their post graduate studies at reputed universities overseas, to allowing deserving students to study at the Mahindra United World College in Pune.

– Through Mahindra Hariyali, the Mahindra Group planted 1.14 million trees, which contributed to building green cover and protecting the rich biodiversity of the country. Your Company contributed towards plantation of 1 million trees of which 0.90 million trees were planted in the Araku valley, which besides greening the environment also provided livelihood support to tribal farmers growing coffee and fruit bearing trees in this region. Till date, 19.08 million trees have been planted through Mahindra Hariyali, of which 11.68 million trees were planted in Araku to support the livelihood of 25,000 tribal farmer families.

– Your Company entered into a Public Private Partnership (PPP) for an Integrated Water Management Program (IWMP) with Government of Madhya Pradesh at Bhopal and with National Bank for Agriculture and Rural Development (NABARD) at Hatta. Your Company has also partnered with NABARD in Maharashtra for a watershed project in Igatpuri, in Nashik District covering 20 villages, over 13,500 hectares and benefitting a population of more than 23,020 individuals.

– Through the Wardha Farmer Family Project, Prerna and Krishi Mitra Project, your Company continued to support small and marginal farmers by training them in effective farming practices including soil health, resource efficient agriculture, creating model farms with bio-dynamic farming practices, and increasing agricultural income through increasing crop productivity.

– Rise for Safe Roads: Through this first of its kind ‘Road Safety' project in India, your Company aimed to make the Mumbai Pune Expressway a near ‘Zero Fatality Corridor' by 2021. The interventions have been guided by the "4E" principle i.e. Engineering, Enforcement, Education and Emergency Response. In addition, long haul truck drivers were trained through the Anticipatory Driving and Action Prevention Training (ADAPT™) program.

– Despite the challenges posed by the pandemic, our employees continued to drive a positive change by volunteering. The employee volunteering platform provided 31,503 employees across the Group a menu of volunteering opportunities, enabling them to invest 2,72,467 hours towards giving back to society. Of these, 10,184 M&M employees contributed 83,789 hours towards various social causes. Your Company also launched the MySeva initiative, which encouraged employees to extend the spirit of giving in their personal capacity by recognizing their individual acts of social responsibility. Of the total volunteering hours, 51,625 hours was contributed by employees across the Group through the MySeva initiative and the balance were contributed through the ESOPs (Employee Social Options).

During the last Financial Year, your Company's efforts to drive positive change were acknowledged by various forums and your Company received the following awards:

• India CSR Summit 2020 award for Watershed Management at Zaheerabad Plant and for Project Prerna in Maharashtra, Karnataka.

• SIAM award in Category – Skills & Education for Project Prerna.

• Indo French Chamber of Commerce & Industry (IFCCI)

- CSR Award for Project Hariyali in the category of Environment and Sustainability.

CSR Policy

The Corporate Social Responsibility Committee had formulated and recommended to the Board, a Corporate Social Responsibility Policy (CSR Policy) which was subsequently adopted by it and is being implemented by the Company. The CSR Policy including a brief overview of the projects or programs undertaken can be accessed in the Governance section at the Web-link https://www.mahindra.com/investors/reports-and-filings.

CSR Committee

The Board at its Meeting held on 26th March, 2021 re-constituted the Corporate Social Responsibility Committee. Dr. Pawan Goenka ceased to be the Member of the Committee with effect from 2nd April, 2021, upon cessation as a Director of the Company.

Further, the Board at its Meeting held on 28th May, 2021 re-constituted the Corporate Social Responsibility Committee by inducting Mr. Muthiah Murugappan as a Member of the Committee. The CSR Committee comprises of Dr. Vishakha N. Desai (Chairperson), Mr. Anand G. Mahindra, Dr. Anish Shah, Mr. Vikram Singh Mehta and Mr. Muthiah Murugappan.

The Committee, inter alia, reviews and monitors the CSR as well as Sustainability activities.

During the year under review, your Company spent Rs. 112,78,17,286 (including a set off of Rs. 20 crores for contributions made by the Company to the PM CARES Fund) on CSR activities. The amount equal to 2% of the average net profit for the past three financial years required to be spent on CSR activities was Rs. 112,56,00,000. The detailed Annual Report on the CSR activities undertaken by your Company in the Financial Year 2021, is annexed herewith marked as Annexure VII.

The Company had contributed a sum of Rs. 20 crores to the PM CARES Fund on 31st March, 2020 in pursuance of MCA's appeal dated 30th March, 2020 made to the MDs/CEOs of top 1000 companies in terms of market capitalization, to contribute generously to PM CARES Fund.

In terms of the MCA Circular No.CSR-01/4/2021-CSR-MCA dated 20th May, 2021, Mr. Manoj Bhat, Group Chief Financial Officer and BSR & Co., the Statutory Auditors of the Company have certified that the contribution to "PM CARES Fund" was indeed made on 31st March, 2020 in pursuance of the appeal and the same was over and above the mandatory CSR obligation under section 135(5) of the Companies Act, 2013 for Financial Year 2019-20.

The said contribution of a sum of Rs. 20 crores to PM CARES Fund was made by the Company over and above the mandatory CSR obligation under section 135(5) of the Companies Act, 2013 for Financial Year 2019-20, which has been offset against the mandatory CSR obligation for Financial Year 2020-21.

Sustainability

During the year under review, the 13th Sustainability Report for the year 2019-20 was released. The report was externally assured by KPMG and prepared in accordance with the GRI Standards - Core option.

Your Company continued the focus on the Environmental, Social and Governance (ESG) parameters by implementing Mahindra Sustainability Framework. This framework defines sustainability as "Building enduring business by rejuvenating the environment and enabling stakeholders to rise". Various actions have been implemented across the Group based on three pillars of the framework, People, Planet and Profit. The ESG information is disclosed under Dow Jones Sustainability Index (DJSI) and Carbon Disclosure Project (CDP). In DJSI, your Company has retained its position in the Emerging Market Index. In CDP Carbon and CDP water, your Company has achieved level A. Your Company has committed to Science Based Target, an initiative to restrict average global temperature rise in alignment of Paris Climate Change Agreement. During the year, 21 companies across the Group have committed to Science Based Target, while 16 companies have received approval for their targets. By actively working towards making the locations certified for Zero Waste to Landfill (ZWL), your Company is demonstrating its concern about the environment. During the year,

22 Group locations got certified for ZWL.

Mr. Anand G. Mahindra, Executive Chairman of your Company participated at panel of global CEO's session at International Solar Alliance, ‘First World Solar Technology Summit'. Being one of the Board Members, he attended the United Nations Global Compact Meeting.

The Sustainability performance for your Company for the Financial Year 2020-21 will be elaborated in detail in the GRI Report which is under preparation and will be ready for release shortly.

During the year under review, your Company was recognized for its leadership position on the ESG dimensions by way of:

• Recognition as a part of 2020 CDP Supplier Engagement Leader-board. The Company is among the top 7% assessed for supplier engagement on climate change, based on 2020 CDP disclosure.

• Receiving an India Corporate Governance & Sustainability Vision Award 2021, organised by The Indian Chamber of Commerce in the category of ‘Sustainability Performance'.

• Recognition as part of ‘100 Most Sustainably Managed Companies in the World' by The Wall Street Journal. The Company ranked 17th which is highest for an automobile company and highest for an Indian company.

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

The information pertaining to conservation of energy, technology absorption, foreign exchange earnings and outgo as required under section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is attached as Annexure VIII and forms part of this Report.

N. SECRETARIAL

Share Capital

The issued, subscribed and paid-up Share Capital of the Company stood at Rs. 621.60 crores as at 31st March, 2021 comprising of 1,24,31,92,544 Ordinary (Equity) Shares of Rs. 5 each fully paid-up. There was no change in Share Capital during the year under review.

Compliance with the provisions of Secretarial Standard 1 and Secretarial Standard 2

The applicable Secretarial Standards, i.e. SS-1 and SS-2, relating to ‘Meetings of the Board of Directors' and ‘General Meetings' respectively, have been duly complied by your Company.

Annual Return

Pursuant to section 134(3)(a) and section 92(3) of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, a copy of the annual return is placed on the website of the Company and can be accessed at https:// www.mahindra.com/resources/FY21/AnnualReport.zip.

O. POLICIES

The details of the Key Policies adopted by the Company are mentioned at Annexure IX to the Board's Report.

P. GENERAL

Neither the Executive Chairman nor the Managing Director of the Company received any remuneration or commission from any of the subsidiary of your Company. Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions/events on these items during the year under review:

1. Issue of equity shares with differential rights as to dividend, voting or otherwise.

2. Issue of Shares (Including Sweat Equity Shares) to employees of the Company under any Scheme save and except Employees Stock Option Schemes (ESOS) referred to in this Report.

3. Significant or material orders passed by the Regulators or Courts or Tribunals which impact the going concern status and the Company's operation in future.

4. Voting rights which are not directly exercised by the employees in respect of shares for the subscription/ purchase of which loan was given by the Company (as there is no scheme pursuant to which such persons can beneficially hold shares as envisaged under section 67(3)(c) of the Companies Act, 2013).

5. There has been no change in the nature of business of your Company.

6. No application was made or any proceeding is pending under the Insolvency and Bankruptcy Code, 2016 during the year in respect of your Company.

7. There was no one time settlement of loan obtained from the Banks or Financial Institutions.

For and on behalf of the Board
ANAND G. MAHINDRA
Executive Chairman
Mumbai, 28th May, 2021

   

Connect with us :   
Globe
About us
Our Services
Milestones
Memberships
Core Values
Investor Relations
Product & Services
Broking
Institutional Broking
PMS
Clearing Services
Distribution
Research
Depository
Trade & Products
Globe Connect Pro
Globe Trade Smart
Globe Connect Mobile/Tablet
Globe News Connect
Mobile App Demo
ODIN User Manual
Client Reactivation
Segment activation
KYC Modification
Annual Income Updation
Back Office
Back Office
CMS
CMS-TM
KYC/KDC Status
Mutual Fund
CAMS
RMS Policy
Helpdesk
Download Forms
Useful Links
BSE
NSE
SEBI
RBI
MCX
NCDEX
Exchange Holidays
Exchange guidelines on margin collection
Attention Investors
Anti-Money Laundering Policy
Policies, Procedures, Rights, Obligations and RDD
Additional Policy and Procedures
Scores

Funds Payout Policy

Shortages Obligation Arising Out Of Internal Netting of Trades

Policies of Globe Commodities Limited
Guidance Note on FATCA and CRS May 2016
Right and Obligation, RDD, Guidance Note in Vernacular Language - Equity | Commodity
Additional Risk Disclosure for Trading into Commodity options
In case of any grievances please write to
Investor_trading@globecapital.com /  igr@globecapital.com (For Trading)     globedp@globecapital.com (For DP)    Investor_pms@globecapital.com (For PMS)     
commigr@globecapital.com (For Commodities)
Equity SEBI Registration No INZ000177137, Exchange Registration Nos : NSE TM Code - 06637, Clearing No.- M50302|BSE Clearing No: 3179|MSEI TM Code - 1004 ,Clearing No.- 4| MCX TM No: 8091,Clearing No: 8090 | NCDEX TM No:1287, Clearing No: -M51085|ICEX TM ID-2084 | SEBI Registration for DP : IN-DP-NSDL-97-99, NSDL- DP ID: IN300966, CDSL DP ID: 12020600 | SEBI Research Analysts Registration No :INH100001187 | SEBI PMS Registration No:INP000002361 CMBPID NCL CM :- IN555502
* Through subsidiary Globe Commodities Ltd. --> Commodity SEBI Regn. No. - INZ000024939, Exchange Regn. Nos. - MCX CM ID: 8550 TM ID: 10735, NCDEX CM ID: M50011 TM ID: 00012, NMCE ID: CL0111, ICEX ID: 1009, NCDXSPOT-CR-07-10011,
** Through step in subsidiary Globe Comex International DMCC --> DGCX **TM Id.1064, CM Id.3064*
"We also do Pro-Account trading in Commodity Segment.."
"KYC is one time exercise while dealing in securities markets - once KYC is done through a SEBI registered intermediary (broker, DP, Mutual Fund etc.), you need not undergo the same process again when you approach another intermediary."
Attention Investors:
"Prevent Unauthorised transactions in your account --> Update your mobile numbers/email IDs with your Stock Brokers. Receive information of your transactions directly from Exchange on your mobile/email at the end of the day .......... Issued in the interest of investors"
"Prevent Unauthorized Transactions in your demat account --> Update your Mobile Number with your Depository Participant. Receive alerts on your Registered Mobile for all debit and other important transactions in your demat account directly from NSDL/CDSL on the same day......................issued in the interest of investors."
"No need to issue cheques by investors while subscribing to IPO. Just write the bank account number and sign in the application form to authorise your bank to make payment in case of allotment. No worries for refund as the money remains in investor's account."
© 2013 Globe Capital Market Limited. All rights reserved
Designed, Developed and Content powered by CMOTS Infotech (ISO 9001:2015 Certified) Privacy Policy Disclaimer Terms and Conditions