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102
Sixty-Seventh Annual Report 2011-2012
THE COMMITTEES OF THE BOARD
The Board has constituted a set of Committees with specific
terms of reference/scope to focus effectively on the issues and
ensure expedient resolution of diverse matters. The
Committees operate as empowered agents of the Board as
per their Charter/terms of reference. Targets set by them as
agreed with the management are reviewed periodically and
mid-course corrections are also carried out. The Board of
Directors and the Committees also take decisions by the
circular resolutions which are noted at the next meeting. The
minutes of the meetings of all Committees of the Board are
placed before the Board for discussions/noting. The
relationship between the Board, the Committees and the
senior management functions as on March 31, 2012 is
illustrated below:
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Shareholders
Management
Committee
Board of Directors
Operations
Committee
Head
(Commercial
Vehicles)
Head
(Passenger
Car
Operations)
Head
(Passenger
Cars -
Commercial)
Head (ERC)
Managing Director - India Operations
Head (Corporate Planning)
Head (Govt. Affairs & Collaboration)
Head (PCBU - International Business)
Head (CVBU - International Business)
Chief (Strategic Sourcing)
Audit Committee
Nominations
Committee
Investors’ Grievance
Committee
Executive
Committee of Board
Remuneration
Committee
Chief
Financial
Officer
Chief Internal Auditor
cum Chief Ethic Counselor
Head (Legal)
Company Secretary
Head (Corporate Communications)
Special need based
Committees
Ethics & Compliance
Committee
Head (Human Resources)
(1)
excludes Directorships in private companies, foreign companies and associations
(2)
includes only Audit and Investors’ Grievance Committees
(3)
besides his capacity as Non-Executive Chairman of the Company, he was also appointed as Tata Steel nominee w.e.f. August 11, 2011
(4)
Tata Steel nominee - stepped down as Director w.e.f. June 2, 2011
(5)
resigned as the Managing Director and Group CEO w.e.f. September 9, 2011, appointed as an Additional Director in a Non- Executive capacity w.e.f. September 9, 2011 for a period upto
March 31, 2012
(6)
the memberships/chairmanships of the Board and Committees of public companies and shareholding are as of the date when they ceased to be the Directors
(7)
stepped down as Director and Managing Director-India Operations w.e.f. June 21, 2012
(8)
appointed as a Non-Executive Director w.e.f. May 29, 2012
(9)
appointed as Executive Directors w.e.f. June 21, 2012