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106
Sixty-Seventh Annual Report 2011-2012
2.
As per the terms of appointment, the remuneration of
Managing Directors and Executive Directors comprises
of (a) salary: upto a maximum salary of
`
6,75,000 per
month
for Mr Telang and
`
7,00,000 per month for the
Executive Directors with authority to the Board or a
Committee thereof to fix the salary within the said
maximum amount. The annual increments would be
effective April 1, every year, as may be decided by the
Board, based on merit and taking into account the
Company’s performance; (b) incentive remuneration, if
any, and/or commission based on certain performance
criteria to be laid down by Board; (c) benefits, perquisites
and allowances as may be determined by the Board from
time to time.
3.
The Contracts with the Executive Directors may be
terminated by either party giving the other party six
months’ notice or the Company paying six months’ salary
in lieu thereof. There is no separate provision for payment
of Severance fees.
4.
The appointment and terms of remuneration of the
Managing Director and Executive Directors are subject
to approval of the members and attention is drawn to
the respective items in the notice of the forthcoming
Annual General Meeting
.
The Remuneration paid to the Managing Directors in FY 2011-
12 is as under:
(
`
in Lakhs)
been approved by the Members of the Company, offering
special retirement benefits including pension, ex-gratia,
medical and other benefits. In addition to the above, the retiring
Managing Directors is entitled to residential accommodation
or compensation in lieu of accommodation on retirement.
The quantum and payment of the said benefits are subject to
an eligibility criteria of the retiring director and is payable at
the discretion of the Board in each individual case on the
recommendation of the Remuneration Committee.
INVESTORS’GRIEVANCE COMMITTEE
The Investors’ Grievance Committee comprises two
Independent Directors (including the Chairman of the
Committee) and one Non-Executive Director. The Investors’
Grievance Committee of the Board is empowered to oversee
the redressal of investors’ complaints pertaining to share/
debenture transfers, non-receipt of annual reports, interest/
dividend payments, issue of duplicate certificates, transmission
(with and without legal representation) of shares and
debentures matters pertaining to Company’s fixed deposit
programme and other miscellaneous complaints. During the
year under review, a meeting of the Committee was held on
August 11, 2011. The composition of the Investors’ Grievance
Committee and attendance at its meeting is as follows:
Compliance Officer
Mr H K Sethna, Company Secretary, who is the Compliance
Officer, can be contacted at: TataMotors Limited, Bombay House,
24, Homi Mody Street, Mumbai - 400 001, India.
Tel: 91 22 6665 8282, 91 22 6665 7824 / Fax: 91 22 6665 7260
Email: [email protected].
Complaints or queries relating to the shares can be forwarded
to the Company’s Registrar and Transfer Agents – M/s TSR
Darashaw Ltd. at [email protected], whereas
complaints or queries relating to the public fixed deposits
can be forwarded to the Registrars to the Fixed Deposits
Scheme – M/s TSR Darashaw Ltd. at [email protected].
The status on the total number of investors’ complaints during
FY 2011-12 is as follows:
Name
P M Telang
Carl-Peter Forster
Salary
72.00
174.50
Perquisites &
59.92
(1)
2,201.24
(2)
Allowances
Commission
250
(3)
-
Retirement
19.44
20.94
Benefits
(4)
(1)
Includes leave encashment
(2)
Includes termination payment of
`
1,409.35 lakhs, Mr Forster stepped down as
Managing Director & CEO w.e.f. September 9, 2011
(3) Payable in FY 2012-13
(4) Excludes provision for encashable leave and gratuity as separate actuarial
valuation is not available
Retirement Policy for Directors
The Company has adopted the Guidelines for retirement age
wherein Managing and Executive Directors retire at the age
of 65 years whilst the Non-Executive Directors retire at the
age of 75 years. The Company has also adopted a Retirement
Policy for Managing and Executive Directors which has also
Composition
Meetings attended
S M Palia (Chairman)
1
Ravi Kant
1
V K Jairath
1