Tata Steel : Compliance Report on Corporate Governance for the quarter ended December 31, 2020

QUARTER COMPLIANCE REPORT ON CORPORATE GOVERNANCE

1. Name of the Listed Entity: TATA STEEL LIMITED
2. Quarter ended: December 31, 2020

No. of post of

No. of

No of

No. of

Chairperson

Directorship

Independent

membership in

in Audit /

in Listed

Directorship

Audit /

Stakeholder

Category

Entities

in Listed

Stakeholder

Committee

including

Entities

Committee(s)

held in Listed

Title

(Chairperson/

Initial date of

Date of

Date of

this Listed

including this

including this

Entities

(Mr/

Name of Director

DIN

Executive/ Non-Executive/

Tenure*

Date of Birth

appointment

re-appointment

cessation

Entity

Listed Entity

Listed Entity

including this

Ms)

Independent/

(Refer

(Refer

(Refer

Listed Entity

Nominee)

Regulation

Regulation

Regulation

(Refer

17A(1) of

17A(1) of

26(1) of

Regulation

Listing

Listing

Listing

26(1) of

Regulations)

Regulations)

Regulations)**

Listing

Regulations)

Mr.

Natarajan Chandrasekaran

00121863

Chairperson, Non- Executive,

January 13, 2017

-

-

-

June 2, 1963

7

0

0

0

Non-Independent Director

Ms.

Mallika Srinivasan

00037022

Non- Executive, Independent

May 21, 2012

August 14, 2019

-

8 years

November 19, 1959

2

1

0

0

Director

7 months

Mr.

Om Prakash Bhatt

00548091

Non- Executive, Independent

June 10, 2013

August 14, 2019

-

7 years

March 7, 1951

4

4

5

2

Director

6 months

Non-Executive, Independent

3 years

Dr.

Peter (Petrus) Blauwhoff

07728872

February 7, 2017

-

-

10

June 30, 1953

1

1

1

0

Director

months

Mr.

Aman Mehta

00009364

Non-Executive, Independent

March 29, 2017

-

-

3 years

September 1, 1946

4

4

5

2

Director

9 months

Mr.

Deepak Kapoor

00162957

Non-Executive, Independent

April 1, 2017

-

-

3 years

January 7, 1959

2

2

5

1

Director

9 months

Mr.

Vijay Kumar Sharma

02449088

Non-Executive,

August 24, 2018

-

-

-

December 19, 1958

3

1

5

4

Non-Independent Director

Mr.

Saurabh Agrawal

02144558

Non-Executive,

August 10, 2017

-

-

-

August 13, 1969

2

0

3

0

Non-Independent Director

Mr.

T.V. Narendran

03083605

Executive Director

September 19,

September 19,

-

-

June 2, 1965

4

0

1

0

2013

2018

Mr.

Koushik Chatterjee

00004989

Executive Director

November 9,

November 9,

-

-

September 3, 1968

6

0

5

1

2012

2017

* To be filled only for Independent Director. Tenure would mean total period from which the Independent Director is serving on the Board of the Company in continuity without any cooling off period.

**Pursuant to the FAQs on Corporate Governance Report published by the National Stock Exchange of India Limited (NSE), number of memberships in committees includes chairmanship in committees during the quarter ended December 31, 2020.

Note:

1. While calculating directorships in listed entities, only directorships in equity listed companies has been considered.
2. While calculating the committee positions of the Directors, both listed and unlisted companies have been considered, in compliance with Regulation 26(1)(a) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
3. Membership in committees includes chairmanship.

I.	Composition of Committees
	Name of		Name of Committee	Category
		(Chairperson/Executive/Non-Executive/	Date of appointment	Date of cessation
	Committee		Members
		Independent/Nominee)
		1.	Om Prakash Bhatt	Chairperson, Non-Executive, Independent	August 13, 2013	-
		2.	Aman Mehta	Non-Executive, Independent	March 29, 2017	-
Audit Committee	3. Peter (Petrus) Blauwhoff	Non-Executive, Independent	December 18, 2017	-
		4.	Deepak Kapoor	Non- Executive, Independent	April 25, 2019	-
		5.	Saurabh Agrawal	Non-Executive,Non-Independent	August 10, 2017	-
		1.	Mallika Srinivasan	Chairperson, Non-Executive, Independent	December 22, 2016	-
Nomination and
2.	Natarajan
Remuneration	Non-Executive,Non-Independent	May 16, 2017	-
	Chandrasekaran
Committee
3.	Om Prakash Bhatt	Non-Executive, Independent	August 13, 2013	-
		1.	Aman Mehta	Chairperson, Non-Executive, Independent	August 7, 2017	-
		2.	Peter (Petrus) Blauwhoff	Non-Executive, Independent	April 25, 2019	-
Risk	3.	Saurabh Agrawal	Non-Executive,Non-Independent	August 10, 2017	-
Management	4. T. V. Narendran	Executive	December 17, 2014	-
Committee
5.	Koushik Chatterjee	Executive	December 17, 2014	-
		6.	Henrik Adam	Member of Management		-
		7.	Sandip Biswas	Member of Management		-
		1.	V. K. Sharma	Chairperson, Non-Executive,Non-Independent	April 25, 2019	-
Stakeholders'
2. Deepak Kapoor	Non-Executive, Independent	August 13, 2018	-
Relationship
3. T. V. Narendran	Executive	August 13, 2018	-
Committee
		4.	Koushik Chatterjee	Executive	April 11, 2014	-
		1.	Deepak Kapoor	Chairperson, Non-Executive, Independent	August 7, 2017	-
Corporate
2.	Om Prakash Bhatt	Non-Executive, Independent	March 31, 2015	-
Social
Responsibility
3.	Koushik Chatterjee	Executive	April 11, 2014	-
Committee
		4.	T. V. Narendran	Executive	April 11, 2014	-

II.	Meeting of Board of Directors
Date(s) of Meeting (Enter	Maximum gap
between any two	Whether requirement
dates of Previous Quarter	Number of Directors
consecutive	of Quorum met	Number of Independent Directors attending the meeting
and	Current Quarter	in	present
meetings (in
chronological order)
	number of days)
	August 13, 2020		-		10	5
				Yes
	November 13, 2020		91	10	5

III.	Meeting of Committee
Date(s) of Meeting	Maximum gap
	(Enter dates of	between any two	Whether	Number of Directors
Previous Quarter and	consecutive	requirements of	Number of Independent Directors attending the meeting
present
Current Quarter in	meetings (in number	Quorum met
chronological order)	of days)
Audit Committee
	August 13, 2020	-		5	4
	October 1, 2020	48	Yes	5	4
November 13, 2020	42		5	4

Nomination and Remuneration Committee

No meeting was held during this quarter

Risk Management Committee

October 21, 2020	-	Yes	5	2
Corporate Social Responsibility Committee
October 20, 2020	-		4	2
		Yes
December 18, 2020	58	3	1

Stakeholders' Relationship Committee

No meeting was held during this quarter

Annexure I

IV.	Related Party Transaction
Subject		Compliance Status
	(Yes/No/Not Applicable)
Whether prior approval of audit committee obtained	Yes
Whether shareholder approval obtained for material RPT	Not Applicable
Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit Committee	Yes

1. Affirmations

• The Composition of Board of Directors is in terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
• The composition of the following committees is in terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
• • Audit Committee
  • Nomination and Remuneration Committee
  • Stakeholders' Relationship Committee
  • Risk Management Committee
• The committee members have been made aware of their powers, role, responsibilities as specified in SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
• The meetings of Board of Directors and above committees have been conducted in the manner specified in SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
• This report will be placed before the Board of Directors of the Company at their next meeting. The report submitted in the previous quarter has been placed before Board of Directors at their meeting held on November 13, 2020.

Tata Steel Limited

Parvatheesam Kanchinadham

Company Secretary &

Chief Legal Officer (Corporate & Compliance)