Strategic Review Statutory Reports Financial Statements

Report on Corporate Governance

ASIAN PAINTS’ PHILOSOPHY ON CORPORATE
GOVERNANCE

GOVERNANCE STRUCTURE AND DEFINED ROLE

AND RESPONSIBILITIES

BOARD

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Asian Paints Limited | Annual Report 2019-20

Composition of the Board

Name of the Director(s) & Director 1 2 3 4 5 6 7

% of meeting
9th 24 th 25th 22nd 22nd 25th 28 th attended
May, 2019 July, 2019 September, October, January, February, March, during the year
2019 2019 2020 2020 2020

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 Strategic Review Statutory Reports Financial Statements

Name of the Director(s) & Director 1 2 3 4 5 6 7

% of meeting
9th 24 th 25th 22nd 22nd 25th 28 th attended
May, 2019 July, 2019 September, October, January, February, March, during the year
2019 2019 2020 2020 2020

Notes:
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Flow of information to the Board

Meeting of Independent Directors

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Asian Paints Limited | Annual Report 2019-20

Board membership

Non-Executive Directors with materially

with the Company

attributes

Sr. Names of Director(s) Skill/ Expertise/ competency

No. Sales & Marketing:
International
Experience General Financial skills:
Business
in sales and management/ Understanding Technical,
experience:
marketing Governance: professional skills
Experience in
management Strategic thinking, statements, and knowledge
leading businesses
based on decision making including legal
understanding of and protect risk management, and regulatory
geographies/
the consumer & interest of all mergers and aspects
markets around
consumer goods stakeholders acquisition, etc.
the world
industry

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 Strategic Review Statutory Reports Financial Statements

Sr. Names of Director(s) Skill/ Expertise/ competency

No. Sales & Marketing:
International
Experience General Financial skills:
Business
in sales and management/ Understanding Technical,
experience:
marketing Governance: professional skills
Experience in
management Strategic thinking, statements, and knowledge
leading businesses
based on decision making including legal
understanding of and protect risk management, and regulatory
geographies/
the consumer & interest of all mergers and aspects
markets around
consumer goods stakeholders acquisition, etc.
the world
industry

Declarations

Directorship and Membership of Committees and Shareholding of Directors

st

Name of Nature of Relationship Directorship held in other Directorship M embers hip and No. of shares held
Director(s) Directorship with each other Listed entities along with Category in other Chairmansh ip of in the Company
companies* the Committees of along with % to
the Board of o ther the paid up share
companies** capital of the
Chairman Member Company***

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Asian Paints Limited | Annual Report 2019-20

Name of Nature of Relationship Directorship held in other Directorship M embers hip an d No. of shares held
Director(s) Directorship with each other Listed entities along with Category in other Chairmansh ip of in the Company
companies* the Committees of along with % to
the Board of o ther the paid up share
companies** capital of the
Chairman Member Company***

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FAMILIARIZATION PROGRAMME

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 Strategic Review Statutory Reports Financial Statements

COMMITTEES OF THE BOARD

AUDIT COMMITTEE

Meeting date(s)

Name of Director(s) Nature of membership 1 2 3 4

8 th May, 2019 23rd July, 2019 22nd October, 2019 21st January, 2020

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Asian Paints Limited | Annual Report 2019-20

NOMINATION AND REMUNERATION COMMITTEE

Meeting date(s)
Name of Director(s) Nature of membership 1 2 3 4
26th April, 2019 10 th October, 2019 21st January, 2020 24 th March, 2020

SUCCESSION PLANNING

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 Strategic Review Statutory Reports Financial Statements

NOMINATION AND REMUNERATION POLICY

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Details of remuneration paid to Directors during the

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Asian Paints Limited | Annual Report 2019-20

rd

Name of the Director(s) Basic Salary Perquisites Sitting Fees Commission Total
#

Notes:

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PERFORMANCE EVALUATION

Board and Individual Directors

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 Strategic Review Statutory Reports Financial Statements

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Managing Director & CEO

Committees of the Board

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Number of Number of Number of

Nature of Complaints complaints complaints pending
received redressed complaints
STAKEHOLDERS RELATIONSHIP COMMITTEE

Total 30 29 1

Nature of Meeting date

Name of Director(s)
membership 21st October, 2019

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Asian Paints Limited | Annual Report 2019-20

Nature of Meeting details

Name of Director(s)
membership Held Attended
COMMITTEE

#
Nature of Meeting date
Name of Director(s)
membership 2 nd August, 2019

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SHAREHOLDERS COMMITTEE
RISK MANAGEMENT COMMITTEE

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 Strategic Review Statutory Reports Financial Statements

Meeting date(s)
Nature of 1 2
Name of Director(s)
membership
28 th 14th
August, 2019 February, 2020

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rd

COMPLIANCE CERTIFICATE ON CORPORATE

GOVERNANCE

GENERAL BODY MEETINGS

Financial Date Time Location No. of Special

year(s) resolutions set
out at the AGM

OTHER DISCLOSURES

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Asian Paints Limited | Annual Report 2019-20

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Name of the Nature of relationship Remuneration

employee with Director(s) ( )

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 Strategic Review Statutory Reports Financial Statements

Non-Mandatory Requirements

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Asian Paints Limited | Annual Report 2019-20

rd

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Strategic Review Statutory Reports Financial Statements

MEANS OF COMMUNICATION

b. Website and News Releases

c. Analysts presentations

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Asian Paints Limited | Annual Report 2019-20

d. Stock Exchange

f. Reminders to Investors

e. NEAPS (NSE Electronic Application

Processing System), BSE Corporate
Compliance & the Listing Centre

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