

Shaping the future of software driven business
Report on Corporate Governance •
147
The Committee is constituted with powers and responsibilities including but not limited to:
i.
To formulate and recommend to the Board a CSR Policy which will define the focus areas and indicate the activities to be
undertaken by the Company under CSR domain;
ii.
To recommend to the Board necessary amendments, if any, in the CSR Policy from time to time;
iii.
To monitor the budget under the CSR activities of the Company; and
iv.
To accomplish the various CSR projects of the Company independently or through ‘Persistent Foundation’ and / or any
other eligible NGO / Social Institute, as the case may be.
Further, the CSR Committee is empowered to do the following:
i.
To seek information from any employee as considered necessary;
ii.
To obtain outside legal professional advice as considered necessary;
iii.
To secure attendance of outsiders with relevant expertise; and
iv.
To investigate any activity within terms of reference.
Meetings
The meeting of the Committee was held on April 23, 2018 to review the CSR activities of the Company conducted during the
financial year 2018-19. As per the provisions of the Act, the Company was required to spend towards CSR activities at least
2% of the average net profits of the Company during the three immediately preceding financial years which amounted to
`
80.01 Million. The Company has actually spent INR 80.42 Million by way of donations to various eligible institutions and has
complied with the provisions of the Act. Thus, the Company is amongst the few corporates which have overspent on CSR during
financial year 2018-19.
Table 21 gives details of attendance at the CSR Committee Meeting held during the financial year 2018-19.
Table 21: Details of the attendance at the CSR Committee meeting during the financial year 2018-19
Name of the Director
CSR Committee Meeting
April 24, 2018
Mr. Pradeep Bhargava (C)
Y
Dr. Anand Deshpande
Y
Prof. Deepak Phatak*
NA
Mr. Prakash Telang
N
*Appointed as Member of the Committee w.e.f. April 24, 2018
G. Executive Committee
Brief description
The Executive Committee of the Board was constituted on January 29, 2005.
The Executive Committee was constituted to review the implementation of decisions taken by the Board of Directors in between
two Board meetings. The Chairman of the Committee is an Independent Director.
Table 22 gives the composition of the Executive Committee of the Board of Directors as on March 31, 2019.
Table 22: Composition of the Executive Committee
Name of the Director
Category
Mr. Kiran Umrootkar
Chairman of the Committee and Independent Director
Ms. Roshini Bakshi
Independent Director
Mr. Pradeep Bhargava
Independent Director
Mr. Prakash Telang
Independent Director
Mr. Sunil Sapre
Executive Director and Chief Financial Officer