80 MARUTI SUZUKI INDIA LIMITED Corporate Governance Report Corporate Governance Philosophy Maruti Suzuki India Limited (the Company) is fully committed to practising sound corporate governance and upholding the highest business standards in conducting business. Being a value-driven organisation, the Company has always worked towards building trust with shareholders, employees, customers, suppliers and other stakeholders based on the principles of good corporate governance, viz., integrity, equity, transparency, fairness, disclosure, accountability and commitment to values. The Company fosters a culture in which high standards of ethical behaviour, individual accountability and transparent disclosure are ingrained in all its business dealings and shared by its Board of Directors, management and employees. The Company has established systems and procedures to ensure that its Board of Directors is well-informed and well-equipped to fulfil its overall responsibilities and to provide the management with the strategic direction needed to create long-term shareholder value. Management Structure and Shared Leadership The Company has a multi-tier management structure with the Board of Directors at the top. The Company has five business verticals viz. Quality Assurance, Production, Engineering, Supply Chain and Marketing & Sales. Besides the above, the support functions of Human Resources, Legal & Company Secretary, Finance, Information Technology and Corporate Planning report directly to the Managing Director & CEO. The top level management of these verticals consists of a team of two persons, one of whom is a Japanese manager and the other, an Indian manager. The managers at the top level are designated as Executive Officers (EO). The board meetings of the Company mark the presence of all the EOs, as they act as a channel between the board above them and the employees working under them. This structure not only allows easy and quick communication of field information to the board members but also gives the top management the opportunity to give recommendations relevant to their business operations. The executive officers are supported by divisional heads and departmental heads. Through this, it is ensured that: Strategic supervision is provided by the board; Control and implementation of the Company’s strategy is achieved effectively; Operational management remains focused on implementation; Information regarding the Company’s operations and financial performance are made available adequately; Delegation of decision making with accountability is achieved; Financial and operating control and integrity are maintained at an optimal level; Risk is suitably evaluated and dealt with. Board of Directors Composition of the Board As on 31st March 2016, the Company’s board consists of twelve members. The Chairman of the board is a Non-Executive Director. The Company has an optimum combination of Executive and Non-Executive Directors in accordance with Regulation17 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’). The board has three
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- Summer '17
- Kumbh Patel