Integrated Approach to ESG Governance

Reliance is committed to ensuring a robust, reliable, and responsive governance mechanism that provides strategic direction to the Company, strengthens corporate citizenship, and provides an enabling framework for managing relevant environmental and social issues. The Company’s corporate governance is guided by the principles of accountability, integrity, and transparency.

Reliance is cognisant of the importance of leadership commitment, Board oversight, and smooth coordination between the Board and the management in achieving set objectives and providing exemplary leadership. The Company is adopting several enforcement mechanisms comprising of enabling policy frameworks, implementation guidelines, and concise and clear procedures to ensure good corporate governance.

Board Governance

The Board comprising of 13 Directors acts as a coordinating body between stakeholders and the Company’s management team. The Board’s primary responsibilities include providing strategic direction to the Company, reviewing performance against set parameters, providing oversight and vigil mechanisms, and imparting corporate leadership.

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The Company believes that a diverse Board brings a wide variety of perspectives and offers critical and innovative approaches to making strategic choices. In line with this philosophy, the Company has ensured Board diversity in terms of academic background, expertise, skills, gender, and nationality. The Company encourages the active involvement of all Directors, irrespective of gender, in the Board’s functions. Women Directors on the Reliance Board actively steward the Company’s progress through their participation in critical decision-making processes. They are also part of Board committees that oversee Stakeholder Relationship Management and Environmental, Social, and Governance (ESG) aspects.

The Company understands the importance of independent oversight of its functioning. To strengthen independent scrutiny, the Board currently comprises seven independent Directors (53.8% of the Board). Independent directors are selected through a rigorous process prescribed by the Board’s Human Resources, Nomination, and Remuneration Committee. The process also includes stringent due diligence to ensure the complete independence of the respective Directors. For further details regarding Board Composition, Committees, skills and competencies of Directors, and evaluation, please refer to the Corporate Governance Section of this Report.

Board Oversight on ESG

Responsible management of ESG aspects is crucial to ensure sustained competitive advantage and reinforce industry leadership. Reliance has always endeavoured to manage material ESG aspects in a transparent and accountable manner. Various Board Committees, such as the Audit Committee, Corporate Social Responsibility and Governance Committee, Stakeholders Relationship Committee, and Risk Management Committee, have been entrusted with oversight of respective ESG aspects related to the operations of the Company.

To consolidate its efforts on ESG and strengthen oversight, the Company has instituted a dedicated Board Committee on ESG. The Committee comprises of three Executive Directors and one Independent Director and is responsible for furthering the Company’s ESG proposition.

Terms of Reference of the Environmental, Social, and Governance (ESG) Committee

Recommend and assist the Board in setting up and improving ESG goals, targets and ambitions for the Group aligned with NGRBC, UN-SDGs and other national & international standards and practices;
Review existing Code of Conduct, ESG-related policies, business strategies, systems and practices of the Group and recommend changes/modifications therein to align with ESG goals, targets and ambitions;
Review and identify existing and emerging material ESG issues, their impacts on business and other stakeholders, risks and opportunities associated with it and recommend actions / approaches to adapt or mitigate or seize such ESG risks and opportunities;
Review progress towards meeting the Group’s ambitions regarding its Net Carbon Footprint, Climate Change, Circular Economy, Energy Transition and Inclusive Growth;
Oversee and monitor the overall performance of the Group towards its ESG goals, targets and ambitions and submit a periodic / half-yearly report to Board;
Undertake periodic consultation and engagements with stakeholders on ESG topics and submit an Annual Report to the Board;
Recommend policies, processes and procedures for extending the ESG practices of the Group to value chain partners and review the performance of significant value chain partners on ESG practices;
Regular reviews and recommendations for changes to the charter of the Committee;
Review fatal or serious accidents, dangerous occurrences, and any material effluent or pollution issues;
Review and recommend the Business Responsibility and Sustainability Report (BRSR) to the Board for its approval;
Advise the Human Resources, Nomination and Remuneration Committee on metrics relating to ESG;
Advise the Board to enable it to discharge its responsibilities with regard to laws and the expected international standards of sustainability and stakeholder governance;
Carry out any other function as is mandated by the Board from time to time and / or enforced by any statutory notification, amendment or modification as may be applicable.

Policies and Codes

Policies and codes are the critical components of the Company’s Corporate Governance Framework and ensure the successful translation of its commitments into actions. Reliance has adopted appropriate policies and codes to achieve its intended business objectives led by the highest standards of business ethics and corporate values. The Company communicates relevant policies transparently to its stakeholders. Detailed policies can be accessed at investorrelations/downloads.aspx. The Company policies are also disclosed as part of the ‘Section B: Management and Process Disclosure’ section of the Business Responsibility and Sustainability Reporting (BRSR) as required by the Securities and Exchange Board of India.