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3M India Ltd.

BSE: 523395 Sector: Others
NSE: 3MINDIA ISIN Code: INE470A01017
BSE 00:00 | 29 Jun 22411.75 445.65
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NSE 00:00 | 29 Jun 22438.45 425.40
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OPEN 22000.00
PREVIOUS CLOSE 21966.10
VOLUME 857
52-Week high 27800.00
52-Week low 17300.00
P/E 94.89
Mkt Cap.(Rs cr) 25,258
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 22000.00
CLOSE 21966.10
VOLUME 857
52-Week high 27800.00
52-Week low 17300.00
P/E 94.89
Mkt Cap.(Rs cr) 25,258
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

3M India Ltd. (3MINDIA) - Director Report

Company director report

To the Members of 3M India Limited

Your Directors have pleasure in presenting the Thirty Forth (34th) AnnualReport of the Company. The Standalone and Consolidated Financial Statements of the Companyfor the financial year ended March 31 2021 are prepared in compliance with the applicableprovisions of the Companies Act 2013 including Indian Accounting Standards. The auditedStandalone and Consolidated financial statements together with the Auditors' Reportthereon form part of the Annual Report.

FINANCIAL HIGHLIGHTS - Standalone and Consolidated (Rs. in Lakhs)

Standalone

Consolidated

Particulars Year ended March 31 2021 Year ended March 31 2020 % age increase / decrease (-) Year ended March 31 2021 Year ended March 31 2020 % age increase / decrease (-)
Revenue from Operations 242036.39 276487.73 -12.46% 260483.14 298655.09 -12.78%
Of which -Export Sales 2497.17 2210.14 12.99% 2658.32 2409.49 10.33%
Other Income net 2686.77 4158.32 -35.39% 2473.73 4589.56 -46.10%
Total Income 244723.16 280646.05 -12.80% 262956.87 303244.65 -13.29%
Less: Expenditure 218268.32 242506.93 -10.00% 234534.71 253688.61 -7.55%
Profit before Interest and Depreciation 26454.84 38139.12 -30.64% 28422.16 49556.04 -43.65%
Less: Finance costs 243.22 361.11 -32.65% 245.41 366.21 -32.99%
Less: Depreciation and amortization expense 5967.54 5737.70 4.01% 6184.59 5933.25 4.24%
Profit before Taxation 20244.08 32040.31 -36.82% 21992.16 43256.58 -49.16%
Less: Tax expense 5313.99 10143.06 -47.61% 5754.51 11039.66 -47.87%
Profit for the year 14930.09 21897.25 -31.82% 16237.65 32216.92 -52.96%
Items that will not be re-classified subsequently to profit or loss (255.40) (374.23) -31.75% (292.01) (413.22) -29.33%
Total Comprehensive income for the year 14674.69 21523.02 -31.82% 15945.64 31803.70 -53.25%

DIVIDEND

Your Board of Directors approved the Dividend Distribution Policy on February 9 2017in terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015. ThePolicy was uploaded at https://www.3mindia.in/3M/en-IN/company-in/about-3m/financial-facts-local/and the same is also annexedherewith as "Annexure J".

The Company remains invested in India and the areas of investment opportunityhighlighted in prior years continue to hold good. Just when the Indian economy slowlystarted to limp back to recovery after the impact of the recent COVID-19 pandemic duringthe last financial year 2020-21 resurgence of the COVID-19 pandemic second wave isslowing down our entire country and it remains to be seen how far it will affect Indianeconomy and the growth prospects. The Company remains responsible to our shareholders inthe Company to maintain a strong Balance Sheet during these uncertain times. For thesereasons the Company has decided to conserve and retain the earnings and is not proposinga Dividend.

Transfer of dividend to the Investor Education and Protection Fund if any: NA TRANSFERTO RESERVES

As it has been decided to conserve and retain the earnings and your Board does notpropose to transfer any amounts to reserves.

STATE OF COMPANY'S AFFAIRS

In an uncertain environment your Company focused on fighting the pandemic from allangles providing customers with innovative solutions and improving operationalexecution. During the year under review as the pandemic continued to evolve theIndustrial Production Index (IPI) and several end markets experienced sharp decline

driven by COVID-19 related headwinds. At the same time the demand from healthcarepersonal protection home improvement and cleaning remained strong. In an extremelychallenging environment your Company declined from FY 19-20 while maintaining stable cashposition. Your Company was able to leverage its strengths in wide product portfolio andbreadth of technology solutions to take advantage of the emerging trends in end markets.

Discipline in operational execution

Your Company maintained a stable cash position and managed cost across all aspects ofthe business keeping employee costs low.

Momentum with eCommerce

Your Company captured the sharp momentum in eCommerce with solutions and new SKUs forhomes and commercial spaces in line with attractive trends from end markets.

Enhanced manufacturing to meet demand

The demand for respirators and masks led to increased manufacturing capacity at yourCompany's manufacturing facilities in Pune. With increasing demand for disinfectants andcleaning products your Company also executed new manufacturing projects to locallymanufacture hand-sanitizers certain types of disinfectants and BS-VI compliant emissioncontrol materials.

Emerging opportunities in new market segments

New market trends in personal safety vehicle safety homecare and cleaning andautomotive electrification have opened up new product solutions in the areas of vehicleinterior cleaning for the aftermarket segment road safety products wound care and biopharma purification. Your Company also aligned with key Government construction andinfrastructure projects as the country's economy opened up after lockdown.

Leveraging Virtual

Your Company leveraged the potential of virtual with focused learning and educationinitiatives for various customer segments to support new business opportunities.

Supporting our communities to fight the pandemic

During the pandemic your Company effectively collaborated in a timely manner toprovide much needed support to various migrant communities in the form of cooked food dryrations and others. During the peak of the first wave of COVID your Company alsosupported several district hospitals across major cities with medical equipment to augmenttheir capacity. In addition partnerships with multiple agencies enabled the execution ofa national food and essential kits distribution program amongst vulnerable communities.

The breadth of technologies and product portfolio and an engaged and committedworkforce continues to remain essential to remain resilient during uncertain times. YourCompany continues to leverage these strengths to position itself for sustainable growth.

The Company has considered internal and external sources of information as of the dateof approval of the financial results in determining the possible impact if any of theresurgence of the COVID-19 pandemic on the carrying amounts of its trade receivablesinventories financial and non-financial assets. The Company has used the principle ofprudence in applying judgements and making estimates. Based on this evaluation theCompany does not expect any material impact on its financial results. However theeventual outcome of impact of Covid-19 pandemic may be different from those estimated ason the date of approval of these financial results.

The Company on a standalone basis declined by 12.46% at Rs. 242036.39 Lakhs for thefinancial year ended March 31 2021 compared to Rs. 276487.73 Lakhs in the previousfinancial year. The Profit before Interest and Depreciation is Rs. 26454.84 Lakhscompared to Rs. 38139.12 Lakhs for the previous financial year. Profit before Tax is Rs.20244.08 Lakhs compared to Rs. 32040.31 Lakhs for the previous financial year. Theoperating margin for the current year is 10.81% compared to 13.59% for the previousfinancial year. Total Comprehensive Income is Rs. 14674.69 Lakhs compared to Rs.21523.02 Lakhs for the previous financial year. Economic slowdown due to Covid-19affected the topline growth and bottom-line. Export Sales is Rs. 2497.17 Lakhs for thefinancial year ended March 312021 compared to Rs. 2210.14 Lakhs in the previousfinancial year an increase of 12.99% due to demand in the global market.

The Company delivered broad-based growth across most of our end markets in the Jan-Mar2021 quarter sustaining the sequential improvements since FY Q2 2020-21. Due to thestrong demand rebound as well as supply chain interruptions the Company experienced costpressures in raw materials and logistics costs. Notwithstanding our teams worked hard toensure that we maintained our service levels to customers. During the Jan- Mar quarter wealso announced actions to consolidate our manufacturing footprint in Pune which willimprove our operational efficiencies and customer service.

On a standalone basis the Safety and Industrial business declined by 6.86%;Transportation business declined by 14.05%; Health Care business declined by 30.24%; andConsumer business declined by 2.13%.

The EPS (Basic and Diluted) of the Company for the financial year 2020-21 was Rs.132.53 per Share as compared to Rs. 194.38 per Share in the previous financial year adecrease of 31.82%. Detailed analysis of the performance has been discussed in theManagement's Discussion and Analysis Section of the Annual Report.

Portfolio Management: Last year in June 2020 the Company had announced the intentionto exit printed graphics (also called decals) business that used to sell to the 2W and 4Wautomotive OEMs. This was part of Transportation and Electronics portfolio. This portfoliorepresented well below 5% of our total company sales. The Company would like to informthat the business exit was completed with good transition support to our customers. TheVRS scheme was also successfully implemented. We would like to thank our employees whowere part of this business for several years for their contributions as well as ourcustomers.

Scheme of Arrangement between the Company and 3M Electro & Communication IndiaPrivate Limited

The Board of Directors of the Company and 3M Electro & Communication India PrivateLimited (3M E&C) at their Meetings held on 13 November 2019 had approved the Scheme ofAmalgamation of 3M E&C with the Company under Section 233 of the Companies Act. 2013.The Appointed Date fixed under the Scheme was 1 April 2019. The Company sought approvalsfrom Members and Creditors under Section 233(1)(b) of the Companies Act 2013 by SpecialResolutions through Postal Ballot notice dated January 21 2020. The results of the votingby Postal Ballot were announced on February 28 2020.

Based on the opinion from external Legal Counsel the Company has made an applicationduring the month of October 2020 with the jurisdictional Regional Director of the Ministryof Corporate Affairs seeking approval of the Scheme. Additional information sought by theRegional Director has been submitted and the Company is awaiting updates from the officeof the Regional Director.

Shifting of Corporate Office

3M India corporate headquarters situated at UB City Bangalore was at the end of leaseperiod with legal requirement to provide six months' notice to all the landlords. Thisoffice measured 102088 sft. across 8 floors in Concorde Block. Due to the CoVID19pandemic and subsequent to lock-down from March 2020 this office was largely vacant withonly security and housekeeping staff present. Moving into a co-shared office space wasproposed to the global Headquarters. The US Real Estate team meanwhile was searching fora ‘Future of the Workspace' template in a post COVID world and were enthusiasticabout the proposal and approval was attained in record time. A large multifunctional teamwas formed in November 2020 to address multiple aspects of exiting UB City in a smoothprocess. The Company is proud to report that from May 120213M India shifted itscorporate office to the co-shared space at WeWork in Bangalore.

Information Technology

Your Company operates an Information Security Management System (ISMS) mainly centeredin the Head Office St. Paul USA is certified to the requirements of ISO/IEC 27001:2013and continue to meet the certification requirements since 2014. Enhancing and optimizingcybersecurity protection continue to be one of top priorities. A new SaaS securityawareness tool with advanced features was deployed. This includes monthly phishingcampaigns to all users globally and monthly security awareness communication and trainingfeatures. Yearly programme on renewing and testing the cybersecurity incident responseprocess continued to ensure currency and adequacy. NIST CSF - The National Institute ofStandards and Technologies Cybersecurity Framework: provides a common language andlifecycle approach for understanding managing and expressing cybersecurity risks. Ithelps identify and prioritize actions for reducing risk and helps align policy businessand technology approaches to managing that risk. Your Company has also deployed UnifiedThreat Management commonly abbreviated as UTM that provides multiple security featuresand services in a single device or service on the network protecting users from securitythreats in a simplified way. UTM includes functions such as anti-virus anti-spam contentfiltering and web filtering. 3M

Information Technology support team has been able to provide best of the IT Supportduring the second wave spread of COVID-19 across the Country by enabling Work from Homesolution in terms of Connectivity End User support and have a seam less IT ContinuityPlan without affecting business operations of the Company.

Supply Chain

• Year 2020 was challenging year with pandemic crippling the supply chain routesyour Company ensured that all the Customer orders are catered in the fastest manner whileworking around the logistics challenges;

• Market slow down impacted the working capital which rose to a high in June 2020impacting the cash reserves accordingly actions were initiated to stagger the purchasescollaborative planning parameter management which led to working capital coming down byDecember 2020; and

• Re-alignment of Supply Chain Planning function with Asia Centre ofExcellence(COE) wherein business group wise alignment was made with dedicated resources;India benefiting through best practices deployment and regional team's support.

Contribution to Exchequer

During the financial year 2020-21 the Company has paid various taxes on account of itsbusiness/operation viz. CGST IGST Direct Taxes and Customs Duty amounting to Rs. 791.57crores in aggregate.

Investments

Capital Investments during the financial year 2020-21 is Rs. 4041.72 Lakhs (Net ofcapital work-in-progress and capital advances) (PY 2019-20: Rs. 1983.52 Lakhs).

INFORMATION ON THE FINANCIAL PERFORMANCE/FINANCIAL POSITION OF THE SUBSIDIARIES/ASSOCIATES/JOINT VENTURE

In accordance with Section 129(3) of the Companies Act 2013 a statement containingsalient features of the financial statement of the Subsidiary Company in Form AOC-1 isprovided as "Annexure L" to this report.

3M Electro & Communication India Private Limited (3M E&C)

During the year under review the revenue from operations of 3M E&C decreased toRs.18451.93 Lakhs in the financial year 2020-21 compared to Rs. 22221.45 Lakhs infinancial year 2019-20. The Profit before tax for the financial year 2020-21 isRs.1748.08 Lakhs as against Rs. 3226.27 Lakhs in the financial year 2019-20. The Profitafter tax for the financial year 2020-21 is Rs. 1307.56 Lakhs as against Rs. 2329.67Lakhs in the financial year 2019-20. The Total Comprehensive Income is Rs. 1270.95 Lakhsfor the financial year 2020-21 as against Rs. 2290.68 Lakhs for the last financial year.

Highlights of 3M E&C

• Government focus and its clear intentions to drive Sustainability and Make inIndia provide us with clear mega trends which presented the Company with the opportunityin EV and MHH segments.

• In EV space the industry declined by 20% compared to FY20 and main reason being2W and 3W EV drop. The Indian OEMs continues to be leader in PV EV. Auto Electrificationremains a strong focus area for us and we are taking the Big 3M approach to introduceValue added solutions with OEMs in the area of Battery Thermal Management Improvement ofLife and safety of Batteries and Heads up Display solutions.

• In the year 2020 India's smartphone shipments reached over 150 million unitsand around a similar number for the feature phones. The government cleared 16 proposalsfrom domestic and international companies entailing investment of11000 crore under thePLI scheme to manufacture mobile phones worth 10.5 lakh crore over the next five years.This brought in investments from almost all large mobile OEMs and their contractmanufacturers. However due to travel restrictions their tiers could not commenceproduction as planned. The Company which has long been in the forefront as a materialsupplier to this segment globally with continued close engagement has been and willcontinue to facilitate supply chain movement to the tier suppliers to enable more localcontent.

In accordance with the third proviso to Section 136(1) of the Companies Act 2013 theAnnual Report and Financial Statements of the Subsidiary Company for the financial year2020-21 have also been placed on the website of the Company https://www.3mindia.in/3M/en-IN/company-in/about-3m/financial-facts-local/.

MATERIAL CHANGES AND COMMITMENTS

There have been no material changes and/or commitments affecting the financial positionof the Company since the close of the financial year and till the date of this report.

CHANGE IN THE NATURE OF BUSINESS

There were no changes in the nature of business during the year under review.

MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis Report is annexed herewith as "AnnexureA".

CORPORATE GOVERNANCE AND SHAREHOLDER INFORMATION

A separate Report on Corporate Governance in terms of Regulation 34 of Securities andExchange Board of India (Listing Obligations and Disclosure Requirements) Regulations2015 (hereinafter referred as "Listing Regulations") along with Certificate froma Practising Company Secretary regarding compliance to the conditions stipulated underChapter IV of the Listing Regulations is annexed as "Annexure B".

BUSINESS RESPONSIBILITY REPORT

A separate Section on Business Responsibility is annexed as "Annexure C" andforms part of this Annual Report as required under Regulation 34(2)(f) of the ListingRegulations.

SHARE CAPITAL EQUITY SHARES WITH DIFFERENTIAL VOTING RIGHTS

The Company has only one class of Share i.e. Equity Share with a face value of Rs.10/- each. The Authorized/Issued/ Subscribed and fully Paid-up Share Capital as at March312021 is Rs. 112650700 (divided into 11265070 Equity Shares of Rs. 10/- each).

During the year under review the Company has not issued Equity Shares nor Shares withdifferential voting rights nor granted Stock Options nor Sweat Equity.

LISTING WITH STOCK EXCHANGES

The Company has paid the Annual Listing Fees for the financial year 2021-22 to NationalStock Exchange of India Limited (NSE) and BSE Limited (BSE) where the Company's EquityShares are listed.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL Appointment and Re-appointment:

The following Appointment and Re-appointment were made during the financial year tillthe date of the report:

• Based on the recommendations of the Nomination and Remuneration Committee andperformance evaluation carried out the Board at its Meeting held on February 10 2021approved the re-appointment of Ms. Radhika Govind Rajan (holding DIN: 00499485) as aNon-Executive Independent Director for a second term of Five (5) years with effect fromMay 27 2021. The Members of the Company have approved her re-appointment by way of aSpecial Resolution through Postal Ballot Notice dated February 10 2021. The results ofthe voting by Postal Ballot were announced on March 26 2021.

• Based on the recommendations of the Nomination and Remuneration Committee theBoard at its Meeting held on August 13 2020 had appointed Ms. Mamta Janak Gore (holdingDIN: 08792863) as an Additional Director and Whole-time Director (designated as Whole-timeDirector and Chief Financial Officer) of the Company for a period of Three (3) years witheffect from September 01 2020 to August 31 2023 (categorized as Executive Non-Independent Director). The Members of the Company have approved her appointment by way ofan Ordinary Resolutions through Postal Ballot Notice dated February 10 2021. The resultsof the voting by Postal Ballot were announced on March 26 2021.

• Based on the recommendations of the Nomination and Remuneration Committee theBoard at its Meeting held on August 13 2020 had appointed Mr. James Ernest Falteisek(holding DIN: 08792857) as an Additional Director (categorized as Non-Executive Non-Independent Director) of the Company with effect from September 012020. The Members ofthe Company have approved his appointment by way of an Ordinary Resolution through PostalBallot Notice dated February 10 2021. The results of the voting by Postal Ballot wereannounced on March 26 2021.

• Mr. Jongho Lee (holding DIN: 06720950) will retire by rotation at the ensuingAnnual General Meeting and being eligible offers himself for re- appointment. The detailsof Mr. Jongho Lee are exhibited in the Explanatory Statement to the Notice of the AnnualGeneral Meeting. The Board of Directors recommends his re-appointment.

• Based on the recommendations of the Nomination and Remuneration Committee andthe Audit Committee the Board at its Meeting held on May 28 2021 has appointed Ms. VidyaSarathy as Chief Financial Officer and also as Key Managerial Personal of the Company witheffect from June 12021.

Resignation and Retirement:

The following mentioned details are resignation and retirement were received during thefinancial year end until the date of the report:

• Ms. Sadhana Kaul (holding DIN: 02589934) Non-Executive Non-Independent Directorresigned as Director of the Company from the closing hours of May 05 2020 as she haddecided to pursue her career outside of 3M Group. The Board places on record itsappreciation for the contributions made by her to the progress of the Company during hertenure as Director.

• Mr. B.V. Shankaranarayana Rao (holding DIN:00044840) Whole-time Director of theCompany superannuated from the Company from the closing hours of May 13 2020 after a longassociation of 30 years of service with the Company. The Board places on record itsappreciation for the contributions made by him to the progress of the Company during histenure as Chief Financial Officer and as a Director.

• Ms. Mamta Janak Gore (holding DIN: 0008792863) Whole-time Director and ChiefFinancial Officer (CFO) of the Company resigned as Whole-time Director and CFO from theclosing hours of May 31 2021 consequent upon taking up higher role within 3M Group witheffect from June 12021. However she continues to be a NonExecutive Director of theCompany with effect from June 12021. The Board places on record its appreciation for thecontributions made by her to the progress of the Company during her tenure as ChiefFinancial Officer and as Whole-time Director of the Company.

As at the financial year ended March 312021 Mr. Ramesh Ramadurai Managing DirectorMs. Mamta Janak Gore Whole- time Director and Chief Financial Officer and Mr. V.Srinivasan Company Secretary and Compliance Officer are the Key Managerial Personnel ofthe Company.

DECLARATION FROM INDEPENDENT DIRECTORS

The Company has received necessary declarations from each Independent Director of theCompany under the provisions of Section 149(7) of the Companies Act 2013 that they meetthe criteria of their Independence laid down under the provisions of Section 149(6) of theCompanies Act 2013 read with Listing Regulations. All the Independent Directors have alsoconfirmed under Regulation 16(b) of SEBI (LODR) Regulations 2015 that they are notNonIndependent Director of another Company on the Board of which any Non- IndependentDirector of the listed entity is an Independent Director.

DETAILS OF BOARD AND COMMITTEE MEETINGS DURING THE FINANCIAL YEAR

During the financial year ended March 312021 Four (4) Meetings of the Board wereheld. The Company has Five (5) Board Committees. The date composition and number ofMeetings attended by each Director/Committee Member along with other Committee Meetingsdetails are furnished in the Corporate Governance Report. All the Board/ Committeemeetings for the FY 2020-21 were held through video conferencing/other audio visual means.

COMPOSITION OF AUDIT COMMITTEE

As on the financial year ended March 312021 the Audit Committee of the Companyconsisted of Three (3) NonExecutive Independent Directors and One (1) Non-ExecutiveDirector and all of them have financial and accounting knowledge. The Members of theCommittee are Mr. Biren Gabhawala (Chairman) Mr. Bharat Shah Ms. Radhika Rajan and Mr.Jongho Lee. The Board has accepted all the recommendations made by the Audit Committeeduring the year under review.

NOMINATION AND REMUNERATION COMMITTEE POLICY

The Board has on the recommendation of the Nomination & Remuneration Committeeframed a Policy for selection and appointment of Directors Senior Management and forother employees and their remuneration. The same has been disclosed on the website athttps://www.3mindia.in/3M/en-IN/company-in/about-3m/financial-facts-local/.

The composition criteria for selection of Directors and the terms of reference of theNomination and Remuneration Committee is stated in the Corporate Governance Report.

ANNUAL BOARD EVALUATION

The Board of Directors has carried out an annual evaluation of its own performance itsCommittees and Directors pursuant to the requirements of the Companies Act 2013 ListingRegulations and as per the Guidance Note issued by SEBI. Further the IndependentDirectors at their exclusive meeting held during the year reviewed the performance ofthe Board its Chairman and Non-Executive Directors and other items as stipulated underthe Listing Regulations. The manner in which the evaluation has been carried out has beenexplained in the Corporate Governance Report.

DETAILS OF REMUNERATION OF DIRECTORS

Disclosure pursuant to Section 197(12) of the Companies Act 2013 read with Rule 5(1)of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 isannexed herewith as "Annexure D".

REMUNERATION RECEIVED BY MANAGING/WHOLE TIME DIRECTOR FROM HOLDING OR SUBSIDIARYCOMPANY

During the year under review no Commission or Remuneration was paid to the ExecutiveDirectors from Holding/ Subsidiary Companies.

DIRECTORS' RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and according to the information andexplanations obtained by them your Directors make the following statements in terms ofSection 134(3) (c) of the Companies Act 2013:

(a) that in the preparation of the annual financial statements for the Financial Yearended March 31 2021 the applicable accounting standards have been followed along withproper explanation relating to material departures if any;

(b) that such accounting policies as mentioned in Notes to the Financial Statementshave been selected and applied consistently and judgement and estimates have been madethat are reasonable and prudent so as to give a true and fair view of the state of affairsof the Company as at March 312021 and of the profit of the Company for the year ended onthat date;

(c) that proper and sufficient care has been taken for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities;

(d) that the annual financial statements have been prepared on a going concern basis;

(e) that proper internal financial controls were in place and that the financialcontrols were adequate and operating effectively;

(f) that systems to ensure compliance with the provisions of all applicable laws werein place and were adequate and operating effectively.

INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY

The Company's Internal controls is aligned to Global 3M's internal control overfinancial reporting which are based on the framework established by the Committee ofSponsoring Organizations of the Treadway Commission (COSO) in Internal Controls —Integrated Framework (2013). The internal controls framework essentially has two elementsviz. (1) structures policies and guidelines designed to achieve efficiency andeffectiveness in operations and compliance with laws and regulations and (2) an assurancefunction provided by Internal Audit.

The Directors have laid down internal financial controls to be followed by the Companyand such policies and procedures adopted by the Company for ensuring the orderly andefficient conduct of its business including adherence to Company's policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information.

The Company has in place adequate systems of internal controls commensurate with itssize and the nature of its operations. These have been designed to provide reasonableassurance with regard to recording and providing reliable financial and operationalinformation complying with applicable statutes safeguarding assets from unauthorized useor losses executing transactions with proper authorization and ensuring compliance ofcorporate policies.

The Company through its own Corporate Internal Audit Department carries out periodicaudits to cover all the offices factories and key areas of business segments based on theplan approved by the Audit Committee and bring out any deviation to internal controlsprocedures. The Internal Auditor functionally reports to the Audit Committee andadministratively to the Managing Director. The observations arising out of audit areperiodically reviewed and compliance ensured. The summary of the Internal Auditobservations and status of the implementation is submitted to the Audit Committee of theBoard of Directors. The status of implementation of the recommendations is reviewed by theCommittee on a regular basis and concerns if any are reported to the Board.

DISCLOSURE REGARDING FRAUDS

During the year under review there were no frauds reported by the Auditor to the AuditCommittee or to the Board. DEPOSITS

During the year under review the Company has neither accepted nor renewed any depositsfrom public within the meaning of Section 73 of the Companies Act 2013 read with theCompanies (Acceptance of Deposits) Rules 2014.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

During the year under review the Company has not given any Loans provided anyguarantees or made any Investments covered under Section 186 of the Companies Act 2013.except for the investments made during the financial year 2018-19 for the acquisition ofall the outstanding shares of 3M Electro & Communication India Private Limited for Rs.58470 Lakhs.

RELATED PARTY TRANSACTIONS (RPTs)

All RPTs which were entered in to during the financial year were on an arm's lengthbasis and were in the ordinary course of business. All RPTs are placed before the AuditCommittee for approval. Prior omnibus approval of the Audit Committee is obtained on ayearly basis for the transactions which are foreseeable and repetitive in nature. Astatement exhibiting details of all actual RPTs versus the approval is placed before theAudit Committee for approval on a quarterly basis. A Policy on RPTs as approved by theBoard is uploaded on the Company's website at https://www.3mindia.in/3M/en-IN/company-in/about-3m/financial-facts-local/.

The Company being a part of 3M conglomerate has rights to carry out the businesswithin India and accordingly has access to Group's synergies state of the art productsand technologies competencies and "3M" brand name which are very critical andessential to carry out its business operations more efficiently in an increasinglyglobalized and competitive scenario. As a part of its regular business the Companypurchases avails/renders services from/to 3M Company USA and/or its group companies atarm's length basis. None of the Directors and the Key Managerial Personnel has anypecuniary relationships or transactions vis-a-vis the Company.

The RPTs are necessary normal to business play a significant role in the Company'sbusiness operations and also form integral part of the Company's business. An analysis ofall the RPTs entered into/by the Company and the basis of charge was undertaken through athird-party professional firm.

The Company has already taken approval of the Members for all material RPTs for theestimated transactions for Three (3) financial years starting from April 1 2020 to March31 2023 at the Annual General Meeting held on August 26 2020. Form No. AOC-2 pursuant toSection 134 (3) (h) of the Companies Act 2013 read with Rule 8(2) of the Companies(Accounts) Rules 2014 is annexed herewith as "Annexure E".

CORPORATE SOCIAL RESPONSIBILITY (CSR)

As a part of its initiatives under Corporate Social Responsibility (CSR) the Companyhas undertaken projects under the focus areas of Education and Community. The Companyprioritized its CSR allocations for FY 20-21 with greater focus on COVID related reliefand support initiatives to meet the emerging and medium-long term impact of COVID-19.These projects have been selected initiated and implemented in accordance with theactivities under Schedule VII of the Companies Act 2013.

EDUCATION:

In FY 20-21 the Company supported a variety of education initiatives to help childrenacross age groups with learning support digital learning aids and opportunities tocontinue their learning as schools were disrupted due to the pandemic.

1. School Readiness Program (Anganwadi):

The Company continued to support the School Readiness (Born Learning) initiative inpartnership with United Way of Bengaluru to transform Anganwadis under the ICDS program ofGovernment of India to ensure well rounded development of children under the age of 6.This is a national program covering 130 centers and is improving the lives of over 15000children below the age of 6 years. Year 2 intervention to support 40 Anganwadi centeractivities at S. R. Nagar and Jigani Bangalore Mumbai and Kolkata included activities tomaintain the centers as per COVID guidelines support the Anganwadi staff with virtualtrainings early child learning materials community mobilization and training andcapacity building activities. This program is working towards achieving the SustainableDevelopment Goal (SDGs) 4 to ensure inclusive and equitable quality education andpromotion of lifelong learning opportunities for all.

2. Project Nanhi Kali: Educating the Girl Child:

The Company continued to sponsor the education of 2861 girl students in partnershipwith K.C. Mahindra Trust under Project Nanhi Kali. During FY 20-21 the program providedadditional academic support to girl students from primary and secondary schools in therural district of Ambegaon in Pune. Due to the pandemic schools were shut and the afterschool academic support centers had to be discontinued during the lockdown. To ensure thegirls stayed in touch with learning tutors continued to keep in touch with the girlstudents via home visits and virtual sessions. Community centers re-opened in September2020 on a rotational basis where stringent COVID-19 safety and hygiene protocols werefollowed. A personalized adaptive learning software called Mindspark was introduced viadigital tablets and browser versions to help the students continue their learningdigitally. The digital curriculum covered English Math and the local language for girlsfrom Grade 1-10 and science from Grade 6-10. Tutors were trained on the new software tofacilitate learning and conduct assessments. A professionally designed sports curriculumwas also integrated into the programme. All the girl students received new school bagswith stationery items pullover raincoat and feminine hygiene material. As a result ofthese interventions the program was able to ensure at least 81-83% average attendanceamongst the girl students and maintain a high level of performance in foundationalsubjects i.e. 76% average marks in both English and the local language and 70% averagemarks in Math.

3. 3M-CII Young Innovators Challenge Awards Program:

During FY 20-21 the Company successfully completed the 7th edition of the YoungInnovators Challenge in partnership with the Confederation of Indian Industry (CII). Thisprogram annually recognizes young innovators under 30 years of age with grantsrecognition and access to networks for their innovative ideas to impact society. Thetheme for the year was inclusive ideas for a resilient India which received over 2500applications compared to 800+ last year. Due to the pandemic the end-to-end process frominviting applications screening submissions to selecting the winners was done virtually.Virtual events webinars and multiple coaching sessions served as a catalyst to raise thequality of participation. The felicitation of the winners was done virtually at the CIIIndia Innovation Summit which was held virtually last year. The winning ideas demonstratedyoung peoples' ability to design innovative models and addressed many of the UNSustainable Development Goals (SDGs) like Good Health and Well Being Decent Work andEconomic Growth Zero Hunger and Reduced Inequalities.

4. District Library Program:

The Company initiated the district library program in partnership with United Way ofBengaluru as a part of its post COVID initiatives to build resilience in our communities.The program supports the Govt. of Karnataka's initiative to set up informal learningspaces in gram panchayat libraries. Due the pandemic rural children have not had accessto schools and learning has been disrupted. The objective of this initiative is to helpbuild a reading habit amongst rural children by using both books and digital readingoptions. The program supports the setting up of 992 gram panchayat libraries across 5districts in the state (Bangalore Rural Mandya Tumkur Chikkaballapura and Ramanagara)Safe and hygienic spaces such as community halls anganwadi centres school rooms arali-kattes etc. will be equipped with physical books and digital infrastructure includingcomputers/laptop Wi-Fi hotspots LCD projector and screens. The program is expected toimpact over 6 lakh children in the age group of 6-14 years including children withspecial needs.

COMMUNITY:

In FY 20-21 the Company focused on community initiatives to strengthen healthcareinfrastructure in the communities and also skill community health workers on health andhygiene practices.

1. Project Pahal: Skill Development of Community Healthcare Workers:

In line with the Government's priorities towards preventive and promotive health in2018 the Company joined a consortium of various organizations including GE HealthcareUSAID Hindustan Latex Family Planning Promotion Trust (HLFPPT) to participate in askilling initiative to empower women community health workers. In FY 2020-21 the Companycontinued to support the last phase of the skilling program which helped to successfullymeet the milestone of training 4400 women Community Health Workers across Uttar Pradeshand Rajasthan in health and hygiene practices focused on material and childcare. When thepandemic broke out last year Govt. of India relied on the efforts of Community HealthWorkers largely women to support Govt. healthcare initiatives especially around on how tocurb the spread of infection in communities. The last leg of community health workers wastrained virtually last year with a special COVID module. In December a virtual closingevent was organized with all partners of the program. As a knowledge partner 3M broughtin expertise in infection control and hygiene. The end line findings showed an increase inoverall awareness of health and hygiene practices and health seeking behaviour amongst thecommunities.

2. Partnership with Sri Shankara Cancer Foundation Hospital to support Bone marrowtransplant lab:

In FY 20-21 the Company made a grant to the Sri Shankara Cancer Foundation HospitalBangalore towards a range of medical equipment to support the new Bone Marrow Transplantlab at the hospital. The Bone Marrow Transplant lab will be able to provide this essentiallife-saving treatment at a much lower cost than normal operations and provideinternational standard treatment to patients in India especially amongst the poorersections of society. The Sri Shankara Cancer Foundation's work includes research anddevelopment to reduce the number of cancer patients in urban and rural areas throughprevention early detection and awareness.

3. Providing diagnostic and preventive healthcare access to remote communities:

The Company committed to fund the Smile on Wheels Mobile Healthcare Vans initiativeimplemented by Smile Foundation to provide access to diagnostic and preventive healthcareto underprivileged populations in 4 aspirational districts Siddharthnagar in UttarPradesh Gaya in Bihar Goalpara in Assam and Balangir in Odisha. These districts wereidentified for their limited accessibility to Primary Health Care Services. Due toCOVID-19 the existing Government healthcare delivery system has been overburdened. Eachvan will travel to the communities to provide preventive promotive & curativeservices at their doorsteps. The vans will provide free OPD services medicines identifyand refer symptomatic COVID-19 patients to govt. facilities capacity building of ProjectStaff create awareness on preventive practices and promote important Govt. healthcareinitiatives. The vans will collectively provide approximately 156000 treatments to thetarget group population over a span of 39 Months.

COVID RELIEF INITIATIVES

During the pandemic the Company's community response towards COVID-19 was directed atprograms that helped address the emerging needs of the communities. The Company deployed anumber of programs to address the various challenges that arose as the pandemic evolved.During the lockdown the Company deployed a cooked food and dry rations program to supportstranded migrant workers near its manufacturing sites in Pune. As the impact of thelockdown worsened with several migrant populations losing their livelihood the Companyworked with multiple NGOs - Smile Foundation Barefoot College and Bal Utsav to implementa national food security program to support vulnerable communities with a food andessentials kit across Bihar Rajasthan Karnataka Assam Tripura Telangana and Gujarat.The Company also facilitated the implementation of a grant of USD 300000 from 3Mgiveswith United Way India to support Govt. COVID hospitals and health departments in hotspotcities with critical medical equipment as the cases peaked during September-October lastyear.

The Annual Report on CSR activities is annexed herewith as "Annexure F".

DETAILS OF REMUNERATION OF EMPLOYEES

Pursuant to Section 197(12) of the Companies Act 2013 read with Rule 5(2) & (3) ofthe Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014statement showing details of top Ten (10) employees in terms of remuneration drawn duringthe financial year and other employees of the Company employed throughout the year andemployees employed for part of the year who were in receipt of remuneration of Rs. 1.02Crores or more per annum and Rs. 8.50 Lakhs or more per month respectively is annexedherewith as "Annexure G."

ENERGY CONSERVATION TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The Information on Conservation of Energy Technology Absorption and Foreign ExchangeEarnings and Outgo stipulated under Section 134 (3) (m) of the Companies Act 2013 readwith Rule 8(3) of The Companies (Accounts) Rules 2014 is annexed as "AnnexureH".

RISK MANAGEMENT POLICY

The Company has a Risk Management Policy pursuant to the requirements of ListingRegulations. The details of Committee and its terms of reference are set out in theCorporate Governance Report forming part of the Board's Report.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There were no significant and material orders passed during the financial year by theRegulators/Courts which would impact the going concern status of the Company and itsfuture operations.

INSOLVENCY AND BANKRUPTCY CODE 2016 (31 OF 2016)

There was no application made or any proceeding pending under the Insolvency andBankruptcy Code 2016 (31 of 2016) during the financial year.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

The Company has an effective vigil mechanism by way of Business Conduct ConcernReporting Policy (Whistle Blower Policy) for upholding 3M's Code of Conduct. The detailsof the said Policy are stated in the Corporate Governance Report and also available on thewebsite of the Company https://www.3mindia.in/3M/en-IN/company-in/about-3m/financial-facts-local/. During the year the Company reached out to employees throughe-learning modules for creating greater awareness with respect to its Fair CompetitionDirective and Anti-Bribery and Corruption Directive. This has helped in achieving a highlevel of engagement and compliance among the employees.

STATUTORY AUDITOR

The Company at its 29th Annual General Meeting (AGM) held on August 5 2016had appointed Messrs. BSR & Co. LLP Chartered Accountants Bengaluru (ICAI FirmRegistration No. 101248W/W-100022) as the Statutory Auditors for a term of Five (5)consecutive years from the conclusion of the 29th AGM to the conclusion of the34th AGM subject to ratification of their appointment by the Members everyyear. The requirement of seeking ratification of the members for continuance of theirappointment has been withdrawn consequent upon the changes made by the Companies(Amendment) Act 2017 with effect from May 7 2018.

The first term of the appointment of Statutory Auditors expires at the conclusion of 34thAGM. Accordingly in terms of Section 139 of the Companies Act 2013 read with theCompanies (Audit and Auditors) Rules 2014 the present Statutory Auditors of the CompanyMessrs. BSR & Co. LLP would hold office until the conclusion of the ensuing AGM. Theyhave expressed their willingness to be reappointed for a further term.

In terms of the provisions of Section 139(2)(b) of the Companies Act 2013 an AuditFirm can be appointed for two terms of five consecutive years each. The Board of Directorsat its meeting held on February 10 2021 after considering the recommendations of theAudit Committee had recommended the re-appointment of Messrs. BSR & Co. LLP. as theStatutory Auditors of the Company for approval of the Members to hold office for aperiod of Five (5) consecutive years from the conclusion of the ensuing 34thAGM until the conclusion of 39th AGM to be held in the calendar year 2026.Messrs. BSR & Co. LLP. has submitted their confirmation to the effect that theycontinue to satisfy the criteria provided in Section 141 of the Companies Act 2013 andthat their appointment is within the limits prescribed under Section 141(3)(g) of the Act.

Members are requested to consider and approve the re-appointment of Messrs. BSR &Co LLP as the Statutory Auditors of the Company to hold office for a period of Five (5)consecutive years from the conclusion of the ensuing 34th AGM until theconclusion of 39th AGM and to fix their remuneration.

COST AUDIT

Pursuant to Section 148 of the Companies Act 2013 read with the Companies (CostRecords and Audit) Rules 2014 the cost audit records maintained by the Company inrespect of the products covered under the said rules are required to be audited by a CostAccountant. Accordingly the Board of Directors of the Company at its Meeting held on May28 2021 on the recommendation of the Audit Committee approved re-appointment of Messrs.Rao Murthy & Associates Cost Accountants Bengaluru (ICAI Firm Registration No.000065) to conduct the audit of the cost records of the Company for the financial year2021-22 at a remuneration of Rs. 475000/- (Rupees Four Lakhs Seventy-Five Thousand only)plus taxes as applicable and out of pocket expenses at actuals.

The Audit Committee has also received a certificate from the Cost Auditor certifyingtheir independence and arm's length relationship with the Company.

As required under the Companies Act 2013 the remuneration payable to the Cost Auditoris required to be placed before the Members at the General Meeting for their ratification.Accordingly a resolution seeking ratification of the remuneration payable to Messrs. RaoMurthy & Associates Cost Accountants Bengaluru is included in the Notice conveningthe AGM.

Disclosure on Cost Audit: For the financial year ended March 31 2020 the Cost AuditReport submitted by Messrs. Rao Murthy & Associates Cost Accountants Bengaluru wasfiled with the Ministry of Corporate Affairs on September 8 2020 vide SRN: R54066907well within the due/extended date. Messrs. Rao Murthy & Associates has confirmed thecost records for the financial year ended March 31 2020 are free from anydisqualifications as specified under Section 141(3) and proviso to Section 148(3) readwith Section 141(4) of the Act.

SECRETARIAL AUDIT

Pursuant to the provisions of Section 204 of the Companies Act 2013 and the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 the Company appointedCS Parameshwar G. Bhat Company Secretary in practice (FCS:8860 CP:11004) to undertakethe Secretarial Audit of the Company for the financial year 2020-21. The Report of theSecretarial Audit Report is annexed herewith as "Annexure I

SEBI vide its Circular no. CIR/CFD/CMD1/27/2019 dated February 8 2019 has mandated allthe Listed entities having its Equity Shares Listed on the Stock Exchange(s) to obtain theAnnual Secretarial Compliance Report in the prescribed format from a Practising CompanySecretary from the financial year ended March 31 2019 onwards and the Report should besubmitted to the concerned Stock Exchanges within 60 days from the end of the financialyear and be included in the Annual Report. The Annual Secretarial Compliance Report fromCS Vijayakrishna K T is annexed herewith as "Annexure I-1 " which will be filedwith the Stock exchanges within the prescribed time limit.

EXPLANATIONS IN RESPONSE TO AUDITORS' QUALIFICATIONS

During the year under review there were no qualifications reservations or adverseremarks made by the Statutory Auditors/Secretarial Auditor in their respective Reports.

COMPLIANCE WITH SECRETARIAL STANDARDS

During the financial year 2020-21 your Company has complied with the applicableSecretarial Standards issued by the Institute of Company Secretaries of India.

ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT 9 is annexedas "Annexure K". In terms of Section 92(3) of the Companies Act 2013 and Rule12 of the Companies (Management and Administration) Rules 2014 the draft Annual Returnin Form MGT 7 for the FY 2020-21 of the Company is available on the website of the Companyat the link: https://www.3mindia.in/3M/en IN/company-in/about-3m/financial-facts-local/.

DISCLOSURES UNDER THE SEXUAL HARASSMENT OF WOMEN AT THE WORKPLACE (PREVENTIONPROHIBITION & REDRESSAL) ACT 2013

The Company has in place a Policy against Sexual Harassment at workplace in line withthe requirement of Sexual Harassment of Women at Workplace (Prevention Prohibition andRedressal) Act 2013. The Policy is available on the

website of the Companyhttps://www.3mindia.in/3M/en-IN/company-in/about-3m/financial-facts-local/. InternalComplaints Committees (ICC) have been set up to redress complaints received regardingsexual harassment.

Status of Complaints during the FY2020-21:

1. Number of complaints of sexual harassment received in the financial year (April12020 to March 312021): Two

2. Number of complaints disposed off during the financial year: Two

3. Number of cases pending for more than 90 days: NA

4. Number of workshops or awareness programmes carried out in connection with sexualharassment: Two

5. Remedial measures taken by the Company: Training & awareness launchingcommunication campaign in Q2 2021. These programs were specifically towards POSHregulations. Apart from this we also cover POSH as a topic during new-employee onboardingprograms

HUMAN RESOURCES

During the financial year the Company took many initiatives to increase organizationalcapability and productivity to be value driven and future ready. As at March 312021 theCompany had employee strength of 1146 personnel.

OTHER DISCLOSURES

During the financial year under review the Company:

a. has not bought its own Shares nor has given any loan to the employees (includingKMPs) of the Company for purchase of the Company's Shares and

b. has not issued any Shares to trustees for benefit of employees.

c. there was no revision in the Financial Statements.

ENVIRONMENT HEALTH AND SAFETY

Global health and safety issues are prevalent in workplaces around the world. Creativeinnovation technology education and collaboration are all critical if we are to tacklethese human health and workplace safety concerns.

3M India Limited as a Company rooted in scientific exploration and the belief thatevery problem has a solution. Our success depends on interactions with many functions andat many levels and a common understanding of the roles and responsibilities of allinvolved. We also embrace this commitment for our own operations and to that end willcontinue to take steps to protect our most important asset - 3M employees.

ENVIRONMENT

The Company has three (3) Manufacturing Plants in operation in India and all threeplants have Environmental Management Systems certified to new ISO 14001: 2015 standard.

We at 3M are continuing to step up our leadership toward a more sustainable future - inour own operations and in solutions for our customers. Sustainability is at the core ofwhat we do at 3M. We are committed to improving our business our planet and every life.

3M's strategies for sustainable development encompass the pursuit of customersatisfaction and commercial success within a framework of environmental social andeconomic values. We are committed to complying with all applicable environmentalrequirements worldwide. Beyond compliance the company continues to make significantinvestments to reduce the environmental footprint of our operations; and our products withsustainable attributes help customers reduce their environmental footprint and help tomeet their Sustainability goals. Always 3M believes environmental policy and regulationsshould be guided by science-based decision making.

3M's commitment

The challenges we must tackle for a sustainable future don't always follow clear rulesor methods but we know science can help tackle them. We are looking at ways to buildpurpose into leadership and talent development across the company to recognize businessopportunities that help the Company to grow while addressing societal issues. We cutacross industries and silos to collaborate with suppliers customers and communities byworking together toward building a more resilient world.

Raw materials: As more resources are consumed by an ever-growing population it isimperative that product design and manufacturing processes consider the ecological impactduring life and after end-of-life. 3M's edge begins with our well established safeecological practices. Today this is manifest in improved raw material usage recyclableand sustainable innovations that we are empowering lives with.

Sustainability target for the Manufacturing plants were to reduce the Waste Water andEnergy w.r.t to 2015 Baseline numbers

Waste generated at Plants is majorly sent for co processing in cement kilns therebyreducing the carbon footprint of the sites.

• Waste: Global target for waste has been Reduce manufacturing waste by anadditional 10% indexed to sales by 2025 compared to 2015 baseline. Efforts are made toreduce the waste generation at source. 3M Waste (NWI/ Quality Rejections/Production Waste)being used as alternate fuel in cement Industry This has helped 3M minimize theincineration process and maximize the co processing. This has enabled 3M to reduce thecarbon footprint by 400MT of CO2 so far year. Waste is co-processed; it does not exist inthe environment anymore and becomes part of Cement.

Waste generation reduction by 13.2%

•> Water: Water usage is being monitored with meters and pressure gauges thedrop in pressure gauges readings indicate water leakage which are attended immediately toprevent wastages. The treated wastewater is reused in the restrooms and in gardening.Reduced flowrate nozzles are put for taps in rest rooms to ensure prudent usage ofprecious resource.

Water consumption reduced by 48.1%.

• Energy & climate: Climate change is here to stay unless we drastically alterconsumption and adopt renewable alternate sources to power our needs and answer those ofour customers. 3M is proactively partnering with customers to understand needs andanswering them by employing 3M technology that promotes energy conservation are greenerand contribute to lower emissions.

Energy Consumption reduced by 26.1%

• Renewable Energy: Also 2 of the manufacturing plants are utilizing 26% share ofits energy consumption through renewable energy.

As part of World Environmental day initiative the plants have taken up variousenvironmental awareness programs including tree plantation in plants as well as publiclocation. All plants have sewage/wastewater treatment plants and the treated water isrecycled for cooling tower make and horticulture within the facilities.

The Company also embraces this commitment for its own operations and to that end 3Mhas a Water Stewardship Standard. 3M operations manage their water resources throughcompliance with regulatory requirements conservation and reuse and reporting of waterusage internally as well complying with law of the land requirement. Water resourcesinclude water intake effluent water discharge and rainwater. All 3M locations have aneffective Environmental management System (EMS) which includes the following elements likeevaluating internal and external factors (e.g. new processes regulatory changescommunity water issues) that may impact the facility's current or future water managementrequirements and consideration of water conservation projects and practices as part ofenvironmental footprint minimization efforts. Our responsibility begins at ourmanufacturing plants - from the way we save this scarce resource to stringentmanufacturing processes that strive to reduce consumption. If any facility falls underwater stressed location (with an annual water use equal to or greater than 1000 cubicmeters) is required to understand its water use pattern associated business risks andimpact - and to work with local water resources to understand potential impacts on thesurrounding area. Identified sites are also required to do water conservation planningoutlining current and future water conservation efforts.

The Company has undertaken various measures to ensure this precious resource isutilized with utmost care. All these efforts have helped the Company reduce the waterconsumption by 53% (KL/MT of production) compared to baseline of 2015 water sustainabilitygoals.

• Raw water use reduction by replacing old pipelines. This is done by identifyingthe pressure difference though the gauges.

• Underground hydrant network of pipelines which had corroded and was difficult totrace to correct leakages have been brought above ground at all plants to eliminate theroot cause.

• Increased Water meters monitoring at each source on a daily basis

• Effluent Treatment Plant is separated from the sewage treatment plant andtreated sewage water has been used for gardening and replacing fresh water

• Drive conducted to identify and arrest leakages and leakage prone network.Remote taps plugged where frequent vigilance is not available.

• At few plants we have installed an online Ozonator for water disinfection forsafe handling by gardeners

• We practice "Zero water Discharge" where treated water is utilizedfor inhouse garden and for other utilities.

• Drip irrigation lines added in the garden area which eliminate conventionalflooding & better utilize available water quantity

• Water usage is monitored with meters and pressure gauges. Drop in pressure gaugereadings indicate water leakage which are addressed to prevent wastage.

• Reduced flowrate nozzles are put for taps in rest rooms to ensure prudent usageof water.

SAFETY SYSTEMS

Your Company continues to reinforce our commitment to leadership in safety and health.All three manufacturing plants have migrated to ISO 45001 a standard for managementsystems of occupational health and Safety with a goal to reduce the occupational injuriesand diseases including promoting and protecting physical and mental health. 3M Indiacontinues to forge ahead with our commitment to leadership in safety and health. Like inthe prior year 3M Corporation recognized CEO EHS award for Pimpri manufacturing facilityBangalore plant received the prestigious Certificate of Commitment from Confederation ofIndia Industries CII 2020 Four Star Rating.

At 3M India We strongly believe that Safety Starts with every individual while thebehavior of every individual defines the culture of the organization.

All accidents and injuries are preventable

Everyone in organization is accountable for the safety performance

Safety and Health metrics are driven rigorously through tier level meetings whichstarts with Safety observations. Each plant has qualified Safety Officer and therepresentation of Employees at Plant safety committees includes both management andshop-floor employees and the meetings are chaired by the Plant manager. The High hazardactivities (HHA) that are carried out at sites are driven through Risk and Prioritization(RAP) review approach. Hierarchy of controls focus firstly on elimination of the hazardfollowed by substitution engineering controls and finally PPE with management along withmanagement oversight and STOP work initiates ensures our employees perform the job in thesafest possible manner. In addition to EHS risk analysis we have a crisis plan for everysingle 3M plant. Although we hope to never use our Crisis Management Plans it'scritically important that we have them in place keep them up to date and drill often tomake sure everyone understands what to do should an emergency occur. We care about thesafety of our people and communities around the world.

Your Company also deployed the EHS Cultural Excellence program rolled out by 3MCorporate. Leadership interaction and engagement with workers is a critical aspect ofenhancing the culture of an organization. Through applying the 3M Execution Model andManufacturing Excellence Principles in routine interactions with our workers the intendedoutcome is a safer healthier happier more trusting workforce. It is strongly believedthat listening to our workers focusing conversations towards high hazard activities andsituations and ensuring appropriate follow-up to concerns raised will ultimately resultin reduced significant injuries and events. Safety in 3M is in the DNA.

The year 2020 also made a mark for new EHS Self-Assessment roll out at allmanufacturing units which is required to be implemented by global 3M locations.

The 3M Environment Health and Safety (EHS) Management Standard (EHS-MS) provides thebasis to address EHS risks and compliance obligations applicable to all workers and their3M operations. All 3M locations and workers must understand manage and mitigate theirEHS risks and comply with all applicable 3M and government requirements. This approachutilizes a well-developed self-assessment process that is categorized into multipleelements addressing various areas and standards related to safety and health. 3M utilizesa variety of tools to manage risks from hazards in the workplace. We've used specializedtools successfully for a number of years in the areas of process safety industrialhygiene and ergonomics. Each of these disciplines uses a risk management approach tocategorize hazard levels and define appropriate levels of control.

The other EHS framework programs which 3M follows are Ergonomics Industrial hygieneProcess hazard management (PHM) Ventilation programs Static Management plan Combustibledust management Safety trainings Health and Wellness Programs which enables us to ensurebetter and safe work environment to all our employees.

All manufacturing units in India also embraced the Compliance & Audit Management& Metrics System (CAMMS) to comply with the regulatory requirements of the states andalso of the EHS Management System of 3M.

All these efforts translate into the EHS metrics being achieved and notably there hasbeen ZERO Lost Time injuries at any of the three manufacturing sites during this periodunder consideration.

HEALTH AND WELLNESS EFFORTS

Your Company believes in the philosophy that "your health matters as much as yourwork". 3M is about collaboration as well as innovation especially when it comes toemployee's health. That's why we offer employees and their family with resources andservices to support your holistic health: physical mental and emotional.

1. Your Company committed to support its employees throughout the pandemic we madecollaboration with a third party for COVID 19 health package to support employees with 24X 7 telehealth services to all employees and their families and also for Contingentworkers. Home quarantine program of active surveillance at home RTPCR sample collectionHome Care Kit dispatch during Lockdowns Ambulance to support medical emergencieshospital bed availability check door delivery of medicines.

2. COVID Prevention Ambassadors were trained to ensure ideal behaviors are implementand ensure Zero Close Contact at Workplace.

3. Influenza flu Immunization drive was conducted throughout the organization incollaboration with HR Benefits team.

4. Hepatitis B Vaccination has been imparted to all the ERT emergency response teammembers in 3M India Sites.

5. Respiratory Program was implemented throughout the organization for employees withdetailed Electronic Respiratory Medical Evaluation (ere) Respiratory Fit Test (RFT) andonline training to ensure they understand the use and care of respirators during pandemic.Fit testing activity was done across 42 cities during pandemic through a third-partyservice provider.

LEADERSHIP FOR COVID-19

Customer expectation shifted since COVID-19 the Company relies on scientific analysisand recommendations on how to prevent COVID-19 spread in your plant when making team-baseddecisions on the health and safety of its employees. The promotion of ZERO CLOSE CONTACTConcepts through leadership was crucial and was carried out in letter and spiritthroughout the organization. 3M India adopted the leadership top down approach whichmotivated and strengthened a positive culture during this pandemic journey throughforesight and proper planning. Like personal adversity builds character a crisis enhancesthe bonding of team and culture within the company when leaders do the right thing. Thistype of leadership shows "respect for every individual" which is the firstguiding principle for Operational Excellence that yields a high performing culture withlong-term profits.

In the 2020 As the pandemic situation continued to evolve across India and the worldit became all the more important to keep its facilities safe from COVID. While we care forothers protecting our key asset is main the 3M employee. 3M Corporate had foresight anddevised a pandemic preparedness plan for implantation at all facilities. Project Zero wasinitiated as an effort to prevent the spread of COVID-19 with a goal of Zero workcolleagues identified as close contacts of confirmed COVID-19 cases. Winning Behaviorswith GROW Inside Out Coaching was extensively used for Breakthrough Performance in our EHSCulture. The EHS Culture excellence model of See and Act was used to drive the idealbehaviors during Pandemic through Project Zero GROW model. Technology is important inachieving excellence and EHS is no exception to this.

3M Corporate developed an online platforms where all the protocols pertaining toCOVID-19 management were put in one place for all the 3M subsidiaries to follow this gave3M India an upper hand in preparing the facilities in line with global prevailing controlsystems for mitigating the risk of COVID-19.

3M believes in the hierarchy of controls which we always follow when it comes to safetyand Pandemic was no different:

• At 3M India for conducting high quality EHS Leadership interactions withworkers capturing these discussions in the See & Act tool in EHS 360.

• Power BI is extensively used for Trend charts of EHS giving more time for EHSengineers to be on shopfloor.

• A virtual platform was created to learn from best practices in other 3Msubsidiaries.

• When the facilities were about to reopen we ensured Return to Work Protocolswere implement through use of technology Various Skype and Microsoft team broadcastssessions were held on weekends to ensure employee's families trained on the protectivemeasures one needs to take during covid-19 while at home and outside. It was importantthis message has to reach people who do not use laptop's so links were created andemployees were reached through every available social media platform.

• An Online mobile application was developed to perform the daily self-assessmentby the employees with all controls of data privacy in place we call it 3M SPANDAN. Whereemployees who come to any 3M India facilities take the Self-assessment check on a dailybasis and obtain a Visual Health Code. Health code shall indicate to the 3M management thelist of employees who will be arriving to work on that day. It will also indicate theemployees who will be working from home based on the self-assessment results. This helpsus in identifying any high-risk employee and appropriate control measures are initiated.

AWARDS AND RECOGNITION

• Your Company was featured in Forbes India publication's "Ultimate 120"list which honoured companies and individuals who took the lead and performed underchallenging conditions due to COVID-19.

• 3M India's coating technology (3M™ Scotchkote™ Poly-Tech Exp-RG 700Solar Heat Reflective Coating) was honoured as amongst Fast Company's World Changing Ideasof 2020.

• Two women leaders from your Company were recognized by external bodies for theirprofessional achievements. The Company's CFO was recognized as the Best Woman CFO 2020 atthe 4th edition of Businessworld Best CFO Summit & Awards for outstandingperformance and leadership. The Company's General Counsel was awarded the Women in Lawexcellence award 2021 instituted by the Legal Era Legal Media Group which recognizesleadership innovation and achievements of women lawyers.

• The Company's local product packaging designs for 3M™ Conspicuity tapeCommand Hook promotional pack & Scotch-Brite broom were recognized for the IndiastarPackaging Awards a national award for excellence in packaging instituted by the IndianInstitute of Packaging.

• Your Company's Bangalore Electronics City plant was recognized by CII(Confederation of Indian Industry) with a 4 Star Rating for its commitment to EHSPractices and was awarded with the "Certificate of Commitment" for the year2020. This award category considered industries that excel in EHS practices and itsimplementation.

• The Company's Ranjangaon Plant received the CEO EHS Award the highest honouracross 3M for manufacturing sites that demonstrate performance excellence in environmenthealth and safety.

• The Company has been recognized by key automotive customers for qualityexcellence through FY 20-21.

ACKNOWLEDGEMENT

Your Directors thank and acknowledge with gratitude the co-operation assistance andsupport received from the

Central Government State Governments of Karnataka Maharashtra and Gujarat BankersShareholders Dealers

Vendors Promoters of the Company and all other Stake holders.

The Directors also wish to place on record their sincere appreciation and gratitudetowards the contribution made by

every employee of the Company.

On behalf of the Board of Directors

Ramesh Ramadurai Mamta Janak Gore
Managing Director Whole-time Director &
Place : Bengaluru DIN:07109252 Place : Dubai Chief Financial Officer
Date : May 28 2021 Date : May 28 2021 DIN:08792863

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