CORPORATE SOCIAL RESPONSIBILITY (CSR) POLICY
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Earlier, the Companies Act, 2013 has brought the concept of Corporate Social Responsibility in the limelight for all the qualifying companies through its “Comply –or – Suffer mandate.” However, with the amendment in the provisions of section 135 of Companies Act, 2013 dealing with Corporate Social Responsibility (“CSR”), the penal provisions for non-compliance CSR provisions have also come into force, changing the very nature of the CSR provisions from “comply or explain” to “comply or suffer”. The concept of Corporate Social Responsibility has gained prominence from all avenues. The company is committed to operate and grow its business in a socially responsible way. Over the years we have strived to serve the communities through various initiatives. We being a part of the society, we have a responsibility towards society.
The Corporate Social Responsibility (CSR) Policy of the Company, as approved by the Board of Directors, outlines a clear agenda through which we will continue to contribute to the communities directly.
- The Board of Directors shall be governed by the following conditions and restrictions while undertaking any CSR projects/programmes/activities:
- The CSR projects/programmes/activities undertaken by the Company, as per this policy shall exclude activities undertaken in pursuance of its normal business.
- The CSR projects/programmes/activities shall be undertaken in India only except for training of Indian sports personnel outside India who is representing any State or Union Territory at national level or India at international level.
- The CSR projects/programmes/activities that benefit only the employees of the Company and their families, shall not be considered and not qualify as CSR expenditure.
- Contribution of any amount directly or indirectly to any political party under Section 182, shall not be considered and not qualify as CSR expenditure.
- The surplus, if any, arising out of the CSR projects/programmes/activities shall not form part of the business profit of the Company.
- Activities supported by the Company on sponsorship basis for deriving marketing benefits for its products or services shall not form part of CSR expenditure.
- Activities carried out for fulfilment of any other statutory obligations under any law in force in India shall not form part of CSR expenditure.
A. FUNDING OBLIGATION:
In accordance with Section 135(5) of the Companies Act, 2013 (the Act), Company is committed to spend 2% of its average net profits made during the three immediately preceding financial years in some of the identified activities that are listed in Schedule VII (as amended) to the Act. This will include the expenditure directly and/or through activities undertaken by implementing agency, if any. If the Company spends excess amount towards CSR (over and above 2% in a financial year) it shall be eligible to set off such excess amount against the CSR obligation in succeeding three financial years, subject to the condition that the excess amount available for set off shall not include the surplus arising out of the CSR activities and the Board of Directors shall pass a Board resolution for the said setting off of excess amount spent In order to compute whether the Company has under spent or over spent, it shall consider the following:
a) Project Cost – It shall include designing, implementation, monitoring and evaluation cost incurred directly or indirectly on the project
b) Administrative Overheads – It shall not exceed 5% of the total CSR expenditure of the company for the financial year. Further, these expenses would not include expenses incurred by the Company towards designing, implementation, monitoring and evaluation
B. SELECTION:
The guiding principles for Selection of activities are:
a. Eligibility - Statutory eligibility of implementing agency through which the CSR activities are selected, i.e. to ensure whether those implementing agencies have registered under section 12A and 80G of the Income Tax Act, 1961, have an established track record of at least three years in undertaking similar activities and have also filed form CSR-1 with the Registrar of Companies.
b. Sustainability - Implementing agency has a track record of 3 years in undertaking similar programs or projects. We believe growth and environmental sustainability need not be conflicting. Our business model is designed to deliver sustainable growth. The inputs to the model are our brands, our people and our operations. The outputs to the model are sustained growth, lower environmental impact and positive social impact.
c. Goodwill – Implementing agency shall have a goodwill in performing its activities diligently.
d. Law of land – Implementing agency shall have a good stand in terms of Law of Land.
C. IMPLEMENTATION & MONITORING:
i. Implementation:
The Company may undertake, through a registered trust or a registered society, the CSR projects/programmes/activities in identified areas and as per the provisions of the Act and Rules, framed thereunder.
The Company may also collaborate with other companies for undertaking projects/programmes/activities in such a manner that the CSR Committees of respective companies are in a position to report separately on such projects or programs in accordance with the Act and Rules made thereunder.
Company may build CSR capacities of its own, i.e. of their own personnel, as well as those of their implementing agencies through institutions with a track record of at least three financial years, and any other criterions which the CSR committee, may deem fit.
Accordingly, HUF or such other entity will work closely with and support the Board and the CSR Committee in implementing CSR activities of the Company. HUF or such other entity will assist the CSR Committee in identifying the areas of CSR activities, programs and execution of initiatives as per defined guidelines. HUF or such other entity will also assist the Board and the CSR Committee in reporting the progress of deployed initiatives and in making appropriate disclosures (internal/external) on a periodic basis.
ii. Monitoring:
Impact Assessment – In the event of average CSR obligation of Rs. 10 crores or more in the three immediately preceding financial years, the Company shall ensure that impact assessment through an independent agency is carried out for CSR projects having an outlay of Rs. 01 crore or more. Expenditure incurred for such assessment shall not exceed 5% of the total CSR expenditure for the financial year or 50 lakh rupees, whichever is less.
Monitoring will be done with the help of identified key qualitative and quantitative performance indicators, with a continuous feedback mechanism, and recourse for mid-course correction in implementation, if needed, to ensure efficacy.
Assessment of utilisation of funds will also be done on a quarterly basis, along with submission of an annual consolidated utilisation which will be part of the Company’s Annual Report. This will include a rationale for shortfall or surplus of funds.
All expenditure towards the programs to be diligently documented. In case 2% of average net profit of the last 3 years is not spent in a financial year, reasons for the same to be specified in the CSR report.
The surplus from the allocated CSR budget will not be utilized for business or form part of business profits.
All activities will be undertaken in project mode with defined objectives and deliverables, clarity on target beneficiaries, implementation plans with schedule of timeline agreed prior to commencement of activities.
iii. Guiding Principles for Implementation and Monitoring:
a. Accountability and Transparency – Implementing agency shall be accountable for all expenses along with the acknowledgements. Further, there should be transparency in the actions to protect the interest of all the stakeholders.
b. Ethical Behaviour – Management and Implementing agency shall maintain ethical behaviour while implementing and monitoring CSR programs without any corruption.
c. No conflict of interest - There shall not be any conflict of interest in the objectives of employees involved in CSR activities and the implementing agencies. Both of them should work for benefits of the needy.
d. Respect for stakeholder’s interest - While identifying CSR programs, interest of all the stakeholders shall be taken into consideration. We are committed to conducting our operations with integrity and respect, in the interest of our stakeholders, and in line with our Code of Business Principles.
e. Collaboration - We collaborate and engage with different stakeholders including Governments, NGOs, IGOs, Suppliers, Farmers, and Distributors to tackle the challenges faced by the society.
The Company shall prepare an Annual Action plan of the Company to identify the activities and the CSR expenditure to be spent during the year which shall include the details as mentioned in the rules.
Further, the guiding principles required to formulate the Annual Action Plan are as follows:
a. CSR programs shall not include activities as restricted under the amended CSR Rules.
b. The preference for CSR programs is to be given by Company to local areas and areas around its operations.
c. The CSR activities may be carried out directly or through implementing agency/ies.
d. Payments to implementing agencies or to vendors should be milestone based.
e. All the guiding principles as required to be followed for implementing and monitoring the CSR Activities shall also be followed while formulating the Annual Action Plan.
f. Action plan shall be Simple, Action oriented, Measurable, Relevant and Time Bound.
During any financial year, the Annual Action Plan of the Company may be modified to include any unbudgeted expenditure, either on account of new project(s) or due to increase in the outlay for approved project(s).
Subject to the provisions of the Act, the Company may also utilize its CSR spend towards creation or acquisition of a capital asset.
We follow structured governance procedures to monitor CSR activities. Our CSR Policy is governed by the Board of Directors of the Company. The Board of directors of the company shall monitor the Policy and the programmes from time to time.
a. Board of Directors
The Board of Directors of the company shall provide oversight and guidance on CSR performance and monitors compliance with the CSR Policy, commitments and the applicable CSR provisions.
The role & responsibilities of the Board of Directors of the Company are:
The CSR activities with their execution modalities and implementation schedules is appended below as Annexure A which provides details of the initiatives that are covered under activities listed in the Schedule VII of the Companies Act, 2013 and are considered for the purpose of computing prescribed CSR spends. These activities undertaken by the Company are not expected to lead to any additional surplus beyond what would accrue to the Company in the course of normal operations. The Company may take up other CSR activities as may be appropriate.
The Policy issued pursuant to the Corporate Social Responsibility Policy Rules, 2013 as amended has been adopted by the Board of Directors in their meeting held on 01st April, 2021.
Activities where CSR expenditure can be done by the company:
(As per Schedule VII to Section 135)
Activities which may be included by companies in their Corporate Social Responsibility Policies
Activities relating to:
(i)Eradicating extreme hunger and poverty;
(ii) Promotion of education;
(iii) Promoting gender equality and empowering women;
(iv) Reducing child mortality and improving maternal health;
(v) Combating human immunodeficiency virus, acquired immune deficiency syndrome, malaria and other diseases;
(vi) Ensuring environmental sustainability;
(vii) Employment enhancing vocational skills;
(viii) Social business projects;
(ix) Contribution to incubators funded by Central Government or State Government or any agency or Public Sector Undertaking of Central Government or State Government, and contributions to public funded Universities, Indian Institute of Technology (IITs), National Laboratories and Autonomous Bodies (established under the auspices of Indian Council of Agricultural Research (ICAR), Indian Council of Medical Research (ICMR), Council of Scientific and Industrial Research (CSIR), Department of Atomic Energy (DAE), Defense Research and Development Organization (DRDO), Department of Science and Technology (DST), Ministry of Electronics and Information Technology) engaged in conducting research in science, technology, engineering and medicine aimed at promoting Sustainable Development Goals (SDGs).
(x) Rural development projects.
(xi) Slum area development.
(xii) Disaster management, including relief, rehabilitation and reconstruction activities
The Board of Directors may in their discretion and on recommendation of the CSR committee, make any changes/modifications and/or amendments to this Policy from time to time.
Requirements with respect to quorum, notice of meeting, documentation, etc. shall be in conformity with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India and approved by the Central Government, unless expressly stated otherwise.
In the event of any conflict between the provisions of this Policy and of the Act or Listing Regulations or any other statutory enactments, rules, the provisions of such Act or Listing Regulations or statutory enactments, rules shall prevail over and automatically be applicable to this Policy and the relevant provisions of the Policy would be amended/modified in due course to make it consistent with the law.
Annexure A
CSR Initiatives
| Sr. no. (1) | Projects/ Activities (2) | Schedule VII activity (3) | Details (4) | Category (5) | Annual Action Plan (6) | Monitoring Frequency (7) | Due date for Impact Assessment, if applicable (8) |
|---|---|---|---|---|---|---|---|
| 1 | Open Basic Education (OBE) to specially abled children and children with slow learning ability, leading to -A and B level exams | (ii) Promotion of education | Expenditure through activities undertaken by implementing agency | Event based | As may be decided by board of directors from time to time | As may be decided by board of directors from time to time | Not Applicable |
| 2 | Promoting girls education and skill building of girls amongst marginalized communities in Bharatpur, Rajasthan | (ii) Promotion of education | Expenditure through activities undertaken by implementing agency | Event based | As may be decided by board of directors from time to time | As may be decided by board of directors from time to time | Not Applicable |
| 3 | Health Sector improvement / facilitation to the Aged / Underprivileged marginalized communities in and around Nasik Dist. | (i) promoting health care including preventive health care | Expenditure through activities undertaken by implementing agency | Event based | As may be decided by board of directors from time to time | As may be decided by board of directors from time to time | Not Applicable |
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