(Required under the Companies Act, 2013 and Rules made thereunder) Formulated and recommended by the Corporate Social Responsibility Committee (“CSR Committee”) on 12/12/2021 and approved by the Board of Directors of the Company at its meeting held on 27/02/2022.
- The President of India on August 29, 2013 provided assent to the Companies Act, 2013 (the “Act”).
- Section 135 of the Act which stipulates the provisions relating to Corporate Social Responsibilities for companies was notified on February 27, 2014 and became effective April 1, 2014 “CSR Provisions”).
- KMBF Nidhi Ltd (“KMBF Nidhi Ltd” or “the Company”) falls within the scope of the aforesaid CSR Provisions.
- The Companies Act, 2013 has brought greater emphasis on CSR with rules that provide guidance on minimum CSR spend, focus areas, implementation mechanism and reporting to the shareholders of the company.
- KMBF Nidhi Ltd CSR Policy has been designed keeping in view the company’s business vision, its CSR vision and long-term social objectives that the company wants to do achieve. KMBF Nidhi Ltd CSR Policy has been created with the purpose to outline its CSR focus areas, review mechanism, execution process and reporting mechanism.
- Corporate Social Responsibility Projects (“CSR Project”) shall mean and include all programs, projects, activities, health camps, contribution to relief funds, charitable donations, and education grants, sponsorships that contribute to the overall sustainable development of local communities and thereby helps in welfare of the society at large.
The responsibility of the Board of Directors shall be as under:
- To approve the CSR Policy & disclose the contents of such policy in its report and also place it on the Company’s website;
- Ensure that the activities proposed in the CSR Policy are undertaken;
- Ensure that the company spends, in every financial year, at least 2% of average net profits of the company made during the 3 immediately preceding financial years, as required under Section 135 of the Companies Act, 2013 & Rules made thereunder;
- If company fails to spend the sum as mentioned above, then the Board shall, in its Report specify the reasons for not spending the amount.
Constitution of CSR Committee
A Corporate Social Responsibility Committee (“the CSR Committee”) has been constituted by the Board of Directors to oversee the CSR agenda of the Company. The committee has been formed as per the requirements of Section 135 of the Companies Act, 2013 and Companies (Corporate Social Responsibility Policy) Rules, 2014.
Board of Directors shall be empowered to take decision for making or effecting changes in the constitution of the CSR Committee.
The terms of reference of the CSR Committee shall include the following:
- To identify the Corporate Social Responsibility projects/activities/ programs to be undertaken by the Company (“CSR activities”), in alignment with Schedule VII of the Act.
- To formulate the Corporate Social Responsibility Policy (“CSR Policy”) interalia, to include the CSR activities, specify the modalities of execution, implementation schedules and recommend the same to the Board of Directors.
- To recommend to the Board of Directors the amount of expenditure to be incurred on the CSR activities, for each financial year of the Company.
- To devise suitable transparent monitoring mechanism for monitoring progress/ status of implementation of the CSR activities.
- To monitor CSR Policy from time to time and revise the same as and when needed.
- To carry out such other functions, as may be prescribed by the Act or CSR Rules or as may be delegated by the Board, from time to time
Section 135 of the Companies Act, 2013 and Rules made thereunder stipulates that the CSR Projects must fall within the purview of Schedule VII of the Act.
In accordance with the statutory requirements and keeping the Company philosophy at priority, the CSR Committee identified the following thrust areas in line with our CSR goals:
The following is the list of CSR projects or programs which the Company may undertake pursuant to Schedule VII of the Companies Act, 2013:
- Eradicating hunger, poverty and malnutrition, promoting healthcare, sanitation and making available safe drinking water;
- Promoting education, including special education, and employment enhancing vocation skills especially among children, women, elderly, and the differently abled and livelihood enhancement projects;
- Protection of national heritage, art and culture including restoration of buildings and sites of historical importance and works of art; setting up public libraries; promotion and development of traditional arts and handicrafts:
- Contributions or funds provided to technology incubators located within academic institutions which are approved by the Central Government
- Rural development projects;
- Slum area development
- Any other measures with the approval of Board of Directors on the recommendation of CSR Committee subject to the provisions of Section 135 of Companies Act, 2013 and rules made there-under.
Following activities shall be excluded from the CSR expenditure of KMBF Nidhi Ltd:
- Activities which are exclusively for the benefit of employees of the company or their family members;
- Activities undertaken in pursuance of normal course of business of the Company;
- Direct or indirect contribution to political parties;
- Expenditure on item/s not in conformity with Schedule VII of the Companies Act 2013;
- Surplus arising out of CSR projects shall not form part of the business profits of Company instead the same will be further used for CSR purposes only.
KMBF Nidhi Ltd will give preference to the local areas around its operations for spending the amount earmarked for CSR activities. KMBF Nidhi Ltd’s operations are mainly concentrated in the following areas:
- In and around the areas of its Registered Office
- In and around the areas of its Branch Offices
- KMBF Nidhi Ltd may undertake CSR activities in any other area in India as may be decided, from time to time
The beneficiaries of KMBF Nidhi Ltd’s CSR programs may be the following categories of people:
- Children / students
- Weaker sections of the society
- Abandoned Senior Citizens
- Others - society at large
The company may conduct / implement CSR programs by itself and/or through registered trusts, societies and / or section 8 (previously section 25) companies with an established track record of at least three years in carrying on activities in the related area/s or as suggested by Ministry of Corporate Affairs vide circulars/notifications.
The company may collaborate or pool resources with other companies to undertake CSR activities and any expenditure incurred on such collaborative efforts would qualify for computing the CSR spending.
The progress will be reported to the CSR Committee during the committee meetings.
The progress on CSR programs undertaken by the Company will be reported in the Annual Report in the format prescribed by the CSR Rules 2014.
Monitoring of CSR programs
The KMBF Nidhi Ltd CSR team shall be responsible for day-to-day management of CSR related activities of the company. The team shall periodically report to the CSR committee regarding the financial and programmatic progress of CSR projects.
All projects undertaken by KMBF Nidhi Ltd shall be monitored on a regular basis. On-site monitoring would also be undertaken at least once a year to ensure on-track implementation.
The CSR team shall be empowered to appoint an external third party to monitor / review / audit the progress (financial and programmatic) of the CSR projects.
The CSR Policy shall be effective from the date of its approval by the Board of Directors. This Policy document shall supersede the earlier CSR Policy. Provided, however, that all the acts done in pursuance of the earlier CSR Policy shall stand ratified and covered under this policy.
CSR Policy may be updated to align it with the changing requirement or changes in the legal and regulatory framework. Any revision in the Policy shall be approved by the Board of Directors.