1. Corporate Social Responsibilty -Ahmedabad Chapter Programme 21.03.2015 Umesh Ved Practicing Company Secretary

2. C ORPORATE SOCIAL RESPONSIBILITY

3. “ When the wind blows there are those that build walls and then there are those that build windmills”

4. C ONCEPT The responsibility of the enterprises for their impacts on society Integration of factors such as social, environmental, ethical, human rights, etc.

5. CSR IN INDIA Traditionally-philanthropic activity Moved from institutional building to community development Largely restricted to community development

6. 135- COMPANIES ACT, 2013 Mandatory for every company( listed, unlisted public or private, holding, subsidiary and foreign) complying any one of the following: Turnover> 1000crore INR Net Worth> 500 crore INR Net Profit> 5crore INR Spends in every financial year atleast 2% of the average net profits of the company during the 3 immediately preceding financial years

7. CSR A CTIVITIES

8. P ART OF CS R ACTIVITES Swach Bharat Kosh & Contribution to Clean Ganga fund

9. CSR ACTIVITES Co. may undertake CSR activities through Registered Trust or A registered society or A co. its holding or subsidiary established under under section 8 May collaborate with other companies Activities that benefit only the emlpoyees of the company and their family not a part of CSR activity

10. C ONSTITUTION OF CSR C OMMITTEE 3 or more directors with atleast 1 independent Director A company without independent director can have a committee without an independent director If a private company has only two directors, the committee can have only two directors

11. R OLE OF CSR C OMMITTEE Formulate and recommend a CSR policy to the Board Recommend activities and amount of expenditure to be incurred Monitor CSR policy form time to time

12. R OLE OF THE B OARD Form a CSR committee Approve the CSR policy Ensure implementation of the activities under CSR Ensure 2 % Spend Disclose reasons for not spending the amount(if applicable)

13. CSR POLICY It shall inter-alia include: a list of CSR projects or programs within the purview of the Schedule VII of the Act. monitoring process of such projects or programs Policy to specify the surplus arising out of the CSR projects or programs not to form part of business profit of the company.

14. CSR EXPENDITURE It shall include all expenditure related to CSR activities as per Schedule VII and doesnot include expenditure on any item not in confirmity with the activities mentioned under Schedule VII

15. CSR REPORTING Form a part of Board’s Report In case of a Foreign Company, BS file under Section 381(1)(b) shall contain an Annexure regarding report on CSR After considering the recommendations of CSR committee, the contents of CSR policy shall be displayed on company’s website.

16. CASE STUDY Facts: Company to build to labour camps for the workers Proposed to be constructed by march, 2016 Workers will be residing form 2016 to 2019 Labour camps to be handed over to Village Panchayat after completion of project in 2019 The same can be used for the purpose of Schools Hospitals Any other utility for public interest

17. Q UESTIONS Camps required to be handed in one go or in phases over certain years from 2019 onwards When will the CSR spent be considered? when expenditure is incurred for building the camps? or at the time when they are handed over? How will the amount spent be considered in the books of the company?

18. THANK YOU