This Corporate Social Responsibility Policy (the “CSR Policy”) has been framed by LEIXIR RESOURCES PRIVATE LIMITED (the “Company”) in accordance with Section 135 of the Companies Act, 2013, the Companies (Corporate Social Responsibility Policy) Rules, 2014 and as per MCA’s circulars, notifications etc. (“CSR’s Provisions”) as amended from time to time.
Unless the context otherwise requires, the definitions mentioned in the aforesaid CSR’s Provisions, shall apply to this CSR Policy.
PHILOSOPHY:
Corporate Social Responsibility (CSR) is a public-spirited cause that has been well introduced by the Companies Act 2013. Through the CSR, there is a formation of a dynamic relationship between a Company on one hand and the society and environment on the other. CSR is traditionally driven by a moral obligation and philanthropic spirit which resonates with the policy of the Company.
The management of LEIXIR RESOURCES PRIVATE LIMITED expresses its willingness and support to the CSR concept, its legal framework and shall be abided to it.
POLICY OBJECTIVES:
The objective of this CSR Policy is to lay down the guiding principles in undertaking various Programs and projects by or on behalf of the Company relating to Corporate Social Responsibility (“CSR”) within the meaning of section 135 of the Companies Act, 2013 read with Schedule VII of the Act and the CSR Policy Rules, 2014.
CSR COMMITTEE:
Presently, there is no such requirement to constitute a CSR Committee by the Company as the amount to be spent for CSR activities by Company is below the limit prescribed in Section 135(9) of the Companies Act, 2013. Therefore, the functions of such Committee shall, in such cases, be discharged by the Board of Directors of the Company.
However, the Company will constitute CSR Committee as early as the provisions for constitution of CSR Committee will be applicable to it.
RESPONSIBILITIES OF THE BOARD:
The Board of Directors of the Company Shall:
- Approve the CSR Policy or amendment thereof from time to time;
- Disclose the CSR Policy on the Company’s website;
- Monitor the implementation of the activities under CSR or any changes in the CSR activities;
- Ensure expenditure of requisite amount on CSR every year as per the Companies Act, 2013 and rules made thereunder;
- Disclose reasons for not spending the amount on CSR (if applicable) in the Board Report to the Shareholders of the Company.
- Ensure that the administrative overheads are not more than 5% of the total CSR Expenditure.
- Ensure that the funds so disbursed have been utilized for the purposes and in the manner as approved by Board and the Chief Financial Officer or any other person designated by the Board in this regard shall certify to the effect.
- Approve transfer of unspent CSR Amount (if any) in accordance with the Companies Act, 2013 and rules made thereunder.
CSR ACTIVITIES:
Pursuant to Schedule VII of the Companies Act, 2013, the activities that the Company may undertake shall be (inter alia):
- Eradicating hunger, poverty and malnutrition, promoting health care including preventive health care and sanitation including contribution to the Swach Bharat Kosh set-up by the Central Government for the promotion of 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;
- promoting gender equality, empowering women, setting up homes and hostels for women and orphans; setting up old age homes, day care centres and such other facilities for senior citizens and measures for reducing inequalities faced by socially and economically backward groups;
- ensuring environmental sustainability, ecological balance, protection of flora and fauna, animal welfare, agroforestry, conservation of natural resources and maintaining quality of soil, air and water including contribution to the Clean Ganga Fund set-up by the Central Government for rejuvenation of river Ganga;
- 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;
- measures for the benefit of armed forces veterans, war widows and their dependents, Central Armed Police Forces (CAPF) and Central Para Military Forces (CPMF) veterans, and their dependents including widows;
- training to promote rural sports, nationally recognized sports, Paralympics sports and Olympic sports;
- contribution to the Prime Minister’s National Relief Fund or Prime Minister’s Citizen Assistance and Relief in Emergency Situations Fund (PM CARES Fund) or any other fund set up by the Central Government for socio-economic development and relief and welfare of the scheduled castes, tribes, other backward classes, minorities and women;
- (a) Contribution to incubators or research and development projects in the field of science, technology, engineering and medicine, funded by the Central Government or State Government or Public Sector Undertaking or any agency of the Central Government or State Government; and
(b) Contributions to public funded Universities; Indian Institute of Technology (IITs); National Laboratories and autonomous bodies established under Department of Atomic Energy (DAE); Department of Biotechnology (DBT); Department of Science and Technology (DST); Department of Pharmaceuticals; Ministry of Ayurveda, Yoga and Naturopathy, Unani, Siddha and Homoeopathy (AYUSH); Ministry of Electronics and Information Technology and other bodies, namely Defense Research and Development Organization (DRDO); Indian Council of Agricultural Research (ICAR); Indian Council of Medical Research (ICMR) and Council of Scientific and Industrial Research (CSIR), engaged in conducting research in science, technology, engineering and medicine aimed at promoting Sustainable Development Goals (SDGs) - rural development projects;
- slum area development where `slum area’ shall mean any area declared as such by the Central Government or any State Government or any other competent authority under any law for the time being in force.
- disaster management, including relief, rehabilitation and reconstruction activities.
- Or any other activity as notified by any regulatory authority from time to time.
BUDGET FOR CSR ACTIVITY:
The Company shall allocate the budget for CSR activities. The minimum budgeted amount for a financial year shall be 2% of the average net profit of three immediate preceding financial years. The Company may allocate more fund/amount than the amount prescribed under Section 135 of the Companies Act, 2013, for the CSR activities for any financial year. The Board shall approve the total fund to be utilized for CSR activity for respective financial year.
CSR EXPENDITURE:
CSR expenditure shall include all expenditure including contribution to corpus for projects or programs relating to CSR activities approved by the Board but does not include any expenditure on an item not in conformity or not in line with activities which fall within the approved CSR activities.
If the Company fails to spend such amount which is not related to any ongoing projects, the Board shall in its report made under clause (o) of sub-section (3) of section 134, specify the reasons for not spending the amount and transfer such unspent amount to a Fund specified under Schedule VII within a period of six months of the expiry of the financial year.
The administrative overhead upto 5% (five percent) of total CSR expenditure of the Company for the financial year is permitted.
HANDLING OF UNSPENT AMOUNT AND EXCESS AMOUNT SPENT ON CSR ACTIVITIES:
- In case the unspent amount relating to any ongoing projects, subject to fulfilling of prescribed conditions, unspent amounts to be transferred by the Company within a period of thirty days from the end of the financial year to a special account to be opened by the Company in that behalf for that financial year in a scheduled bank to be called the “Unspent Corporate Social Responsibility Account”. Such amount shall be spent by the Company in pursuance of its obligation towards the Policy within a period of three financial years from the date of such transfer, failing which, the Company shall transfer the same to a Fund specified in Schedule VII of the Companies Act, 2013, within a period of thirty days from the date of completion of the third financial year.
- Any surplus arising out of CSR activities shall not be form part of business profits of the Company and shall be ploughed back into the same project or shall be transferred to the Unspent CSR Account and spent in pursuance of the CSR policy or transfer such surplus amount to a Fund specified in Schedule VII of the Act within a period of six months of the expiry of the financial year.
- If the Company spends an amount in excess of requirement, such excess amount may be set off against the CSR spending requirement up to immediate succeeding three financial years subject to the conditions that the excess amount available for set off shall not include the surplus arising out of the CSR activities.
IDENTIFICATION OF ACTIVITIES/PROJECTS:
Out of the above-mentioned CSR activities, the Board shall decide which activity/project should be given priority for the respective financial year. While arriving at the decision of the activity to be undertaken for the respective year, the Company shall analyse the basic need of the community/ area in which it operates or at the place where its registered office is situated.
IMPLEMENTATION PROCESS:
After prioritizing the activity, the Board shall finalise the detail of implementation of project/ programme, including planning for expenses against the total budget allocated for CSR activities.
CSR ANNUAL ACTION PLAN:
In pursuance of this CSR Policy, a CSR Annual Action Plan (CAAP) will be formulated which shall include the list of projects to be undertaken, manner of execution, fund utilization and implementation, monitoring mechanism, etc. The Board of Directors may approve the CAAP with such further conditions as it deems fit and also alter the CAAP at any time during the financial year.
AMENDMENT TO CSR POLICY:
The Board of Directors of the Company shall have the powers to revise / modify / amend this Policy from time to time, as the Board may think fit.
Any subsequent amendment / modification in the CSR Rules made by MCA, under the Act and / or any other laws in this regard shall automatically apply to this Policy.
