CONCEPT
Corporate Social Responsibility is strongly connected with the principles of Sustainability; an organization should make decisions based not only on financial factors, but also considering the social and environmental consequences. As a Corporate Citizen receiving various benefits out of society, it is our co-extensive responsibility to pay back in return to the society in terms of helping needy people by facilitating in education, good health, food, clothes, etc., keeping the environment clean and safe for the society by adhering to the best industrial practices and adopting best technologies, and so on. It is the Company's intention to make a positive contribution to the society in which the Company operates.
CONSTITUTION
a. The Board of Directors of Indian Potash Limited at their Meeting held on 10th August, 2021 had re-constituted a Committee of the Board with the nomenclature "Corporate Social Responsibility Committee" ("the Committee").
b. The Committee will act in accordance with the terms specified in Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility) Rules, 2014.
c. The Committee shall come into force with immediate effect.
DEFINITION
a. "Act" means Companies Act, 2013 including any Statutory modification or re -enactment thereof.
b. "Board" means Board of Directors of the Company.
c. "Corporate Social Responsibility (CSR)" means and includes but is not limited to Projects or programs relating to activities specified in Schedule VII to the Companies Act, 2013.
d. "CSR Committee" means the Corporate Social Responsibility Committee of the Board referred to in Section 135 of the Act.
e. "CSR Policy" relates to the activities to be undertaken by the Company as specified in schedule VII of the Act and the expenditure thereon.
MEMBERSHIP
a. The Committee members shall be appointed by the Board. The Committee shall be constituted with a minimum of 3 members out of which at least one shall be an Independent Director.
b. The Committee Chairman shall be appointed by the Board. In the absence of the Committee Chairman, the members present at any meeting of the Committee shall elect one of their members to chair the meeting.
c. Only members of the Committee have the right to attend Committee meetings. However, all Directors may be invited to attend all or part of any meeting as and when appropriate. In addition, other individuals such as Company employees or external advisors may be invited to all or part of any meeting as and when appropriate subject to the approval of the CSR Committee.
d. The requisite quorum shall be any two members present at the meeting.
e. The Company Secretary shall act as the secretary to the committee.
MEETINGS OF THE CSR COMMITTEE
a. The CSR Committee shall meet periodically as and when required. Members of the CSR Committee can agree upon mutually regarding time and place for the said meetings.
b. The Members of the Committee may participate in the meeting either in person or through video conferencing or other audio visual means in accordance with the Provisions of the Companies Act, 2013 and rules made there under from time to time.
ACTIVITIES TO BE UNDERTAKEN AND MODE OF EXECUTION
1. The Committee undertakes one or more of the following activities as specified in Schedule VII of the Companies Act, 2013 as its projects for CSR activity viz;
a) Eradicating hunger, poverty and malnutrition, promoting preventive health care and sanitation and making available safe drinking water.
b) Promoting education including special education and employment enhancing vocation skills especially among children, women, elderly etc. and livelihood enhancement projects.
c) Promoting gender equality, empowering women, setting up homes and hostels for women and orphans.
d) Ensuring environmental sustainability, ecological balance, protection of flora and fauna, agroforestry, conservation of natural resources and maintaining quality of soil, air and water.
e) Protection of national heritage, art and culture.
f) Measures for the benefit of armed forces veterans, war widows and their dependents.
g) Training to promote rural sports, nationally recognised sports, Paralympic sports and Olympics sports.
h) Contribution to the Prime Minister's National Relief Fund or any other fund set up by the Central Govt for socio-economic development and relief.
i) Contributions or funds provided to technology incubators located within academic institutions which are approved by the Central Government.
i) Rural development projects.
j) Slum area development
2. The Committee intends to carry out its CSR activities through its own personnel/department established with persons qualified to undertake such activities.
3. The Company may undertake CSR Activities through a registered trust or society or any company, established by the Company, its holding or Subsidiary Company under Section 8 of the Act for such non-for-profit objectives. Provided that the Company can carry out the CSR Activities through such other institutes having an established track record of 3 (three) years in undertaking the CSR Activities.
4. The Company may collaborate with other companies for undertaking the CSR Activities subject to fulfilment of separate reporting requirements as prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014 (the "Rules").
5. The scope of this policy will extend to activities as stated under Schedule VII of the Companies Act, 2013, as presently in force. The scope of the policy to also include all additional and allied matters, as will be notified by Ministry of Corporate Affairs or such other body, as appointed / notified by Central or State Government, from time to time for this purpose.
EXCLUSION FROM CSR ACTIVITIES
The following activities shall not form part of the CSR activities of the Company:
a. The activities undertaken in pursuance of normal course of business of a company
b. CSR projects \ programs or activities that benefit only the employees of the Company and their family
c. Any CSR projects/programs or activities undertaken outside India
QUANTUM OF AMOUNT TO BE SPENT ON CSR ACTIVITIES
a. For achieving its CSR objectives through implementation of meaningful & sustainable CSR programs, the Company will allocate 2% of its average net profits made during the 3 immediately preceding financial years as its Annual CSR Budget.
b. The Annual CSR Budget shall be spent on activities laid down in this Policy.
c. Any surplus arising and/or additional revenue generated out of CSR Activities undertaken by the Company shall not form part of the business profit of the Company and same shall be spent for undertaking any CSR Activities only.
d. In case the Company fails to spend the above targeted amount in that particular financial year, the Committee shall submit a report in writing to the Board of Directors specifying the reasons for not spending the amount which in turn shall be reported by the Board of Directors in their Directors' Report for that particular Financial Year.
CSR MONITORING & REPORTING FRAMEWORK
REPORTING
The Board's Report shall include an annual report on CSR comprising particulars as defined.
PUBLICATION OF THE POLICY
The CSR policy recommended by the Committee and approved by the Board shall be displayed in the Company's website for public viewing.
AMENDMENT
a) In case of any doubt with regard to any provision of the policy and also in respect of matters not covered herein, a reference to be made to CSR Committee. In all such matters, the interpretation & decision of the Committee shall be final.
b) Any or all provisions of the CSR Policy would be subject to revision/amendment in accordance with the guidelines on the subject as may be issued from Government, from time to time.
c) The CSR Committee reserves the right to modify, add, or amend any of provisions of this Policy subject to the approval of the Board.
