INTRODUCTION

Corporate Social Responsibility is not a new concept in India, however, the Ministry of Corporate Affairs, Government of India has recently notified the Section 135 of the Companies Act, 2013 along with Companies (Corporate Social Responsibility Policy) Rules, 2014 “hereinafter CSR Rules” and other notifications related thereto which makes it mandatory (with effect from 1st April, 2014) for certain companies who fulfill the criteria as mentioned under Sub Section 1 of Section 135 to comply with the provisions relevant to Corporate Social Responsibility.

Objective

This Policy shall be read in line with Section 135 of the Companies Act 2013, Companies (Corporate Social Responsibility Policy) Rules, 2014 and such other rules, regulations, circulars, and notifications (collectively referred hereinafter as Regulations) as may be applicable and as amended from time to time and will, inter-alia, provide for the following:

   -Establishing a guideline for compliance with the provisions of Regulations to dedicate a percentage of Society’s profits for social projects.

   -Ensuring the implementation of CSR initiatives in letter and spirit through appropriate procedures and reporting.

   –Creating opportunities by participating in socially responsible initiatives.

CSR activities, projects and programmes

The CSR activities that will be undertaken by the Company shall be such activities as may be approved by the CSR Committee that will be constituted / reconstituted by the Board of Directors of the Company. The CSR Committee will approve for undertaking the following activities, projects and programs relating to the areas stated under Schedule VII of the Companies Act, 2013:

i.Eradicating hunger, poverty and malnutrition, promoting health care including preventive health and sanitation [Including contribution to the Swatch Bharat Kosh set-up by the Central Government for the promotion of sanitation] and making available safe drinking water;

ii.Promoting education, including special education and employment enhancing vocation skills especially among children, women, elderly, and the differently abled and livelihood enhancement projects;

iii.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;

iv.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];

v.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;

vi.Measures for the benefit of armed forces veterans, war widows and their dependents, 5 [Central Armed Police Forces (CAPE) and Central Para Military Forces (CPMF) veterans, and their dependents including windows];

vii.Training to promote rural sports, nationally recognised sports, paralympic sports and Olympic sports;

viii.Contribution to the Prime Minister’s National Relief Fund or 6 [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, the Scheduled Tribes, other backward classes, minorities and women;

ix.(a) Contribution to incubators or research and development projects in the field of science, technology, engineering and medicine, funded by 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 Organisation (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)]

x.Rural development projects;

xi.Slum area development;

Explanation— For the purposes of this item, the term ‘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.

xii.Disaster management, including relief, rehabilitation and reconstruction activities.

The activities mentioned above are to be interpreted liberally so as to capture the essence of the same. The initiatives by the Company in the above fields will include contribution to various projects and programs undertaken in these areas.

Modalities of execution of CSR activities, projects and programmes

The aforesaid activities shall be carried out in any of the following ways as the CSR Committee in its absolute discretion may decide. The CSR Committee may decide to use any one or all or a combination of any of the following ways to undertake the CSR activities, projects and programmes:

– By the Company directly.

– The Company shall give preference to local area and areas around the Company where it operates for spending the amount earmarked for CSR.

– Through any other registered trust / any registered society / any other company that are qualified for undertaking CSR activities in terms of the provisions of the Companies Act, 2013.

Implementation Schedule and Monitoring process of such projects or programmes

The implementation schedule for each CSR activity shall be approved by the CSR Committee and all such activities and programmes will be monitored by the CSR Committee.

A report on a periodic basis, as may be desired by the Board, shall be provided to the Board.

Surplus arising out of CSR projects, programmes and activities

Any surplus that may arise out of CSR projects, programmes and activities shall not form part of business profits of the Company.

Memberships

The CSR Committee shall have a minimum of two directors as members. The members of the CSR Committee shall elect a Chairman from amongst themselves.

The Committee shall meet at least two times in a year.

CSR Reporting 

The Board in its Annual Report shall include the details of the CSR activities undertaken in the Financial Year.

The CSR Committee shall provide an annual report on the implementation and monitoring of the CSR Policy and that it is in compliance with CSR objectives of “PMV Maltings Private Limited”, which statement shall form part of the Boards’ Report.

PMV Maltings Private Limited shall display on its website https://pmvmaltings.com/) the contents of its CSR Policy and other information as may be required to be displayed.

Quorum

A quorum of the CSR Committee shall be either two members or 1/3rd of the members of the Committee whichever is higher. Subject to the foregoing, members of the Committee may attend through video conferencing or other audio-visual means as permitted by the Companies Act 2013 and rules framed there under.

The CSR Committee may regulate its own procedure, in the conduct of the Committee meetings, including attendance at a meeting by being present in person or through video conferencing or other audio-visual means as may be prescribed, which are capable of recording and recognizing the participation of the directors and of recording and storing the proceedings of such meeting’s along with date and time.  

General

Words and expressions used but not defined in this Policy shall have the same meaning assigned to them in the Companies Act, 2013, the CSR Rules made thereunder or in any amendment thereto.

This CSR Policy shall also be subject to such clarifications and FAQs as may be issued by Ministry of Corporate Affairs from time to time. In case of any doubt with regard to any provision in the Policy and also in respect of matters not covered herein, a reference will be made to CSR Committee and the interpretation & decision of the CSR Committee shall be final.

The CSR Policy would be subject to revision/amendment in accordance with the guidelines as may be issued by the Government, from time to time.

The Board may subject to the applicable laws amend any provision(s) or substitute any of the provision(s) with the new provision(s) or replace this policy entirely with a new policy.

In case of any subsequent changes in the provisions of the Act which makes any of the provisions in this Policy inconsistent with the Act, then the provisions of the Act would prevail over the Policy and the provisions in the Policy would be modified in due course to make it consistent with the Act.

The aforesaid CSR Policy has been approved by the Board of Directors of the Company.