1. ContextAlstrong Enterprises India Private Limited was incorporated on 16th September, 2011. The Business of the Company is to import, export, Sale, Purchase, Distributor, Marketing, Trading and manufacturing of all types aluminium Products including Aluminium Panel, Aluminium Composite Panel, Colour coating plant of Aluminium & steel . It has achieved a turnover of Rs 199,78,73,963 and a PBT of Rs. 5,84,17,620 as per its Audited Financials for the year ended 31st March, 2014. Further pursuant to Section 135 of the Companies Act, 2013, and Companies (Corporate Social Responsibility Policy) Rules, 2014 every Company having a net worth of Rs. 500 crore or more or a turnover of Rs. 1,000 crore or more or net profit of Rs. 5 crore or more shall constitute Corporate Social Responsibility Committee (‘CSR Committee’) and the CSR Committee shall formulate and recommend a Policy. The CSR Committee so constituted formulated Policy on Corporate Social Responsibility (CSR Policy) and recommended the same to the Board of Directors of the Company (‘Board’) for its approval. The Board vide its resolution dated July 7, 2014 approved and adopted the CSR Policy with immediate effect.
1.1. Objectives of the PolicyThis 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 Company’s profits for social projects. Ensuring the implementation of CSR initiatives in letter and spirit through appropriate procedures and reporting. Creating opportunities for employees to participate in socially responsible initiatives.
1.2. DefinitionsIn this Policy unless the context otherwise requires: (a) ‘Act’ means Companies Act, 2013. (b) ‘Corporate Social Responsibility’ means Corporate Social Responsibility (CSR) as defined in Section 135 of the Companies Act 2013 and Companies Corporate Social Responsibility Policy) Rules 2014. (c) ‘Ministry’ means the Ministry of Corporate Affairs. (d) ‘Net Profit’ means net profit as defined in Section 135 of the Companies Act 2013 and Companies Corporate Social Responsibility Policy) Rules 2014 as set out below. Net Profit as per financial statements prepared in accordance with the applicable provisions of the Act, but shall not include the following, namely. (i) any profit arising from any overseas branch or branches of the Company, whether operated as a separate company or otherwise. (ii) any dividend received from other companies in India, which are covered under and complying with the provisions of Section 135 of the Act. (e) Words and expressions used in this CSR Policy and not defined herein but defined in the Act shall have the meaning respectively assigned to them in the Act.
1.3. CSR ActivitiesThe Policy recognizes that corporate social responsibility is not merely compliance; it is a commitment to support initiatives that measurably improve the lives of underprivileged by one or more of the following focus areas as notified under Section 135 of the Companies Act 2013 and Companies (Corporate Social Responsibility Policy) Rules 2014: i. Eradicating hunger, poverty & malnutrition, promoting preventive health care & sanitation & making available safe drinking water. ii. Promoting education, including special education & employment enhancing vocation skills especially among children, women, elderly & the differently abled & livelihood enhancement projects. iii. Promoting gender equality, empowering women, setting up homes & hostels for women & orphans, setting up old age homes, day care centers & such other facilities for senior citizens & measures for reducing inequalities faced by socially & economically backward groups. iv. Reducing child mortality and improving maternal health by providing good hospital facilities and low cost medicines. v. Providing with hospital and dispensary facilities with more focus on clean and good sanitation so as to combat human immunodeficiency virus, acquired immune deficiency syndrome, malaria and other diseases. vi. Ensuring environmental sustainability, ecological balance, protection of flora & fauna, animal welfare, agroforestry, conservation of natural resources & maintaining quality of soil, air & water. vii. employment enhancing vocational skills. viii. Protection of national heritage, art & culture including restoration of buildings & sites of historical importance & works of art; setting up public libraries; promotion & development of traditional arts & handicrafts. ix. Measures for the benefit of armed forces veterans, war widows & their dependents. x. Training to promote rural sports, nationally recognised sports, paralymic sports & Olympic sports. xi. Contribution to the Prime Minister's National Relief Fund or any other fund set up by the Central Government for socio-economic development & relief & welfare of the Scheduled Castes, the Scheduled Tribes, other backward classes, minorities & women. xii. Contributions or funds provided to technology incubators located within academic institutions, which are approved by the Central Government. xiii. Rural development projects CSR activities shall be undertaken as projects, programs of activities (either new or ongoing) excluding activities undertaken in pursuance of the normal course of business of the Company.
1.4. The Geographic reachThe Act provides that the Company shall give preference to the local area and areas around it where it operates, for spending the amount earmarked for Corporate Social Responsibility. The Company will thus give preference to conducting CSR activities in the state of Delhi and such other state(s) in India wherein the Company has/will have its operations. However, the Committee may identify such areas other than stated above, as it may deem fit, and recommend it to the Board for undertaking CSR activities.
1.5. Annual spends/Allocation of Funds1.5.1 The Company would spend not less than 2% of the average Net Profits of the Company made during the three immediately preceding financial years. The surplus arising out of the CSR activity will not be part of business profits of the Company. The Corpus would thus include the 2% of average net profits, as aforesaid, any income arising there from and surplus arising out of CSR activities. 1.5.2 The Company may build CSR capacities of its personnel and/or those of its implementing agencies through Institutions with established track records of at least three financial years but such expenditure shall not exceed five percent of total CSR expenditure of the Company in one financial year. 1.5.3 However if the Company ceases to be covered under sub-section (1) of Section 135 of the Act for three financial years, then it shall not be required to, comply with the provisions laid down under sub-section (2) to (5) of the said section, til such time it meets the criteria specified in sub-section (1) of the Act. 1.5.4 Average Net Profit for the purpose of Clause 1.5.1 above shall be calculated in accordance with the provisions of Section 198 of the Companies Act, 2013.
2. CSR Committee2.1 Guiding Principles for Constitution of CSR Committee. The CSR Committee will consist of three directors, out of which at least one director shall be an independent director. The Committee will meet at least twice in a year to discuss and review CSR activities and Policy. A quorum of two members is required to be present for the proceedings to take place. Such other meetings of the Committee can be convened as and when deemed appropriate. The Committee members may attend the meeting physically or via such audio- visual means as permitted under the Act. The Committee shall have the authority to cal such employee(s), senior official(s) and or externals, as it deems fit. The Company Secretary shall act as Secretary to the Committee. 2.2 Committee Members The Chairperson and Members of the first CSR Committee are as follows:
|Names||Chairperson person / Member|
|Mr. Naveen Agrawal||Chairperson|
|Mr. Pawan Kumar Goyal||Co-ordinating Member|
2.4 Scope of Functions of CSR CommitteeThe functions of CSR Committee will, inter-alia, include the following 2.4.1 Notified CSR Activities 1. Eradicating hunger, poverty & malnutrition, promoting preventive health care & sanitation & making available safe drinking water. 2. Promoting education, including special education & employment enhancing vocation skills especially among children, women, elderly & the differently abled &livelihood enhancement projects. 3. Promoting gender equality, empowering women, setting up homes & hostels for women & orphans, setting up old age homes, day care centers & such other facilities for senior citizens & measures for reducing inequalities faced by socially & economically backward groups. 4. Reducing child mortality and improving maternal health by providing good hospital facilities and low cost medicines. 5. Providing with hospital and dispensary facilities with more focus on clean and good sanitation so as to combat human immunodeficiency virus, acquired immune deficiency syndrome, malaria and other diseases. 6. Ensuring environmental sustainability, ecological balance, protection of flora & fauna, animal welfare, agroforestry, conservation of natural resources & maintaining quality of soil, air & water. 7. Employment enhancing vocational skills. 8. Protection of national heritage, art & culture including restoration of buildings & sites of historical importance & works of art; setting up public libraries; promotion & development of traditional arts & handicrafts. 9. Measures for the benefit of armed forces veterans, war widows & their dependents. 10. Training to promote rural sports, nationally recognised sports, paralymic sports & Olympic sports. 11. Contribution to the Prime Minister's National Relief Fund or any other fund set up by the Central Government for socio-economic development & relief & welfare of the Scheduled Castes, the Scheduled Tribes, other backward classes, minorities & women. 12. Contributions or funds provided to technology incubators located within academic institutions, which are approved by the Central Government. 13. Rural development projects 2.4.2 Ancillary Activities i. To publicize the CSR Policy and initiatives org-wide, especially through mailers, screen saver and Policy documentation and upload(s) on website. ii. To plan and carry out workshops to increase employee awareness on various projects and initiatives. iii. Such other activities as directed by the Board of Directors of the Company and/or as deemed appropriate and expedient by the Committee for the furtherance of CSR objectives of the Company, in pursuance with the Regulations. 2.4.3 Transparent Monitoring Mechanism The CSR Committee, shall prepare a transparent monitoring mechanism for ensuring implementation of the projects / programme / activities proposed to be undertaken by the Company. The CSR Committee shall have the authority to obtain professional advice from external sources and have full access to information contained in the records of the Company as well as the powers to call any employee / external consultant or such other person(s) and for such purpose as may be deemed expedient for the purpose of accomplishments of overall CSR objectives laid down under the Act.
3. Procedures3.1 Funding 1.As per the Regulations the Company will set aside, for annual CSR activities, an amount equal to 2% of the average Net Profits of the Company made during the three immediately preceding financial years. Any utilized CSR allocation of a particular year, will be carried forward to the following year, i.e. the CSR budget will be non-lap-sable in nature. Provided that all reasonable efforts will be made to ensure that the annual CSR allocation is fully utilized in the respective year. However, if the Company fails to spend such amount, the Board of Directors shall, in its report under clause (o) of subsection (3) of section 134 of the Act, shall specify the reasons for not spending the amount. 2. Annexure III contains the details of the proposed expenditure for respective Financial Year, towards CSR activities. The same shall be amended annually according to the Financial Year after the review by the Committee or at such time, as the Committee may deem fit. 3. Tax treatment of CSR spend will be in accordance with the Income Tax Act, 1961 as may be notified by Central Board of Direct Taxes (CBDT).
3.2 Planning and Implementation1. For the purpose of focusing its CSR efforts in a continued and effectives, eradicating hunger, poverty & malnutrition of the deprived economically background and poor sections of the society and those hailing from rural areas and slums in cities by provision of free food distribution, relief and sustenance is identified as main thrust area besides other activities permitted under the regulation. 2. The Projects may be divided into two main categories - Direct Project Funding and Employee Engagement. Projects which involve considerable financial commitment undertaken on a timeframe of 1-3 years where the Company will be the primary sponsor, will be considered under Direct Project Funding and accorded due significance. Payroll Giving initiatives will fall under Employee Engagement. 3. A list of CSR projects/programmes which the Company plans to undertake during the implementation year will be laid down before the Committee at the beginning of each year, specifying modalities of execution in the areas/sectors chosen and implementation schedules for the same. 4.Identification of projects and the executing agency/NGO will be made, inter-aiia, by assessing the following: a. Project Objectives b. Baseline survey - As-is and To-be state basis, accordingly the outcome of the project will be measured. c. Implementation schedules - Timelines for milestones of the project will need to be prescribed and agreed upon. d. Responsibilities and authorities. e. Major results expected and measurable outcome including the expenses/charges ratio as against the actual CSR spend. 5. If the Company decides to set up a Trust or Section 8 Company, or Society or Foundation or any other form of entity operating within India to facilitate implementation of its CSR activities in accordance with its stated CSR Policy, the following shall apply. a. The Company would need to specify the projects/programmes to be undertaken by such an organization, for utilizing funds provided by it. b. The Company shall establish a monitoring mechanism to ensure that the allocation is spent for the intended purpose only. 6. The Company may also conduct/implement its CSR programmes through Trusts, Societies, or Section 8 companies operating in India, which are not set up by the Company itself, herein collectively referred to as 'CSR Partner' or 'CSR Partner(s)'. 7. Such spends may be included as part of its prescribed CSR spend only if such organizations have an established track record of at least three years in carrying on activities in related areas. 8. Company may collaborate or pool resources with other companies to undertake CSR activities within India. Only activities which are not for the benefit of employees of the company or their family members shall be considered as CSR activity.
3.3 Projects / Partners1. CSR Committee in consultation of the Board of Directors of the Company will identify suitable projects for implementation in line with the objectives of the Company and requirements laid down under the Regulations. These projects would be executed either directly by the Company and/or through CSR Partner(s).
3.4 Criterion for CSR Partners) and Agreement1. While identifying projects, CSR Committee will assess CSR Partner(s) organizations who would execute the projects at the grass root level. At a minimum they need to meet the following criteria. a. The CSR Partner(s) has a permanent office/address in India. b. The CSR Partner(s) is a Trusts, Societies, or Section 8 Company having an established track record of three years in undertaking similar CSR programs or projects in pursuance with the relevant regulations. c. Possesses a valid income-tax Exemption Certificate. d. The antecedents of the CSR Partner are verifiable. e. Have requisite framework to report progress/status of the projects on a quarterly basis on agreed parameters. f. Maintain a required level of auditable records on the CSR initiatives conducted in conjunction with the Company as agreed mutually. 2. Once the project/program is approved, the Company and the CSR Partner will be required to enter into an agreement as per the standard MOU requirements.
3.5. Review and ReportingThe CSR Committee will review the philanthropic activities of the Company and will provide progress update to the Board of Directors every six months/such other intervals as deemed fit. The Company will report, in the prescribed format as set out herein as Annexure II, the details of CSR initiatives and activities of the Company in the Directors' Report and on the website of the Company, as required under the Regulations. Such reporting will be done, pertaining to financial year(s) commencing on or after the 1st day of April 2014.
4. Monitoring1. Appropriate documentation and amendments of the CSR Policy, annual CSR activities, reports on execution by CSR Partner(s) and expenditures will be undertaken on a regular basis and same will be available to the Board of Directors of the Company. 2. Initiatives undertaken on the CSR front will be reported in the Annual Report of the Company. 3. The CSR Committee and persons / entities authorised by it, will conduct due diligence checks on the current projects/partners on a quarterly basis and report anomalies, if any, immediately. 4. Based on analysis of current projects, carry out roadmap planning for allocation of budget and selection of projects. The same will be done at least once in a financial year. 5. Plan and publish an annual calendar of major events so as strive for maximum participation of stakeholders.
5. Amendments to the PolicyThe Board of Directors on its own and/or as per the recommendations of CSR Committee can amend this Policy, as and when required as deemed fit. Any or all provisions of the CSR Policy would be subject to revision/amendment in accordance with the Regulations on the subject as may be issued from relevant statutory authorities, from time to time.
Annexure IPartners and Philanthropic initiatives •ISKCON FOOD RELIEF FOUNDATION (IFRF) •ISKCON Food Relief Foundation is a Public Charitable Trust formed under the Bombay Public Trust Act, 1950 on 23rd April, 2014 vide Registration No: E-21854. The Registered Office of the Trust is situated at •ISKCON Ashram, Hare Krishna Land, Juhu, Mumbai - 400049. ISKCON Food Relief Foundation is the biggest implementer of the Government of India’s Mid-day Meal programme in Delhi/NCR and is providing hygienically cooked, balanced, nutritious, wholesome food for children in municipal and government aided schools. •ISKCON Food Relief Foundation is a Non-Religious, Non-Sectarian, and Not-for Profit Charitable Trust Registered with Charity Commissioner. •The Mid-day meal programme is. •A strategic program to liberate the underprivileged children from scourge of hunger and malnutrition. • A project of the Government of India, and is being implemented by ISKCON Food Relief Foundation. • It is being implemented in Government aided and Municipal schools for the benefit of underprivileged children. • It is done without any commercial motive and the benefits will be available to students at large without any discrimination on grounds of religion, caste, creed or sex. It’s flagship programme strategically addresses the two most pressing problems of hunger and illiteracy amongst children in India. It helps to bring children to the classroom every day by offering free daily meals. In this way the hungry child is encouraged to attend school and, through education gain a better future for himself and his communities. The success of this scheme is illustrated by a marked increase in the number of children for enrolment, retention, performance and completion in different schools. It is driving underprivileged children of Delhi/NCR to explore their potentials, earn a decent living and live a respectable life in the society. • The Objectives of the trust are. 1. To uphold and promote the Socio-Economic welfare of the underprivileged sections of the society through education among children hailing from poor families in rural areas and/or urban slums in the country initially, especially those attending Government and other schools mainly catering to such underprivileged students by providing sustenance and support through provision of free food , meals, refreshment etc during the school hours so that their continued attendance in schools and prolongation of education are ensured and the damaging needs of poverty of their families do no deprive them away from the schools and to ensure better nutrition health and well being of such children. 2. Try to banish hunger of the deprived economically backward and poor section of the society and those hailing from rural areas and slums in Cities by every possible method, by the provision of free food distribution, relief and sustenance. 3. Evolve means and methods to eradicate child laborers in sections of society referred to in sub clause (1) and (2) above and protecting the children of those sections of society against hazardous labour where the Indian children are at present used and exploited. 4. To assist, provide and support the poor through construction of community halls, rest houses, orphanages, rescue centers, rehabilitation centres, accommodation etc to the poor by giving food and to support them by providing clothing, shelter etc., to them and to donate for and make cash grants for such purposes. 5. To provide support and assist in projects meant to be economic and social uplift of the poor which may include employment opportunities, village improvements schemes, construction of roads, houses, drainages, sanitation, drinking water, better farming methods, etc.
Annexure IIFormat for the Board of Directors report on CSR to form part of the Annual Report and website of the Company. 1. Brief outline of Company's CSR Policy including overview of projects or programs proposed to be undertaken and a reference to the web-link to the CSR Policy and projects or programs. 2. The composition of the CSR Committee. 3. Average Net Profit of the company for last three financial years. 4. Prescribed CSR Expenditure (two percent of the amount as in item No. 3 above). 5. Details of CSR spent during the financial year. a) total amount to be spent for the financial year. b) Amount unspent. c) Manner in which the amount spent during the financial year is detailed below.
|S.No.||CSR project / activity identified||Sector in which the Project is covered||Projects / Programmes 1. Local area / others 2. Specify the State and district where projects or programs were undertaken||Amount outlay (budget) project / programs wise||Amount spent on the project / programs Subheads: 1. direct expenditure on project. 2.Overheads||Cumulative spend upto to the reporting period||Amount spent: Direct / through Implementing agency|
6.In case the Company fails to spend the 2% of the Average Net Profit (INR) of the last 3 financial years, the reasons for not spending the amount shall be stated in the Board report.
7.Responsibility statement, of the CSR Committee, that the implementation and monitoring of CSR Policy, is in compliance with CSR objectives and Policy of the Company.
(Executive Director/Director) (Chairperson CSR Committee)Annexure III Proposed Expenditure on CSR Activities for Financial Year 2014-15
|I.||Modality : Direct Funding|
|Iskcon food Relief Foundation|
|II.||Iskcon food Relief Foundation|
|III.||Modality: Employee engagement & other activities|
|IV.||Balance amount not identified at the beginning of the year, to be determined by the CSR Committee during the course of the year, so as to ensure best possible spend in the spirit of CSR requirements.||14,82,472|