Corporate Social Responsibility (CSR) Policy

1. SHORT TITLE AND APPLICABILITY

This policy, which encompasses the Company’s philosophy for describing its responsibility as a corporate citizen, and lays down the guiding principles for selection, implementation and monitoring of activities as well as formulation of the annual action plan; is titled as Yasham Speciality Ingredients Pvt Ltd – Corporate Social Responsibility (CSR) Policy.
This policy shall apply to all CSR initiatives and activities taken up at the various locations, as decided by the CSR Committee and / or the Board of Yasham Speciality Ingredients Pvt Ltd (YSIPL) for the benefit of various segments of the society.
The Policy shall be further governed by the provisions of the Companies Act, 2013, the rules framed thereunder by the Ministry of Corporate Affairs i.e., the Companies (Corporate Social Responsibility Policy) Rules, 2014 and other statutory provisions governing the matter.

2. OBJECTIVE AND APPROACH

The Company believes to integrate social and environmental concerns in their business operations and interactions with their stakeholders. The Company has always worked toward building trust with shareholders, employees, customers, suppliers, vendors and other stakeholders based on the principles of good corporate governance, integrity, equity, transparency, fairness, disclosure, accountability and commitment to values.
a. The approach of the Company

Responsible and Ethical Corporate Practices
Value creation for the society
Environment Protection
Innovate new technology to achieve Eco-efficiency
Shifting stakeholder dialogue towards holistic partnerships.

b. For achieving this objectives the Company shall focus:

Involving stakeholders participation for such project
Involving Employees
Reporting and fair disclosure
Neutral selection policy in alignment of Mission and Vision of the Company

3. CORPORATE SOCIAL RESPONIBILITY COMMITTEE COMMITTEES:

Composition:
The Corporate Social Responsibility Committee (“CSR Committee”) shall consist of Two or more Directors.
Meetings:
The Committee shall hold meeting as and when required, to discuss various issues on implementation of the CSR Policy of the Company. The Committee shall periodically review the implementation of the CSR Programmes and issue necessary direction from time to time to ensure orderly and efficient execution of the CSR programmes in accordance with this Policy. It would be the responsibility of the CSR Committee to periodically keep the Board apprised of the status of the implementation of CSR activities.

Role of CSR committee:
a) To formulate and recommend to the Board, a CSR Policy which shall indicate the activities to be undertaken by the Company as specified in Schedule VII of the Act (as amended from time to time).
b) To recommend the amount of expenditure to be incurred on the activities for a financial year
c) To monitor the CSR Policy of the Company from time to time.
d) Any other matter/thing as may be considered expedient by the Members of the Committee in furtherance of and to comply with the CSR Policy of the Company.

4. SCOPE

The Company shall give preference to the local area and the areas around it where it operates, for spending the amount earmarked for CSR activities. On need basis, the CSR activities could be extended to any area of the Country.
e) 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.

f) promoting education, including special education and employment enhancing vocation skills especially among children, women, elderly and the differently abled and livelihood enhancement projects.

g) 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.

h) 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].

i) 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 art and handicrafts;

j) measures for the benefit of armed forces veterans, war widows and their dependents, [ Central Armed Police Forces (CAPF) and Central Para

k) training to promote rural sports, nationally recognised sports, paralympic sports and olympic sports;

l) 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 govt. for socio economic development and relief and welfare of the schedule caste, tribes, other backward classes, minorities and women;

m) 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 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).]

n) rural development projects;

o) slum area development;

p) disaster management, including relief, rehabilitation and reconstruction activities

5. GUIDING PRINCIPLES FOR SELECTION OF CSR ACTIVITIES:

For achieving its CSR objectives through implementation of meaningful and sustainable CSR programs, the Company will allocate / earmark, in every financial year, at least 2% (two per cent) of the average net profits of the Company made during the three immediate preceding financial years, as its CSR Budget for the year. The average net profit shall be calculated in accordance with the provisions of Section 198 of the Companies Act, 2013.

The Board shall ensure that the administrative overheads shall not exceed five percent of total CSR expenditure of the Company for the financial year.
Any surplus arising out of the CSR activities shall not form part of the business profit 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 CSR policy and annual action plan of the Company or transfer such surplus amount to a Fund specified in Schedule VII, within a period of six months of the expiry of the financial year.

Any amount remaining unspent pursuant to any ongoing project, fulfilling such conditions as may be prescribed, undertaken by the Company in pursuance of this Policy, shall 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 any scheduled bank to be called the Unspent Corporate Social Responsibility Account, and such amount shall be spent by the Company in pursuance of its obligation towards this 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, within a period of thirty days from the date of completion of the third financial year.
Where the Company spends an amount in excess of requirement provided under Section 135(5) of the Act, such excess amount may be set off against the requirement to spend under section 135(5) up to immediate succeeding three financial years subject to the conditions that-
(i) the excess amount available for set off shall not include the surplus arising out of the CSR activities, if any, in pursuance of the CSR Rules.
(ii) the Board of Directors shall pass a resolution to that effect.

6. IDENTIFICATION AND APPROVAL PROCESS:

Identification of programs will be done by means of the following:
i) Internal need assessment by the team.
ii) Receipt of proposals/requests etc.
iii) Discussions on proposals etc.
v) Discretion of the CSR Committee and / or the Board of Directors.
CSR programs as may be identified by the team will be required to be put up to the CSR Committee and with recommendations from the proposer at the team.

7. ANNUAL ACTION PLAN:

The CSR Committee will, in pursuance of the CSR policy, formulate and recommend to the Board, an annual action plan which shall include the following, namely: –
a) the list of CSR projects or programmes that are approved to be undertaken in areas or subjects specified in Schedule VII of the Act;
b) the manner of execution of such projects or programmes;
c) the modalities of utilisation of funds and implementation schedules for the
projects or programmes;
d) monitoring and reporting mechanism for the projects or programmes; and
e) details of need and impact assessment, if any, for the projects undertaken by
the Company;
Provided that Board may alter such plan at any time during the financial year, as per the recommendation of the CSR Committee, based on the reasonable justification to that effect.

8. PRINCIPLE FOR IMPLEMENTATION, MONITORING AND EVALUATION:

a. The Chairman of CSR committee shall draw a time frame from the date of initiation of Projects or Programs. Any delay noticed by the Chairman while monitoring the activity, the Committee shall take adequate remedial measures for timely completion of the Project;
b. Any official from CSR committee or any other person authorized by CSR committee may independently review the performance of any CSR Project by visiting the sites;
c. In case of any Ongoing Project, the Board shall monitor the implementation of such Project with reference to approved timelines, year wise allocation and shall make modifications, if required, for smooth implementation of the Project within the overall permissible time period;
d. The Company may engage International Organizations for designing, monitoring and evaluation of the CSR projects or programmes;

9. GENERAL:

The composition of the CSR Committee, this Policy and Projects approved by the Board of Directors shall mandatorily disclose on the website of the Company. Further, The Board’s Report shall include an annual report on CSR containing particulars as prescribed statutorily.
In case of any doubt or difficulty with regard to any provision of this policy or implementation of any CSR activity and also in respect of matters not covered herein, a reference be made to CSR Committee. In all such matters, the interpretation and decision of the CSR Committee shall be final

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