Corporate Social Responsibility Policy

1. BACKGROUND:

Profectus Capital Private Limited (“the Company”/ “PCPL”) is a Systemically Important Non-deposit holding Non- Banking Financial Company (NBFC NDSI) incorporated under the Companies Act, 2013 and registered with Reserve Bank of India. The Board of Directors of the Company have adopted this Corporate Social Responsibility Policy (“the Policy”/ “the CSR Policy”) as required under Section 135 of the Companies Act, 2013 and rules made thereunder.

2. PCPL VISION:

The Company understands its ethical responsibility and committed to make contributions to the society in which it operates. The Company believes in sustainable development and shall endeavour to give back to the community in line with the PCPL’s commitment to philanthropy.

The Company, through its CSR projects, will lay down guidelines and mechanism for undertaking social, economic and environmental useful programmes for welfare & sustainable development of the community at large and over a period of time enhance the quality of life and economic wellbeing of the local populace.

3. PURPOSE/ OBJECTIVE:
   

The main objectives of PCPL’s CSR Policy is:

1. To develop a long-term vision and strategy for PCPL CSR objectives;
2. Establish relevance of potential CSR activities to PCPL core business and create an overview of activities to be undertaken in line with Schedule VII of the Companies Act 2013;
3. To deliver sustainable impact and elevate the quality of life of the most marginalized communities in areas where PCPL intervenes through its CSR initiatives;
4. To engage and influence PCPL’s employees and partners in fostering a sense of social commitment by undertaking volunteering and employee engagement activities;
5. PCPL shall promote projects that are sustainable and create a long-term change in alignment with PCPL philosophy address the most deserving cause or beneficiaries; and
6. To establish process and mechanism for the implementation and monitoring of the CSR activities for PCPL.

4. SCOPE & COVERAGE
   

The Policy recognises 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 Schedule VII to the Companies Act 2013:

1. 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;
2. Promoting education, including special education and employment enhancing vocation skills especially among children, women, elderly and the differently abled and livelihood enhancement projects;
3. 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;
4. 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;
5. 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;
6. Measures for the benefit of armed forces veterans, war widows and their dependents;
7. Training to promote rural sports, nationally recognised sports, paralympic sports and olympic sports;
8. 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;
9. 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;
10. 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).]
11. Rural development projects
12. Slum area development which are declared as ‘Slum Areas’ by the Central Government or any State Government or any other competent authority under any law for the time being;
13. Disaster management, including relief, rehabilitation and reconstruction

Such other areas/ activities as may be notified by the Government as eligible CSR activity from time to time.

5. CSR SPEND

PCPL shall spend at least 2% of the average net profits of the Company during the immediately preceding three financial years towards the CSR projects as mentioned above. The Board will recommend the allocation of funds for each project or activities.

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

The Company may undertake CSR activities directly or in collaboration with other companies, NGO’s or Trust etc.

6. COMPOSITION   

      »Membership

The CSR Committee shall have minimum number of Directors as stated under the provisions of the Act; who are holding directorship in the Company as its members. The members may invite other Company Executives, as it considers appropriate, to be present at the meetings.

7. ROLE OF CSR COMMITTEE

The CSR Committee shall:

• Formulate and recommend to the Board, a CSR Policy which shall indicate the activities required to be undertaken by the Company, in areas or subject, specified in Schedule VII of the Act;
• Monitor the CSR Policy of the Company from time to time;

Formulate and recommend to the Board, an annual action plan in pursuance of its CSR policy, which shall include the following, namely:-

• • the list of CSR projects or programmes that are approved to be undertaken in areas or subjects specified in Schedule VII of the Act;
  • the manner of execution of such projects or programmes;
  • the modalities of utilisation of funds and implementation schedules for the projects or programmes;
  • monitoring and reporting mechanism for the projects or programmes; and
  • details of need and impact assessment, if any, for the projects undertaken by the company:

The Board of Directors (“the Board”) of the Company may alter such plan at any time during the financial year, as per the recommendation of its CSR Committee, based on the reasonable justification to that effect.

• Recommend to the Board, the Company’s Annual Report on CSR Activities, for inclusion in the Report of the Board of Directors of the Company;
• Establish regular and transparent communication channels in which stakeholders can learn of our programmes and performance in a transparent way;
• Put in place and monitor programmes and policies that support a high level of business performance that values honesty, partnership and fairness in relationships with all stakeholders;
• Work across the Company to embed CSR within the strategic decision making, operations, procurement, stakeholder (including employees) engagement programmes.

8. MONITORING AND REPORTING FRAMEWORK:

1. The Board of a Company shall satisfy itself that the funds so disbursed have been utilized for the purposes and in the manner as approved by it and the Chief Financial Officer or the person responsible for financial management shall certify to the effect.
2. In case of ongoing project, the Board shall monitor the implementation of the project with reference to the approved timelines and year-wise allocation and shall be competent to make modifications, if any, for smooth implementation of the project within the overall permissible time period.
3. The CSR Committee shall meet once in a year or as and when the need arises to review the CSR activities of the Company;
4. The CSR activities will also be reflected in the annual accounts of Company and will be mentioned in the Director’s report;
5. The CSR Committee shall meet inter alia to monitor the progress of CSR programmes, CSR spending, and review if any changes are required;
6. The Company may communicate its CSR efforts to all its employees and external stakeholders through emails, its own website, and other appropriate dissemination channels.

9. DISCLOSURES

The Board’s Report of the Company to include an Annual Report on CSR outlining the CSR Policy, CSR projects undertaken by Company, the amount available for set off, Surplus arising out of CSR Projects, the amount spent and unspent on CSR activities during the financial year on ongoing projects or projects other than ongoing projects and other information as prescribed.

10. REVIEW OF POLICY

The Board shall review the CSR Policy at least once during the financial year. In case there are any modification(s) / amendment(s) / notification(s) / circular(s) to the Companies Act, 2013 and Rules made thereunder, it shall apply to this Policy automatically and this Policy shall stands amended automatically.