Companies (Corporate
Social Responsibility Policy) Rules, 2014
as amended by Companies (Corporate Social Responsibility Policy)
Amendment Rules, 2021
Companies (CSR Policy)
Rules 2014 had come in force w.e.f. April 1, 2014 which is amended by the Companies
(Corporate Social Responsibility Policy) Amendment Rules, 2021 w.e.f. January
22, 2021
Who is responsible for
Compliances under Companies (CSR Policy) Rules 2014 ?
Every Company having
-
Net Worth=> 500 Crore
-
Turnover =>1000 crores
-
Net Profit => 5 crore
in immediately preceding
financial year
Corporate Social
Responsibility (CSR) Committee
It shall consists of
three or more Directors (including at least one independent director). Where
the company is not required to keep independent director in its board, two or
more directors shall consists of CSR Committee.
What constitute CSR
Activities?
The activities undertaken by a Company in pursuance of its
statutory obligation laid down in section 135 of the Act in accordance with the
provisions contained in these rules, but shall not include the following,
namely:-
(i) activities undertaken
in pursuance of normal course of business of the company:
Provided that any company engaged in research and development
activity of new vaccine, drugs and medical devices in their normal course of
business may undertake research and development activity of new vaccine, drugs
and medical devices related to COVID-19 for financial years 2020-21, 2021-22,
2022-23 subject to the conditions that -
(a)
such research and
development activities shall be carried out in collaboration with any of the
institutes or organisations mentioned in item (ix) of Schedule VII to the Act;
(b)
details of such activity
shall be disclosed separately in the Annual report on CSR included in the
Board’s Report;
(ii) any activity
undertaken by the company outside India except for training of Indian sports
personnel representing any State or Union territory at national level or India
at international level;
(iii) contribution of any
amount directly or indirectly to any political party under section 182 of the
Act;
(iv) activities
benefitting employees of the company as defined in clause (k) of section 2 of
the Code on Wages, 2019 (29 of 2019);
(v) activities supported
by the companies on sponsorship basis for deriving marketing benefits for its
products or services;
(vi) activities carried
out for fulfilment of any other statutory obligations under any law in force in
India;
Calculation of Amount towards
CSR liability
Where the company is running
for more than 3 financial years |
Where the company has
not completed 3 financial years |
2% of average net profit of the company in preceding three
financial years |
2% of average net profit of the company in preceding financial
years since incorporation |
Net Profit for this purpose shall not include
-
Any profit arising from
any overseas branches of the company
-
Any dividend received
from other companies in India
How CSR activities shall
be implemented
CSR activities shall be
implemented in the following manner:
-
The company can undertake
such activities itself or through
o Section 8 Company or Registered Public Trust or Registered Society
registered under section 12A and 80G of the Income Tax Act, 1961 established
by the company either singly or along with any other company;
o Section 8 Company or Registered Public Trust or Registered Society
established by Central or State Government
o
Any entity established
by an Act of the Parliament or State Legislature
o Section 8 Company or Registered Public Trust or Registered Society
registered under section 12A and 80G of the Income Tax Act, 1961 and
having an established track record of at least three years in undertaking
similar activities
Every entity mentioned
above who intends to undertake any CSR activity, shall register itself with the
Central Government by filling form CSR-1 electronically with the Registrar
w.e.f. April 01, 2021. However,
any CSR projects or programme shall not be affected if the such projects has
been approved prior to April 01, 2021.
Upon submission of CSR-1
duly certified by CA/CS/CWA in practice, unique CSR registration number shall
be generated.
CSR Expenditure
- Administrative Overhead shall not exceed 5% of total expenditure:
- Any surplus arising out of CSR activities shall not form part of
business profit of a 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 amount to fund specified in
schedule VII, within a period of 6 months of the expiry of financial year
- CSR amount may be spent by a company for creation or acquisition
of a Capital Asset which shall be held by
o Section 8 Company or Registered Public Trust or Registered Society having charitable objects and CSR registration Number or
o Beneficiaries of the said CSR projects (self help groups, collectives, entities) or
o A public authority
Where such assets are created before commencement of Companies (CSR Policy) Amendment Rules, 2021, shall within 180 days (can further be extended for 90 days) from the commencement comply with the requirement.
(1)
The Board's Report of a
company covered under these rules pertaining to any financial year shall include
an annual report on CSR containing particulars specified in Annexure I or Annexure
II, as applicable.
(2)
In case of a foreign
company, the balance sheet filed under clause (b) of sub-section (1) of section
381 of the Act, shall contain an annual report on CSR containing particulars
specified in Annexure I or Annexure II, as applicable.
(3)
(a) Every company having
average CSR obligation of ten crore rupees or more in pursuance of subsection of
section 135 of the Act, in the three immediately preceding financial years,
shall undertake impact assessment, through an independent agency, of their CSR
projects having outlays of one crore rupees or more, and which have been
completed not less than one year before undertaking the impact study.
(b) The impact assessment reports shall be placed before the Board and shall be annexed to the annual report on CSR.
(c) A Company undertaking impact assessment may book the expenditure towards Corporate Social Responsibility for that financial year, which shall not exceed five percent of the total CSR expenditure for that financial year or fifty lakh rupees, whichever is less.
Display of CSR activities on its website
The Board of Directors of the Company shall mandatorily disclose the composition of the CSR Committee, and CSR Policy and Projects approved by the Board on their website, if any, for public access.
Transfer of unspent CSR amount
Until a fund is specified in Schedule VII for the purposes of subsection (5) and(6) of section 135 of the Act, the unspent CSR amount, if any, shall be transferred by the company to any fund included in schedule VII of the Act
[Sources: http://www.mca.gov.in/Ministry/pdf/CSRAmendmentRules_22012021.pdf ]
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information contained in this blog are for general information purpose
only. Though we have made every efforts to make our interpretation
correctly, we do not make representation either express or implied about the
completeness or correctness of the subject matter. Under no circumstances
the author is not responsible / liable for any loss or damage caused to anyone
due to any mistake / error / omissions.