Corporate Social Responsibility (CSR) Policy

1. Preamble & Philosophy

Corporate Social Responsibility (“CSR”) at GREEN POWER INTERNATIONAL PRIVATE LIMITED (“Company”) portrays the deep symbiotic relationship that the Company enjoys with the communities it is engaged with. As a responsible corporate citizen, we contribute towards social and economic development on a regular basis.

We believe that to succeed, an organization must uphold highest standards of corporate governance towards its employees, consumers, and the society at large. We believe that CSR underpins the objective of bringing about a positive change to the environment and making a difference to the lives of the stakeholders we serve.

This Policy was originally adopted by the Board of Directors on the recommendation of the CSR Committee on 30/04/2014 and revised to align with statutory updates.

2. Objectives & Vision

Through sustainable measures, actively contribute to the social, economic, and environmental development of the community in which the Company operates, ensuring participation from the community and thereby creating lasting value for the nation.

3. Definitions

• “Act” means the Companies Act, 2013 and rules made thereunder, as amended from time to time.
• “Administrative Overheads” means the expenses incurred by the Company for general management and administration of Corporate Social Responsibility functions in the Company but shall not include the expenses directly incurred for the designing, implementation, monitoring, and evaluation of a particular Corporate Social Responsibility project or programme.
• “Board” means the Board of Directors of the Company.
• “Company” means Green Power International Private Limited (“GPIPL”).
• “CSR” means the activities undertaken by the Company in pursuance of its statutory obligation laid down in section 135 of the Act and CSR Rules, excluding activities undertaken in normal course of business, political contributions, overseas projects, or exclusive employee benefits.
• “CSR Committee” means Corporate Social Responsibility Committee of the Company constituted by the Board.
• “CSR Expenditure” shall include all expenditure including contribution to corpus, for projects or programs relating to CSR activities, approved by the Board on the recommendation of its CSR Committee.
• “Ongoing Project” means a multi-year project undertaken by the Company in fulfillment of its CSR obligation having timelines not exceeding three years excluding the financial year in which it was commenced.

4. CSR Activities & Focus Areas (Schedule VII)

The Company carries out its CSR activities in alignment with Schedule VII of the Companies Act, 2013, including:

1. Hunger, Poverty & Healthcare: Eradicating hunger, poverty, and malnutrition; promoting healthcare (including preventive healthcare) and sanitation; contribution to Swachh Bharat Kosh; making available safe drinking water.
2. Education & Skill Development: Promoting education, including special education and employment enhancing vocation skills especially among children, women, elderly, and differently-abled individuals.
3. Gender Equality & Empowerment: Empowering women; setting up homes and hostels for women and orphans; setting up old age homes, day care centres and senior citizen facilities; reducing inequalities faced by socially and economically backward groups.
4. Environmental Sustainability: Ensuring ecological balance, protection of flora and fauna, animal welfare, agro-forestry, conservation of natural resources, maintaining quality of soil, air and water, and contributing to the Clean Ganga Fund.
5. Heritage & Culture: Protection of national heritage, art, and culture; restoration of historical sites and works of art; promotion and development of traditional arts and handicrafts.
6. Armed Forces Veterans: Measures for the benefit of armed forces veterans, war widows, and their dependents.
7. Sports: Training to promote rural sports, nationally recognised sports, paralympic sports, and Olympic sports.
8. National Relief Funds: Contribution to Prime Minister’s National Relief Fund or PM CARES Fund for socio-economic development and relief.
9. Technology & R&D: Contributions to incubators, research and development projects in science, technology, engineering, and medicine funded by Central/State Governments or public institutions.
10. Rural & Slum Area Development: Rural infrastructure projects and slum rehabilitation.
11. Disaster Management: Disaster relief, rehabilitation, and reconstruction activities.

5. Modalities of Execution & Implementation

The CSR activities shall be undertaken within the territory of the Republic of India. Projects may be executed directly by the Company or collaboratively with registered entities, Section 8 companies, or charitable trusts registered under Section 12A and 80G of the Income Tax Act, 1961, having valid MCA CSR Registration numbers.

6. CSR Committee

The Board has constituted a dedicated CSR Committee in compliance with applicable provisions of the Act. The Committee is responsible for:

• Formulating and recommending the CSR Policy and revisions to the Board.
• Recommending the annual CSR budget and project allocations.
• Formulating and recommending an Annual Action Plan outlining project details, execution modes, funding modalities, and monitoring frameworks.
• Overseeing and monitoring the progress and impact of approved initiatives.
• Submitting regular updates and reports to the Board of Directors.

7. Budget, Allocation & Unspent Funds

The Board approves the budgetary allocation for CSR each financial year based on statutory calculations under Section 135. Key financial treatments include:

• Ongoing Projects: Any unspent funds are transferred to the ‘Unspent CSR Account’ within 30 days of the end of the financial year to be utilized within the next three consecutive financial years.
• Other Projects: Unspent amounts are transferred to a Schedule VII designated fund within 6 months of the close of the financial year.
• Surplus Treatment: Any surplus arising out of CSR projects shall not form part of business profits and will be ploughed back into CSR initiatives.
• Excess CSR Spend: Excess amounts spent beyond statutory obligations may be set off against CSR obligations over the next three consecutive financial years upon Board approval.

8. Criteria for Partner Agencies

When external agencies are engaged, rigorous due diligence is performed ensuring:

• Legal authorization and clean ethical track record.
• Minimum three years of documented experience in executing CSR projects.
• Valid Section 12A and 80G registrations and Unique CSR Registration Number with MCA.
• Absence of adverse legal, arbitration, or insolvency proceedings.

9. Monitoring, Reporting & Website Disclosure

A structured monitoring framework overseen by the CSR Committee ensures transparency, timely milestone completion, and budgetary adherence. Key provisions:

• Periodic reviews and progress reports submitted to the Board at least once each financial year.
• Impact assessments conducted through independent third-party agencies whenever mandated by statutory thresholds.
• Mandatory Website Disclosure: In adherence to statutory requirements, the composition of the CSR Committee, CSR Policy, and approved projects are published on the official company website and incorporated into the annual Board’s Report.

10. Review & Amendment

The CSR Committee periodically reviews this Policy in response to evolving societal needs and regulatory directives. Any changes or statutory updates issued by relevant authorities automatically prevail and are integrated into this Policy.