Corporate Social Responsibility Policy
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1. Preamble
“CIVILIZATION” in true sense means coming and working together for each other with the idea of benefiting the other. However, to keep pace with the changing environment the “civilization” seems to lose its true meaning. one should realize that the synergy is gained by coming together and not by staying isolated. The Ministry of Corporate Affairs (“MCA”) introduced the new concept Corporate Social Responsibility (“CSR”) in the Companies Act, 2013 with a view to bring back the true meaning of civilization. The organizations must understand the need of the hour that the Government cannot alone uplift the society as a whole and thus every organization must extend their hands for this noble cause.
The organization functions in the society, it is a part of it and it receives resources, man power, revenue, etc. from the society and it inherently becomes the responsibility of the organization to return to the society by giving what the society wants so that it can become a better place for the entire human race.
Mahavir Bullion & Refinery Private Limited (“the Company”) by this Policy anticipates working for the human civilization. -
2. Objective:
CSR is strongly connected with the principles of Sustainability; an organization should make decisions based not only on financial factors, but also on the social and environmental consequences. Therefore, it is the core corporate responsibility of the Company to practice its corporate values through its commitment to grow in a socially and environmentally responsible way, while meeting the interests of its stakeholders. -
3. Regulatory Reference:
a) Section 135 of the Companies Act, 2013 (“the Act”);
b) Companies (Corporate Social Responsibility Policy) Rules, 2014 (“the Rules”); -
4. Policy:
a) This policy shall be known as Corporate Social Responsibility Policy of the Company which is referred in this Policy as “the Policy” or “CSR Policy”.
b) The Policy shall be displayed on the website of the Company; -
5. Committee:
a) The Company has formed a committee which shall be known as the Corporate Social Responsibility Committee (“the Committee”);
b) The Committee shall consists of at least two Directors;
c) The composition of the Committee shall be disclosed by the Board of Directors of the Company in its Report; -
6. CSR Activities:
(a) The following activities shall be termed as CSR Activities: -
i. eradicating hunger, poverty and malnutrition, promoting preventive health care and sanitation and making available safe drinking water;
ii. promoting education, including special education and employment enhancing vocation skills especially among children, women, elderly, and the differently abled and livelihood enhancement projects;
iii. promoting gender equality, empowering women, setting up homes and hostels for women and orphans; setting up old age homes, day care centers and such other facilities for senior citizens and measures for reducing inequalities facedby socially and economically backward groups;
iv. ensuring environmental sustainability, ecological balance, protection of flora and fauna, animal welfare, agro forestry, conservation of natural resources and maintaining quality of soil, air and water;
v. 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 arts and handicrafts;
vi. measures for the benefit of armed forces veterans, war widows and their dependents;
vii. training to promote rural sports, nationally recognized sports, paralympic sports and Olympic sports;
viii. contribution to the Prime Minister's National Relief Fund or any other fund set up by the Central Government for socioeconomic development and relief and welfare of the Scheduled Caste, the Scheduled Tribes, other backward classes, minorities and women;
ix. contributions or funds provided to technology incubators located within academic institutions which are approved by the Central Government;
x. rural development projects.
(b)The CSR Activities shall not include the following: -
a. activities undertaken in pursuance of normal course of business of the Company;
b. activities that benefit only the employees of the Company and their families;
c. any contribution to any Political party; -
7. Contribution for CSR Activities:
a. The Board of the Company shall ensure that the Company spends, in every financial year, at least two per cent of the average net profits of the Company made during the three immediately preceding financial years, in pursuance of the Policy;
b. If the Company fails to spend such amount, the Board shall, in its report, specify the reasons for not spending such amount;>br> c. The surplus arising out of the CSR projects or programs or activities shall not form part of the business profit of a Company and shall be carried forward for spending in the next financial year.
d. The contribution in CSR Activities shall only be made in India;
Explanation: if any contribution in CSR Activities is made outside India, the same shall not be considered in calculation of two percent limit as specified in clause (a) above;
e. The Company shall give preference to the local area and areas around it where it operates for spending the amount earmarked CSR activities; -
8. Implementation:
a. The Board may decide to undertake its CSR activities approved by the CSR Committee through a Registered Trust or Registered Society or Company established by the Company or its Subsidiary or Associate Company under the Companies Act, 2013;
b. The Company may also collaborate with other companies for undertaking projects or programs or CSR activities in such a manner that the CSR Committees of respective companies are in a position to report separately on such projects or programs in accordance with these rules. -
9. Monitoring and Reporting:
a. The CSR Committee shall monitor and review the progress of activities undertaken/ completed;
b. The Committee shall meet periodically;
c. The Board of Directors of the Company should periodically review the implementation of the Policy and CSR Activities;
d. The Board Report shall consist a section of Annual Report on CSR as per the format prescribed under the Rules; -
10. Amendment:
The Company reserves its right to amend or modify the Policy in whole or in part, so long as it is not inconsistent with the provision of the Act and Rules.
PURPOSE
The Anti-Bribery Policy (“Policy”) emphasizes Mahavir Bullion & Refinery Private Limited’s (hereinafter referred to as “MBR/Company”) zero-tolerance approach to bribery and corruption. It establishes the principles with respect to applicable anti-bribery and anti-corruption laws. The policy provides information and guidance on how to recognise and deal with bribery and corruption issues. It guides us to act professionally, fairly and with utmost integrity in all our business dealings and relationships, wherever we operate.
POLICY STATEMENT
Bribery is the offering, promising, giving, accepting or soliciting of an advantage as an inducement for action which is illegal or a breach of trust. A bribe is an inducement or reward offered, promised or provided in order to gain any commercial, contractual, regulatory or personal advantage.
It is our policy to conduct our business in an honest and ethical manner. We take a zero-tolerance approach to bribery and corruption. We are committed to acting professionally, fairly and with integrity in all our business dealings and relationships wherever we operate and implementing and enforcing effective systems to counter bribery. We will uphold all laws relevant to countering bribery and corruption in all jurisdictions in which we operate.
It is our policy to conduct our business in an honest and ethical manner. We take a zero-tolerance approach to bribery and corruption. We are committed to acting professionally, fairly and with integrity in all our business dealings and relationships wherever we operate and implementing and enforcing effective systems to counter bribery. We will uphold all laws relevant to countering bribery and corruption in all jurisdictions in which we operate.
SCOPE
The principles set forth in this policy are applicable to all directors, officers, employees, consultants, contractors, associates and business partners of the company. It is, therefore, the responsibility of all to follow and adhere to all elements described in the policy. In countries where there are more stringent applicable laws, regulations or industry codes, MBR requires compliance with the most restrictive requirement, and the principles set out in this policy shall be superseded in those specific countries.
ANTI-BRIBERY AND CORRUPTION STANDARDS
It is prohibited for the company or its directors, officers, employees, consultants, business partners or contractors to:
a) Give, promise to give, or offer a payment, gift or hospitality to a third party or otherwise engage in or permit a bribery offence to occur, with the expectation or hope that an advantage in business will be received, or to reward a business advantage already given.
b) Give, promise to give, or offer a payment, gift, or hospitality to a third party to "facilitate" or expedite a routine procedure.
c) Accept a payment, gift or hospitality from a third party if you know or suspect that it is offered or provided with an expectation that a business advantage will be provided by the company in return.
d) Threaten or retaliate against another employee or worker who has refused to commit a bribery offence or who has raised concerns under this Policy or the company’s whistleblower policy.
e) Engage in any activity that might lead to a breach of this Policy.
a) Give, promise to give, or offer a payment, gift or hospitality to a third party or otherwise engage in or permit a bribery offence to occur, with the expectation or hope that an advantage in business will be received, or to reward a business advantage already given.
b) Give, promise to give, or offer a payment, gift, or hospitality to a third party to "facilitate" or expedite a routine procedure.
c) Accept a payment, gift or hospitality from a third party if you know or suspect that it is offered or provided with an expectation that a business advantage will be provided by the company in return.
d) Threaten or retaliate against another employee or worker who has refused to commit a bribery offence or who has raised concerns under this Policy or the company’s whistleblower policy.
e) Engage in any activity that might lead to a breach of this Policy.
GIFTS, HOSPITALITY AND ENTERTAINMENT
a) MBR acknowledges that exchange of nominal gifts and sharing of entertainment is customary in many parts of the world during national, cultural and religious occasions.
b) The giving or receipt of gifts by Associates is not prohibited, if following requirements are met:
- No quid pro quo – There must always be a legitimate business purpose to support gifts related expenses. Customary gifts, meals, entertainment, travel or lodging may never be given or received in return for a favour/ favourable treatment or to refrain from doing something disadvantaging Company.
- It complies with all applicable Anti-bribery and Anti-corruption laws;
- It does not include cash or a cash equivalent (such as gift certificates or vouchers);
- Considering, the reason and nature of the gift, it is of an appropriate type and value and given at an appropriate time;
- It is given openly, not secretly.
c) MBR appreciate that the practice of giving business gifts varies between countries and regions and what may be normal and acceptable in one region may not be in another. The test to be applied is whether in all the circumstances the gift or hospitality is reasonable and justifiable. The intention behind the gift should always be considered.
b) The giving or receipt of gifts by Associates is not prohibited, if following requirements are met:
- No quid pro quo – There must always be a legitimate business purpose to support gifts related expenses. Customary gifts, meals, entertainment, travel or lodging may never be given or received in return for a favour/ favourable treatment or to refrain from doing something disadvantaging Company.
- It complies with all applicable Anti-bribery and Anti-corruption laws;
- It does not include cash or a cash equivalent (such as gift certificates or vouchers);
- Considering, the reason and nature of the gift, it is of an appropriate type and value and given at an appropriate time;
- It is given openly, not secretly.
c) MBR appreciate that the practice of giving business gifts varies between countries and regions and what may be normal and acceptable in one region may not be in another. The test to be applied is whether in all the circumstances the gift or hospitality is reasonable and justifiable. The intention behind the gift should always be considered.
FACILITATION PAYMENTS AND KICKBACKS
Facilitation payments are a form of bribery made for the purpose of expediting or facilitating the performance of a public official for a routine governmental action and not to obtain or retain business or any improper business advantage. Facilitation payments tend to be demanded by low-level officials to obtain a level of service that one would normally be entitled to.
MBR’s strict policy is that facilitation payments must not be paid. MBR recognizes, however, that its employees may be faced with situations where there is a risk to the personal security of an employee or his/her family and where a facilitation payment is unavoidable, in which case the following steps must be taken:
- Keep any amount to the minimum;
- Create a record concerning the payment; and
- Report it to your manager.
In order to achieve our aim of not making any facilitation payments, each business of the company will keep a record of all payments made, which must be reported to the management in order to evaluate the business risk and to develop a strategy to minimize such payments in the future.
MBR’s strict policy is that facilitation payments must not be paid. MBR recognizes, however, that its employees may be faced with situations where there is a risk to the personal security of an employee or his/her family and where a facilitation payment is unavoidable, in which case the following steps must be taken:
- Keep any amount to the minimum;
- Create a record concerning the payment; and
- Report it to your manager.
In order to achieve our aim of not making any facilitation payments, each business of the company will keep a record of all payments made, which must be reported to the management in order to evaluate the business risk and to develop a strategy to minimize such payments in the future.
POLITICAL CONTRIBUTIONS
MBR do not make donations, whether in cash or kind, in support of any political parties or candidates, as this can be perceived as an attempt to gain an improper business advantage.
CHARITABLE CONTRIBUTIONS
Charitable support and donations are acceptable (and indeed are encouraged), whether of in- kind services, knowledge, time, or direct financial contributions. However, employees must be careful to ensure that charitable contributions are not used as a scheme to conceal bribery. MBR only does charitable donations that are legal and ethical under local laws and practices. No donation must be offered or made without the prior approval of the Management.
RECORD-KEEPING
MBR maintains financial records and has appropriate internal controls in place, which will evidence the business reason for making payments to third parties. MBR maintains a written record of all hospitality or gifts accepted or offered, which will be subject to managerial review. All expense claims relating to hospitality, gifts, or expenses incurred to third parties are submitted in accordance with the company’s expenses policy and specifically record the reason for the expenditure. All accounts, invoices, memoranda, and other documents and records relating to dealings with third parties, such as clients, suppliers, and business contacts, should be prepared and maintained with strict accuracy and completeness. MBR ensures that no accounts are kept "off-book" to facilitate or conceal improper payments.
RAISING A CONCERN AND PROTECTION
a) All MBR associates are encouraged to raise concerns about any issue or suspicion of malpractice at the earliest possible stage. If they are unsure whether a particular act constitutes bribery or corruption, or if they have any other queries, these should be raised with the manager.
b) An associate who refuses to accept or offer a bribe, or those who raise concerns or report another's wrongdoing, are sometimes worried about possible repercussions. MBR aims to encourage openness and will support anyone who raises genuine concerns in good faith under this policy, even if they turn out to be mistaken.
c) MBR will ensure that no one will suffer any detrimental treatment as a result of refusing to take part in bribery or corruption, or because of reporting in good faith their suspicion that an actual or potential bribery or other corruption offence has taken place, or may take place in the future. Detrimental treatment includes dismissal, disciplinary action, threats or other unfavourable treatment connected with raising a concern.
b) An associate who refuses to accept or offer a bribe, or those who raise concerns or report another's wrongdoing, are sometimes worried about possible repercussions. MBR aims to encourage openness and will support anyone who raises genuine concerns in good faith under this policy, even if they turn out to be mistaken.
c) MBR will ensure that no one will suffer any detrimental treatment as a result of refusing to take part in bribery or corruption, or because of reporting in good faith their suspicion that an actual or potential bribery or other corruption offence has taken place, or may take place in the future. Detrimental treatment includes dismissal, disciplinary action, threats or other unfavourable treatment connected with raising a concern.
TRAINING AND COMMUNICATION
Training on this policy forms part of the induction process for all new employees. All existing employees will receive regular, relevant training on how to implement and adhere to this policy. In addition, all employees will be asked to formally accept conformance to this policy on an annual basis. Our zero-tolerance approach to bribery and corruption must be communicated to all suppliers, customers, contractors and business partners at the outset of our business relationship with them and as appropriate thereafter.
MONITORING AND REVIEW
The Board of Directors shall monitor the effectiveness and review the implementation of this policy, regularly considering its suitability, adequacy and effectiveness. Any improvements identified will be made as soon as possible. Internal control systems and procedures will be subject to regular audits to provide assurance that they are effective in countering bribery and corruption. All employees are responsible for the success of this policy and should ensure they use it to disclose any suspected danger or wrongdoing. Employees are invited to comment on this policy and suggest ways in which it might be improved. Comments, suggestions and queries should be addressed to the Board of Directors. This policy does not form part of any employee's contract of employment and it may be amended at any time.
