Mahindra Insurance Brokers Limited Corporate Social Responsibility (CSR) Policy

At Mahindra Insurance Brokers Limited (‘MIBL’ or ‘The Company’) we sincerely believe that the actions of the organization and its community are highly inter-dependent. Both on its own and as part of the Mahindra Group, through constant and collaborative interactions with our external stakeholders, MIBL strives to become an asset in the communities where it operates.

1. Objective of CSR Policy

The objective of this Policy is to continuously and consistently:

• Define and lay down the guiding principles and strategies implementing Company’s CSR initiatives;
• Outline our Board’s vision and approach for undertaking CSR and creating impact in the communities;
• Encourage an increased commitment and engagement from employees towards CSR and volunteering interventions called ESOPs (Employee Social Options).

2. Policy Guidelines

• All CSR Projects must be aligned as prescribed in Schedule VII of the Companies Act, 2013.
• CSR projects or programmes or interventions (except training of Indian Sports Personnel representing any State or Union territory at national level or India at international level) must be undertaken in India.
• The Company may take help of International Organizations in designing, monitoring, and evaluating its CSR Projects, and in assisting with capacity building of its personnel. However, it is clarified that such organizations cannot take the responsibility of actual implementation of the CSR initiatives.
• CSR projects or programmes must not include the initiatives undertaken in pursuance of normal course of business of the Company.
• Projects or programmes or Interventions that benefit only the employees of the Company shall not be considered as CSR.
• CSR interventions should be in project/programme mode. One-off events such as marathons/awards/charitable contribution/advertisement/sponsorship of TV programmes etc. and any other sponsorship activity deriving marketing benefits for the company’s products or services will not qualify as part of CSR expenditure.
• Contribution of any amount directly or indirectly to any political party shall not be considered as CSR.
• Activities carried out for fulfillment of any other statutory obligations under any law in force in India will not qualify towards CSR requirements.

3. Scope and Applicability

This Policy shall be applicable to all CSR initiatives undertaken by the Company in pursuance of the requirements of Section 135 and Schedule VII of Companies Act, 2013 and the Companies (Corporate Social Responsibility Policy) Amendment Rules, 2021 (including any statutory modifications, amendments, or re-enactments of any of them for the time being in force).

4. Mission

Driving positive impact in communities.

5. CSR Thrust Areas

The Company has identified CSR Thrust Areas for undertaking CSR Projects/ programs in India. The actual distribution of the expenditure among these thrust areas will depend upon the needs as may be determined by the need identification studies or discussions with local government/ Grampanchayat / NGOs. The Company shall give preference to the areas around which the Company operates and the areas with identified needs for CSR spending.

Thrust Areas:

• Education & Livelihood
  Promoting education, including special education and employment enhancing vocation skills especially among children, women, elderly and the differently - abled and livelihood enhancement projects
• Health
  Eradicating hunger, poverty and malnutrition, promoting health care including preventive health care and sanitation and making available safe drinking water.
• Environment
  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
• Others
  From time to time, the Company may identify newer Thrust Areas to the above list, in so far as such activities are as defined in Schedule VII of the Companies Act, 2013, as amended, from time to time.

6. Governance Structure

The Company has a well-defined and robust governance structure to oversee the implementation of the CSR Policy, in compliance with the requirements of Section 135 of the Companies Act, 2013 and the Companies (Corporate Social Responsibility Policy) Amendment Rules, 2021.

6.1 Role of the Board of Directors

The roles and responsibilities of the Board of Directors towards CSR shall include:

• Provide recommendations and approval for the annual action plan formulated and presented by the CSR Committee for spending of the prescribed CSR budget.
• Alter the recommended annual action plan at any time during the financial year, if required, as per the
• Ensure that the Company spends, in every financial year, at least 2% of the average net profits made during the three immediately preceding financial years, in pursuance, of its CSR Policy.
• Ensure that the Company, treats the CSR Spends i.e. CSR surplus, excess expenditure and unspent CSR funds as per the modalities prescribed in the Companies (Corporate Social Responsibility Policy) Amendment Rules, 2021.
• Specify in its Report the reasons for not spending the amount if the Company fails to spend such amount.
• Disclose the composition of the CSR Committee, and CSR Policy and Projects approved by the Board on the Company’s website, if any, for public access.

6.2 Composition of CSR Committee

The CSR Committee of the Board of Directors comprises the following Members:

6.3 Role of the CSR Committee

The Corporate Social Responsibility Committee of the Board (‘CSR Committee’) is responsible for formulating and recommending to the Board an annual action plan consisting of list of approved projects or programs to be undertaken within the purview of Schedule VII of the Companies Act, 2013, manner of execution of such projects, modalities of fund utilization and implementation schedules, monitoring and reporting mechanism for the projects, and details of need and impact assessment, if any, for the projects to be undertaken.

6.4 Role of the CSR Implementation Secretariat

The amount to be spent for CSR Projects shall be recommended to the CSR Committee by the CSR Implementation Secretariat for execution of the approved projects.

7. Funding and Allocation

For achieving the CSR objectives through implementation of meaningful and sustainable CSR Projects, the CSR Committee will allocate for its Annual CSR Budget, 2% of the average net profits of the Company made during the three immediately preceding financial years, calculated in accordance with the relevant Sections of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Amendment Rules, 2021.

The Company may spend up to 5% of the total CSR expenditure in one financial year on building CSR capabilities and other general and administrative overheads. The Company may also make contributions to Mahindra Group’s Corporate Foundations/Trusts i.e. K. C. Mahindra Education Trust, Mahindra Foundation, Mahindra Finance CSR Foundation, the Company’s wholly-owned subsidiary and any other Non-Government Organization (NGOs) towards its corpus for projects approved by the Board. The CSR Committee will recommend the CSR budget to the Board annually, for its approval and guide the CSR Implementation Secretariat for effective execution.

The Company shall spend up to 5% of the total CSR expenditure in one financial year or 50 lakh rupees, whichever is lesser, on undertaking impact assessment for the applicable projects, as required by the law.

For an ongoing project, if any amount budgeted to be spent for the year remains unspent, then such an unspent amount will be allocated towards such ongoing project for spending in any of the three succeeding financial years and will be transferred to the Unspent Corporate Social Responsibility account opened with a scheduled bank by the Company within 30 days from the end of the financial year. For other projects, such amount will be transferred to a fund specified in Schedule VII within 6 months of the expiry of the financial year.

Any surplus arising out of the CSR Projects or Programs or activities shall not form part of the business profit of the Company and will be ploughed back into the project in the current Financial Year or be allocated for an ongoing project to be spent in any of the three succeeding financial years or will be transferred to a fund specified in Schedule VII.

Any excess expenditure i.e., beyond the prescribed CSR budget will be disclosed in the Board’s CSR Report and shall be made available for set off against the CSR requirement to spend in any of the three succeeding financial years.

The Board of Directors will 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 will certify the same to that effect.

8. Volunteering of employees from the organization

The Company will encourage and recognize its employees for volunteering with the spirit of serving and sharing with the community.

The Company shall endeavor to increase employee participation at all levels in the Organization, by encouraging employees to participate in the Company’s CSR initiatives

9. Implementation

• The CSR Committee shall provide guidance on the allocation of the CSR budget among the thrust areas on an annual basis and seek approval from the Board.
• The CSR Projects will be undertaken based on the annual action plan formulated and recommended by the CSR Committee and approved by the Board. The Board may alter the annual action plan at any time during the financial year, as per the recommendation of the CSR Committee based on reasonable justification to that effect.

10. Monitoring process of CSR Interventions

• To ensure effective implementation of the CSR intervention, a monitoring mechanism has been established by the CSR Implementation Secretariat to maintain a regular connect with the implementing partner and take corrective actions at the right time.
• The implementing partners will report on a quarterly basis the progress of the project activities, the utilization of funds disbursed and plans for sustainability of the project.
• The CSR Committee will monitor and review on a regular basis or as and when required, the progress of CSR initiatives undertaken.
• The fund utilization made in projects as approved by the Board, will be certified by the Chief Financial Officer of the Company.
• Applicable projects, as required by the Companies (Corporate Social Responsibility Policy) Amendment Rules, 2021, shall be subjected to an in depth impact study to assess the impact created through the project.
• In case of deviation in implementation as defined in the annual action plan, such changes will be approved by the CSR Committee and the Board of Directors of the Company.
• In order to ensure transparency and communication with all stakeholders, the CSR Policy and the list of approved projects will be uploaded on the Company’s website and made available in the public domain.

11. Criteria for identifying CSR projects Interventions

While identifying the CSR interventions all efforts would be made to the extent possible to define the following:

• Project objectives
• Base line Survey/Need Assessment
• Implementation schedules.
• Defined fund disbursement schedules.
• Responsibilities and authorities.
• Major results expected and measurable outcome.

12. Criteria for identifying Non-Governmental Organizations (NGOs)

CSR initiatives will be implemented either directly by the Company through its ESOPs structure where the MIBL employees will directly implement the CSR interventions or through implementing agencies (NGOs). The implementing agencies being considered for a partnership will need to comply with the following criteria:

• The NGO can be a company established by the Company either singly or along with any other company and can be a company established under Section 8 of the Companies Act, 2013 / Registered Public Trust / Registered Society with a registration under Section 12A and Section 80G of the Income Tax Act, 1961, or
• The NGO can be a company registered under Section 8 of the Companies Act, 2013 / Registered Public Trust / Registered Society with a registration under Section12A and Section 80G of the Income Tax Act, 1961 and with an established track record of at least 3 years, or
• The NGO can be an entity established under the act of Parliament or State Legislature,or
• The NGO can be an entity established by the Central or State Government,
• The NGO / Agency will need to have a permanent office in India;

All implementing partners sufficing any of the above-mentioned conditions, will need to register themselves with the Central Government by filing e-form CSR-1 electronically and obtain a unique CSR Registration Number from the MCA.

The Company may also collaborate with other companies to undertake CSR Projects or Programs, provided the CSR Committees of the respective companies are in a position to report separately on such projects or programs.

13. Definitions

• Company means Mahindra Insurance Brokers Limited (‘MIBL’).
• Act means the Companies Act, 2013, as amended from time to time.
• CSR Rules means Companies (Corporate Social Responsibility Policy) Amendment Rules, 2021, as amended from time to time.
• Board means Board of Directors of the Company.
• CSR Project/Program means the interventions undertaken by the Company in pursuance of its statutory obligation laid down in Section 135 of the Act.
• CSR Committee means the Corporate Social Responsibility Committee constituted by the Board of Directors pursuant to Section 135 of the Companies Act, 2013.
• Net Profit means the net profit of the Company as per its financial statement prepared in accordance with the applicable provisions of the Companies Act, 2013, but shall not include the following, namely:
  • Any profit arising from any overseas branch or branches of the Company whether operated as a separate company or otherwise; and
  • Any dividend received from other companies in India, which are covered under and complying with the provisions of Section 135 of the Companies Act 2013.
• Policy means this Corporate Social Responsibility Policy, as may be amended from time to time.
• Administrative overheads mean 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;
• 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 and shall include such project that was initially not approved as a multi-year project but whose duration has been extended beyond one year by the Board of Directors based on reasonable justification.