Corporate Social Responsibility - CSR Programs

At Arya Omnitalk,we constantly strive to bring economic prosperity and social benefits to the underpriviled in our country. We have partenered with rotary to promote and execute digital learning in India’s education system. We have been a constant pillar of support for progress in many schools.

We diligently have been providing e-learning software to senior secondary schools and enhancing both teaching and learning techniques. We enabled several public schools to bring advancements in their learning system and improved their processes.

We have also facilitated schools with infrastructural help like furniture for classrooms and laboratory paraphernalia. A large group of our society has been struggling for basic education , health facilities ,lack of funds and lack of infrastructure . Arya Omnitalk is making sure to do the best of its ability to contribute to their progress. We are persistently doing our bit in bringing development to the country.

Our ultimate aim is to provide education for “future generation”including the underprivileged and differently-abled children of the country. We aim to provide equal oppuurtunity for all children and make the world a better place by educating the future of the country.

CORPORATE SOCIAL RESPONSIBILITY (CSR) POLICY OF ARYA OMNITALK WIRELESS SOLUTIONS PRIVATE LIMITED (AOWSPL)

• PHILOSOPHY

AOWSPL has always respected contribution of the society in its growth story. We believe that business enterprises cannot grow without using societal resources and such business enterprises are economic organs of the society.  It is, therefore, responsibility of every business enterprise to plough back part of its profits in the society.  AOWSPL continues to remain committed in maintaining the highest standards of corporate social responsibility in its business activities by creating a positive impact on the society and by contributing to socio- economic development including measures for improving the quality of life of underprivileged classes of the society.

• VISION

To be consistent contributor to the development of society beyond mere financial resources by undertaking scalable and sustainable CSR projects relating to eradication of poverty, child welfare, woman empowerment, improving medical facilities and infrastructure for the economically weaker sections of society, environment sustainability or any other similar projects as defined under Schedule VII of the Companies Act, 2013.

• OBJECTIVE

 The main objective of CSR Policy is to lay down the guidelines for the Company to make CSR as a key business process for sustainable development of the society.  It aims at supplementing Government’s role in enhancing welfare measures of the society.   We propose to take our CSR activities to a higher scale by designing various projects related to needy, economically deprived children, woman and senior citizens, deprived and marginalised sections of the society etc.

• DEFINITIONS

 Unless the context otherwise requires –

a) “Act” means the Companies Act, 2013 including any statutory modifications or re-enactment thereof.

b) “Corporate Social Responsibility (CSR)” means and includes:

i) Projects or programmes relating to activities specified in Schedule VII of the Act, or

ii) Projects or programmes relating to activities undertaken by the Board of Directors of the Company in pursuance of recommendations of CSR Committee of the Board as per declared CSR Policy of the Company subject to the condition that such policy will cover subjects enumerated in Schedule VII of the Act.

c) “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.

d) “CSR Committee” means the Corporate Social Responsibility Committee of the Board referred to in section 135 (9) of the Act. Existing Board of Directors shall form CSR committee.

• AREAS TO BE COVERED FOR CSR

The Company proposes to undertake CSR projects and programmes in respect of the activities stated below with a preference to implement these projects and programmes in the areas in which it operates:

1. Eradicating hunger, poverty and malnutrition, promoting health care including preventive health care, sanitation and disaster management 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.
5. Protection of national heritage, art and culture including restoration of buildings and sites historical importance and works of art; setting-up public libraries, promotion and development of traditional arts 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, Paralympics Sports and Olympic Sports.
8. Contribution to the Prime Minister’s National Relief Fund or any other fund set up by the Central Government or the State Governments for socio-economic development and relief and funds for the welfare of the Scheduled Castes, the Scheduled Tribes, other backward classes, minorities and women.
9. Contributions or funds provided to technology incubators located within academic institutions which are approved by the Central Government.
10. Rural development Projects.
11. Bio-toilet Programme or contribution to any such programme of any other organisation or Central Government or any State Government.
12. Projects related to providing hygienic sanitation facilities for girl students at school.
13. Setting up makeshift hospitals and temporary COVID care facilities (General Circular 05/2021 dated 22^nd April, 2021).

• RESOURCES FOR CSR

We propose to deploy the following resources for our CSR activities:

1. Funds:

At the minimum, as required by law i.e. 2% of average net profits of the past 3 years.

• IMPLEMENTATION

 CSR Projects and Programmes of the Company to be implemented by Company personnel assigned with such specific responsibilities or through external implementing agencies or other trusts of the Company or other Section 8 Companies that may be established by the Company from time to time. In such cases, the Company will specify the CSR Programmes which may be undertaken by those implementing agencies or trusts or Section 25 Companies in accordance with their Objects and administrative and accounting processes laid down in the respective Trust Deeds/ Memorandum and Articles of Association and pursuant to the latest Rule 4 of the Companies (Corporate Social Responsibility Policy) Rules, 2014.

• CSR EXPENDITURE

 CSR expenditure will include all expenditure, direct and indirect, incurred by the Company on CSR Programmes undertaken in accordance with the approved CSR Plan. Moreover, any surplus arising from any CSR Programmes shall be used only for CSR. Accordingly, any income arising from CSR Programmes will be netted off from the CSR expenditure and such net amount will be reported as CSR expenditure.  Any surplus arising out of CSR projects shall not form part of business profit of the company.

• GOVERNANCE

 A) Composition of CSR Committee:

As per the provisions of section 135(9) of the Companies Act, 2013, The existing Board of Directors has discharged the duties in connection with CSR.

B) Terms of Reference:

i) To formulate the Corporate Social Responsibility Policy of the Company and modify the same from time to time which shall indicate the activities to be undertaken by the Company as specified in Companies (Corporate Social Responsibility) Rules, 2014 and Schedule VII to the Companies Act, 2013.

ii) To identify and recommend CSR Projects and Programmes of the Company.

iii) To recommend the amount of expenditure to be incurred on the CSR activities.

iv) To institute a transparent monitoring mechanism for implementation of CSR Projects and Programmes of the Company and accordingly monitor the Corporate Social Responsibility Policy of the company from time to time.

v) To report to the Board on the performance of the Company on CSR Projects and updates on the new CSR Projects from time to time.

vi) To prepare draft CSR Report as per the format provided in Attachment – I to this policy at the end of the year for approval by the Board for reporting to the Shareholders.

vii) Any other matter as the CSR Committee may deem appropriate after approval of the Board of Directors or as may be directed by the Board of Directors from time to time.

C) Monitoring Mechanism

Each of the CSR projects and programs would have clearly defined output, outcome and process indicators which will have to be reported at specified frequencies. All projects and program will be monitored by the Board.  The monitoring process will cover any modifications to the policy, including the CSR structure, program and financial reviews. The CSR Committee will report to the Board.

All projects and program above a value of Rs. 10 Lac will also be audited by the Statutory Auditor as a part of regular financial audit.

[As approved by Board of Directors of AOWSPL in meeting held on 5^th May 2021]

Composition of CSR Committee

1. Mayank Shah
2. Sanjeev Parikh