Preface
Corporate Social Responsibility (CSR) is the way and means through which corporates can repay their obligations made by the Society by contributing resources in its various forms as required for the betterment of Society. Corporate Social Responsibility is strongly connected with the principles of sustainability. Organization should make decisions based not only on financial or operational factors, but also on the social and environmental consequences. Therefore, it is the core corporate responsibility of Chargebee to practice its corporate values through its commitment to grow in a socially and environmentally responsible way, while meeting the interests of its stakeholders.
Objective and Purpose
The key purpose of this Policy is to:
Outline the development areas in which Chargebee (the "Company") shall get involved in.
Define governance structure for CSR management within the Company.
Serve as a guiding document aiding in identification, execution and monitoring the CSR projects.
Describe the treatment of surpluses from CSR activities.
Applicability
CSR Policy is applicable to Chargebee Technologies Private Limited which is mandated with the CSR expenditure obligations as per Section 135 of the Companies Act, 2013 ("Act") read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended from time to time.
Scope of CSR Policy
This Policy applies to all CSR projects that will be undertaken by Chargebee and shall fulfil all the requirements of Section 135 of the Companies Act, 2013. Chargebee shall ensure all these activities are over and above the normal course of business and are in line with Schedule VII of the Companies Act, 2013 Corporate Social Responsibility or CSR is a business model that the company follows to integrate social and environmental concerns in their business operations. CSR is the Company's effort to pay back the stakeholders and public, who contributed in their growth and success. CSR cannot be termed as charity. This Policy will be periodically reviewed and updated in line with the relevant codes of legislation and best practices that can be adopted by Chargebee.
Areas to Emphasize
The CSR Committee may take up any of the initiatives/projects/programs/activities under the purview of Schedule VII of the Act. However, the two main areas of focus under its CSR activities are as under:
Education: Promoting education which may include special education and employment enhancing skills (Education assistance through Scholarships for meritorious but needy children in high schools and colleges )
Emergencies and Natural Calamities: Chargebee shall provide relief, support, rehabilitation etc. in case of natural calamities or emergencies.
Any other as deemed necessary by the Management inline with Schedule VII of the Act.
Undertaking CSR activities
Chargebee will undertake CSR activities either on its own or in partnership with not for profit, registered trusts/ societies/other body corporates in line with the Schedule VII of the Companies Act, 2013 who are engaged in activities or programs which fall within the purview of Chargebee's CSR Policy and areas of focus.
Governance Structure
A governance structure at Chargebee is responsible for implementing and administering CSR Policy, in compliance with the requirements of Section 135 of the Companies Act, 2013. The Board of Directors of the Company will be ultimately accountable for the CSR projects undertaken by Chargebee.
Chargebee has constituted a CSR Committee at the Board level. The CSR Committee is supported by the CSR Team, comprised of representatives from various internal functions.
CSR Committee:
Chargebee has constituted a Corporate Social Responsibility Committee (the "CSR Committee") in line with Section 135 of the Act. The CSR Committee has been reconstituted by the Board of Directors of the Company on December 27, 2023 and consists of following members of the Board:
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Mr. Rajaraman Santhanam (DIN: 05158110)
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Mr. Karthik Srinivasan (DIN: 09199887)
The CSR Committee of the Board shall be responsible for:
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Review of CSR activities in the Company.
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Formulation of CSR Policy.
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Monitoring of implementation of CSR Policy.
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Recommend to the Board, modifications to CSR Policy as and when required.
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Appraise to the Board the CSR expenditure done during the year.
CSR Team
Dedicated CSR team shall be constituted from among the employees at Chargebee, for implementing the CSR Policy and shall work under the guidance of CSR Committee and will be mainly responsible for:
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Execution of CSR Policy.
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Identify projects and key initiatives pursuant to CSR Policy.
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Facilitating allocation of funds to the projects as identified for CSR activities.
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Monitoring CSR Projects to establish effectiveness of CSR efforts and appraise the same to CSR Committee.
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Compilation of information & preparation of Annual Reports on CSR activities and presenting the same to CSR Committee.
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Any other activity necessary to ensure achievement of CSR objectives.
CSR Budget
The total budget for the CSR projects in each financial year will be decided by the CSR Committee in accordance with applicable provisions of the Act and the CSR Rules. The CSR Committee shall propose to distribute the budget among the Areas to Emphasize or such of them as the CSR Committee may deem fit in each financial year, in such proportion and in a manner that meets the objectives of the CSR Policy.
For any reason if the CSR team is not able to follow the allocation agreed on in any of the Areas to Emphasize described above, the same shall be utilized in such other Areas to Emphasize as the CSR team may recommend with the reasons therefore, and the CSR Committee may approve.
Implementation Process
9.1 CSR Contributions:
The Company will endeavour to contribute and spend at least 2% of the average net profits of the Company made during the three immediately preceding financial years or such amount as may be recommended by the CSR Committee from time to time in pursuance of this Policy.
9.2 Compliance, Monitoring and Reporting:
9.2.1 Compliance: CSR Team will plan, implement, monitor and manage all CSR projects & activities for Chargebee and will work closely with the CSR Committees of the Board.
The CSR Team will formulate implementation plans for the projects specifying the following:
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Activities to be undertaken.
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Budgets proposed.
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Time frame for implementation.
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Responsibilities and authorities for implementation.
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Results expected to be achieved post implementation.
9.2.2 Monitoring: The CSR Team will monitor the implementation and progress of the approved projects through appropriate mechanisms such as site visits, review meetings and progress reports etc. Mechanisms to track data and monitor projects will be established to ensure the transparency and efficiency of the implementation process. The projects will be evaluated against the milestones defined in the implementation plan of the project.
9.2.3 Reporting: The CSR Committee of the Board, based on reports presented by the CSR Team, will annually publish report on the CSR projects as a part of the Director's report. The report will disclose information in the format as prescribed by the Section 135 of the Companies Act 2013. The CSR Committee shall also submit a responsibility statement to the Board that the implementation and monitoring of the CSR Policy is in compliance with the approved CSR Policy of the Company.
The CSR Policy on being approved by the Board shall be displayed on the website of the Company and any modifications carried out from time to time shall also be updated on the website of the Company respectively.
Treatment of Surplus:
The surplus arising out of the CSR activities will not be considered as a part of the business profits of the Company.