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  • The document describes the Corporate Social Responsibility Policy (“CSR policy”) of Honda Motorcycle and Scooter India Pvt. Ltd. (“HMSI” or “the company”). It includes HMSI’s vision, mission and other relevant attributes of Corporate Social Responsibility.
  • The CSR policy shall be guided by HMSI’s corporate philosophy of respect for the individual and the society at large.
  • The CSR policy has been formulated in accordance with Section 135 of the Companies Act 2013 and the CSR Rules 2014 and the relevant amendments / notifications / circulars.
  • The CSR policy shall apply to all CSR programs of HMSI
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HMSI is committed to build a sustainable business with strong social relevance and a commitment to inclusive growth and contribute to the society by supporting causes on various concerns including road safety, healthcare, environmental sustainability, promoting education, promoting sports and other rural development activities.

In pursuance of our vision that HMSI desires to be a ‘Company which society wants to exist’, we are dedicated towards fulfilling the social objectives through various CSR activities. The Company shall make its endeavour to positively impact and influence the Society for its sustainable development.

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The Companies Act, 2013 has brought greater emphasis on CSR with rules that provide guidance on minimum CSR spend, focus areas, implementation mechanism and reporting to the shareholders of the company.

HMSI CSR Policy has been designed keeping in view the company’s business vision, its CSR vision and long-term social objectivesthat the company wants to achieve. HMSI CSR Policy has been created with the purpose to outline its CSR focus areas, review mechanism, execution process and reporting mechanism.

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The responsibility of the Board of Directors shall be as under:

  1. To approve the CSR Policy & disclose the contents of such policy in its report and place it on the Company’s website;
  2. Ensure that the activities proposed in the CSR Policy are undertaken;
  3. Ensure that the company spends, in every financial year, at least 2% of average net profits of the company made during the 3 immediately preceding financial years, as required under Section 135 of the Companies Act, 2013 & Rules made thereunder;
  4. If company fails to spend the sum as mentioned above, then the Board shall, in its Report specify the reasons for not spending the amount.
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5.1. Constitution of CSR Committee

A Corporate Social Responsibility Committee (“the CSR Committee”) has been constituted by the Board of Directors to oversee the CSR agenda of the Company. The committee has been formed as per the requirements of Section 135 of the Companies Act, 2013 and Companies (Corporate Social Responsibility Policy) Rules, 2014.

Board of Directors shall be empowered to take decision for making or effecting changes in the constitution of the CSR Committee.

The composition of CSR Committee shall be disclosed in the Board of Directors’ Report.

5.2. Responsibilities of the CSR Committee

  1. To formulate & recommend to the Board of Directors, a CSR Policy indicating the activities to be undertaken as specified in Schedule VII of the Companies Act, 2013 and modify / amend the same as required;
  2. To review and approve annual budgets with respect to CSR programs;
  3. To develop and institutionalize a CSR reporting mechanism in light with Section 135, Rule 8 of the Companies Act 2013;
  4. To ensure that HMSI corporate website displays the approved CSR policy of the company
  5. To monitor the CSR Policy, Projects and Programs from time to time.

5.3. Meetings of CSR Committee

The CSR Committee shall meet at least once in six months. The meeting shall be held either at the registered office of the company or any other place, as may be decided by the members.

Physical presence of a minimum of two members of the committee shall constitute the quorum.

5.4. Notice of Meeting

At least three days advance notice of every meeting, specifying the day, place and timing of Meeting and the general nature of the business to be transacted there at shall be given to the members. In urgency, a meeting may be convened by shorter notice.

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The Board of Company shall ensure that in each financial year, the Company spends at least 2% of the average net profit made during the immediate three preceding financial years. The unutilized CSR budget from the 2% of the average net profit will be carried forward. HMSI will follow the instructions of MCA on how to utilise the remaining fund. This Fund would also include any income or surplus arising out of CSR activities. Surplus arising out of CSR projects shall not form part of the business profits of Company instead the same will be further used for CSR purposes only.

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The Company is hereby devoted to directits CSR resources, to a reasonable extent, for improving the quality of life of the people by focusing on the social causes, including but not limited to the following areas:

  1. Eradicating hunger, poverty and malnutrition, promoting health care including preventive health care and sanitation, including contribution to the Swacch Bharat Kosh set-up by the Central Government for the promotion of sanitation 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. Per General circular No. 05/01/2014 issued by Ministry of Corporate Affairs, activities entailing road safety awareness, drivers training, and road engineering will be considered under “promoting education” of this sub-clause;
  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, including contribution to the Clean Ganga Fundset-up by the Central Government for rejuvenation of river Ganga;
  5. 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;
  6. Measures for the benefit of armed forces veterans, war widows and their dependents;
  7. Training to promote rural sports, nationally recognized sports, Paralympic sports and Olympic sports;
  8. Contribution to the Prime Minister's National Relief Fund, PM CARES fund or any other fund set up by the Central Government for socio-economic development and relief and welfare of the Scheduled Castes, the Scheduled Tribes, and other backward classes, minorities and women;
  9. a) Contribution to incubators or research and development projects in the field of science, technology, engineering and medicine, funded by the Central Government or State Government or Public Sector Undertaking or any agency of the Central Government or State Government
    b) Contributions to public funded Universities; Indian Institute of Technology (IITs); National Laboratories and autonomous bodies established under Department of Atomic Energy (DAE); Department of Biotechnology (DBT); Department of Science and Technology (DST); Department of Pharmaceuticals; Ministry of Ayurveda, Yoga and Naturopathy, Unani, Siddha and Homoeopathy (AYUSH); Ministry of Electronics and Information Technology and other bodies, namely Defense Research and Development Organisation (DRDO); Indian Council of Agricultural Research (ICAR); Indian Council of Medical Research (ICMR) and Council of Scientific andIndustrial Research (CSIR), engaged in conducting research in science, technology, engineering and medicine aimed at promoting Sustainable Development Goals (SDGs)
  10. Rural Development Projects;
  11. Slum area developmentwhere, the term `slum area' shall mean any area declared as such by the Central Government or any State Government or any other competent authority under any law for the time being in force; and
  12. Disaster management, including relief, rehabilitation and reconstruction activities
  13. And any other project aligned with companies act and approved by board of company.
  14. Any other notified activity by MCA during the financial year

EXCLUSIONS:

Following activities shall be excluded from the CSR expenditure of HMSI:

  1. Activities which are exclusively for the benefit of employees of the company or their family members;
  2. Activities undertaken in pursuance of normal course of business of the Company;
  3. Direct or indirect contribution to political parties;
  4. Expenditure on item/s not in conformity with Schedule VII of the Companies Act 2013;
  5. One-off events such as marathons/ awards/ charitable contribution/ advertisement/sponsorships of TV programmes etc.
    Expenses incurred by companies for the fulfillment of any Act/ Statute of regulations (such as Labour Laws, Land Acquisition Act etc.)
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8.1. Geographies

HMSI will give preference to the local areas around itsoperations for spending the amount earmarked for CSR activities. HMSI’s operations are mainly concentrated in the following areas:

  • State of Haryana
  • State of Karnataka
  • State of Rajasthan
  • State of Gujarat
  • HMSI may undertake CSR activities in any other area in India as may be decided, from time to time

8.2. Beneficiaries

The beneficiaries of HMSI’s CSR programs may be the following categories of people:

  • Children/students
  • Women
  • Weaker sections of the society
  • Persons with disability (PwD)
  • Others – society at large
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Honda India foundation (HIF) has been set up by Honda group companies to implement CSR activities.HIF is a registered trust, established in 2019, with the aim of driving consolidated, large-scale and strategic CSR interventions for all Honda group companies in India. The company may conduct / implement CSR programs by:

  1. Itself and/or through Honda India Foundation (HIF)
  2. A company established under section 8 of the Act or a registered trust or a registered society, established by the Central Government or State Government or any entity established under an Act of Parliament or a State legislature
  3. Other registered trusts, societies and / or section 8 (previously section 25) companies provided they have an established track record of at least three years in carrying on activities in the related area/s or as suggested by Ministry of Corporate Affairs vide circulars/notifications.

HMSI will prepare an annual plan for implementation of activities that will be approved by the CSR committee and board of the company before implementation. The company may collaborate or pool resources with other group companies to undertake CSR activities and any expenditure incurred on such collaborative efforts would qualify for computing the CSR spending.Furthermore, in line with sub-rule (6) of Rule 4 of the Companies (Corporate Social Responsibility Policy) Rules 2014, expenditures pertaining to building CSR capacities of own personnel, including expenditure on administrative overheads shall not exceed five percent of total CSR expenditure in one financial year.

The progress will be reported to the CSR Committee during the committee meetings. The progress on CSR programs undertaken by the Company will be reported in the Annual Report in the format prescribed by the CSR Rules 2014.

Format for Annual Report

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The Company will put in placeinstitute a well-defined monitoring and evaluation mechanisms to ensure that each social project has:

  1. Clear targets, timelines and measurable parameters wherever possible. Uusing available secondary data or primary consultations (based on need), a proper need identification and/or baseline will be defined.
  2. Clear objectives and monitoring indicators will be defined for each of the projects being undertaken.
  3. In the MoU signed with NGO partners or project charter for projects directly implemented by Honda, clear monitoring indicators, timelines, budget utilisation protocols and reporting obligations will be defined. The progress monitoring and reporting framework will bealigned with the requirements of the Section 135 of the Companies Act and the CSR Rules.
  4. Clear KPIs will be defined for each project which may be sanctioned by HMSI
  5. Partner organisation project performance will be closely tracked based on indicators that are defined and agreed upon during on-boarding stage.

These processes will ensure that all projects are monitored closely for outcome and future sustainability. The HMSI CSR team shall be responsible for day to day management of CSR related activities of the company. The team shall periodically report to the CSR committee regarding the financial and programmatic progress of CSR projects.

All projects undertaken by HMSI shall be monitored on a regular basis. On-site monitoring would also be undertaken at least once a year to ensure on-track implementation.

The CSR team shall be empowered to appoint an external third party to monitor / review / audit the progress (financial and programmatic) of CSR projects that are critical in terms of size, scope, beneficiary coverage, theme or potential reputational risks. The scope of monitoring shall include:

  1. Quarterly Monitoring of NGO partners
    • All projects which are directly implemented by Honda or by NGOs will be monitored on a quarterly basis.
    • NGOs will be asked to submit quarterly physical and financial reports for projects being implemented by them. The reporting expectations will be referenced in the signed project MoUs with these NGO partners to ensure compliance and structure.
    • Regular physical and financial monitoring of projects on a quarterly basis will be undertaken. Site visits will be undertaken atleast once within a calendar year.
    • For projects being implemented directly by Honda, concerned teams implementing the project will submit necessary progress reports on a quarterly basis.
    • Honda’s team which directly monitors projects on ground will provide quarterly progress reports.
  2. Routine program monitoring to track key operational strategies
  3. Focus on beneficiary acceptance and course correction

All NGO partners who will be on-boarded over the financial year will be subjected to a detailed due diligence exercise which will cover all applicable statutory compliances.

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The CSR Policy shall be effective from the date of its approval by the Board of Directors. This Policy document shall supersede the earlier CSR Policy dated 10th July 2014. Provided, however, that all the acts done in pursuance of the earlier CSR Policy shall stand ratified and covered under this policy.

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CSR Policy may be updated to align it with the changing requirement or changes in the legal and regulatory framework. Any revision in the Policy shall be approved by the Board of Directors.

 

CSR POLICY APPROVED ON BEHALF OF BOARD OF DIRECTORS ON THIS 20TH DAY OF FEBRUARY 2021 AT GURGAON