ICS MOBILES PRIVATE LIMITED CORPORATE SOCIAL RESPONSIBILITY (CSR) Policy

Company Overview

As a conscientious corporate citizen, ICS Mobile Pvt Ltd recognizes its role and responsibility to address some of India’s most pressing challenges. The Company is committed to identifying and support programs aimed for Healthcare, Education, upliftment and empowerment and any other described programs Under CSR Act.

ICS Mobile Pvt Ltd., Incorporated in FY 2012-2013, is a private limited company engaged in providing telecom-based software solutions and services to enterprises. Business of the Company primarily includes:

• Messaging services & Voice services
• Mobile value-added services
• Mobile payment services

ICS Mobile Pvt Ltd is committed to provide innovative, affordable and customer friendly services that enable people to connect and communicate or transact in a seamless manner. The services are provided to the customers (enterprises) which are located not only in India but outside India as well. It aims to lead the path not only through products and services, but also via sustainability and CSR initiatives. ICS Mobile Pvt Ltd remains committed to act responsibly and ethically to maintain the trust of its customers, its employees and other stakeholders.

CSR Programs

Companies Act, 2013 has formally introduced the Corporate Social Responsibility to the dash board of the Indian Companies.ICS mobiles Pvt Ltd. is much positive and appreciate the decision taken by the Government of India. Legal framework of CSR is an edge to Corporate Charitable/reformative approach towards the Society to which the Corporate is belonging to. By introducing the separate section for CSR in Companies Act, 2013, the Government has given legal recognition to their community development approach.

ICS Mobile Pvt Ltd acknowledges that while there are positive impacts of connectivity, there is an equally pressing necessity to mitigate the harmful environmental and social impacts of telecom services. The management of the ICS mobiles Pvt Ltd expresses its willingness and support to the CSR concept, its legal framework and shall be abided to it.

ICS Mobile Pvt Ltd., programs/projects areas shall be aligned with the national development priorities and the needs of the communities and will be in sync with schedule VII of Section 135 of the companies Act 2013. In all our CSR programs, we shall encourage use of mobile technology, employee volunteerism, partnerships and innovations. ICS Mobile endeavors to have long term CSR programs or projects.

Budget for CSR Activity& CSR Expenses:

The Company shall allocate the budget for CSR activities. The minimum budgeted amount is as per prescribed under section 135 of the Companies Act, 2013, for the CSR activities for any financial year. The Committee shall calculate the total fund for the CSR activities and recommend to the Board for the approval. The Board shall approve the total fund to be utilized for CSR activity for respective financial year. CSR expenditure shall include all expenditure including contribution to corpus for projects or programs relating to CSR activities approved by the Board on the recommendation of its CSR Committee, but does not include any expenditure on an item not in conformity or not in line with activities which fall within the approved CSR activities.

Approved CSR Activities:

ICS Mobile Pvt Ltd, through its CSR shall support long term programs/projects and approved activities under CSR in the following domains:

• Education:

  Support for promotion of education of all kinds (school education, technical, higher, vocational and adult education), to all ages and in various forms, with a focus on vulnerable and under-privileged, particularly for the girl child.

• Health, Hygiene and Sanitation:
• Ambulance services, mobile medical units, health awareness programs and camps, medical check-ups, HIV/AIDS awareness initiatives, health care facilities and services, sanitation facilities.
• Eradicating hunger, poverty and malnutrition, promotion of preventive health care and sanitation, and making available safe drinking water;
• Community Development:

  Encouraging youth and children to form clubs and participate in community development activities such as like cleanliness drives, plantation drives, awareness drive – precautions while using the internet, etc.

• Environmental Sustainability:
• 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 and e-waste disposal.
• Ensuring safety, privacy and security of customer information.
• Gender Equality and Empowerment of Women:
• 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 faced by socially and economically backward groups

Implementation:

The Company will implement its CSR projects/programs through implementing partners within India. While executing CSR activities, the Company shall ensure that such activities are not in normal pursuance of its business.

The board or CSR Committee shall ensure that its Implementing partners are entities registered as Trusts or Society or Company or Section 8/Section 25 company or certified technology incubators or through collaborative projects with other corporate.

These agencies will be screened based on ICS Mobile Pvt Ltd.’s internal screening criteria to ascertain the entity’s credibility and its ability to execute the proposed projects. The CSR Committee will oversee implementation and monitoring of all CSR projects / programs with periodic visits and reports.

Governance:

The approval of the CSR policy and overall oversight is the responsibility of ICS Mobile Pvt Ltd.’s Board of Directors. The responsibility of the CSR committee is to promote the strategy and administer and execute the policy through implementing partner(s).

The CSR committee is to ensure that projects/programs are compliant with this Policy and are monitored and reported effectively.

Roles and Responsibilities:

The Board of Directors of the Company will be responsible for:

1. Approval of the CSR Policy of the Company.
2. Disclosing the content of the Policy in its report and place the Policy on the Company’s website in such a manner as prescribed under Section 135 of the Companies Act 2013 read with the CSR Rules.
3. Ensuring that the Company spends, in every financial year, at least two percent of the average net profits of the Company made during the three immediately preceding financial years in pursuance of the Policy.
4. Ensuring that it specifies the reasons in its report for not spending the earmarked amount in case the Company fails to spend such amount during the financial year.
5. The Board shall have the power to make any change(s) in the Committee constitution.

CSR Committee will be responsible for:

1. Revise and modify the CSR Policy for the Company and place the same with the Board of Directors for their approval;
2. Ensure that the programs, projects and activities supported through ICS Mobile Pvt Ltd are aligned with the approved CSR policy of the Company and are also aligned to the activities prescribed in Schedule VII (annexed);
3. Review and approve annual budgets with respect to CSR programs;
4. In case the Company is not able to spend two percent of the average net profits of the last three financial years or any part thereof, the CSR Committee shall provide the reasons for not spending the amount to the Board which shall also be included in the Board’s report;
5. The CSR Committee will prepare the annual CSR report to be filed by the Company on approval of the Board. This report will ensure:
   • CSR projects and programs are being properly documented.
   • An MIS is maintained on expenditure across sectors and geographies and beneficiaries impacted. The MIS structure will be in alignment with the prescribed reporting format.
   • Accountability is fixed at each level of CSR process and implementation.
   • A repository of case studies and good practices is being maintained.
6. Develop and institutionalize a CSR reporting mechanism in light with Section 135 of the Companies Act 2013 read with Rule 8 of the CSR rules framed thereunder;
7. Respond to any query, observation or clarification sought by the Ministry of Corporate Affairs or any other regulatory authority with regard to CSR supported activities;
8. Ensure that ICS Mobile Pvt Ltd.’s website displays the approved CSR policy of the Company;
9. Reviewing the findings and recommendations from any investigation or audit by regulatory agencies or external auditors or consultants concerning ICS Mobile Pvt Ltd.’s CSR matters;

MONITORING

The Company will put in place a well-defined, transparent monitoring and review mechanism to ensure that each CSR project/ programme has:

∙ Clear targets, time lines and measurable indicators wherever possible

∙ A progress monitoring and reporting framework that is aligned with the requirements of Section 135 of the Act and Rules thereunder

The CSR Committee assign roles and responsibilities to the relevant team towards monitoring of the CSR activities and would have the responsibility of monitoring approved projects and funds disbursals for such projects. Monitoring mechanisms may include visits, meetings, and progress reports. With regard to the budget, the Company will establish an accounting system that will allocate and account for CSR spend across projects and programs.

REPORTING

The Company will monitor progress of CSR projects and expenditure and will report impact to the Board and the CSR committee. The Company is required to report its CSR performance in its Director’s Report as prescribed in Section 135 of the Act and Rules thereunder.

AMENDMENT IN CSR POLICY

Any modification/amendment in the CSR Policy shall be carried out by the “CSR Committee” with the prior approval of the Board of Directors of the Company.

ANNEXURE: SCHEDULE VII

(Pursuant to Section 135, Companies Act 2013)

Activities which may be included by companies in their Corporate Social Responsibility Policies Activities relating to: —

1. Eradicating hunger, poverty and malnutrition, promoting health care including preventive health care and sanitation including contribution to the Swachh 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.
3. 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 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 Fund set-up by the Central Government for rejuvenation of river Ganga.
5. measures for the benefit of armed forces veterans, war widows and their dependents;
6. training to promote rural sports, nationally recognized sports, Paralympic sports and Olympic sports
7. contribution to the prime minister’s national relief fund or any other fund set up by the central govt. for socio economic development and relief and welfare of the schedule caste, tribes, other backward classes, minorities and women;
8. contributions or funds provided to technology incubators located within academic institutions which are approved by the central govt.
9. rural development projects
10. slum area development.

Explanation. – For the purposes of this item, 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.