Zeba Ltd. has a net worth of ₹400 crore, turnover for the financial year 2014-15 at ₹1,200 crore and a net profit for the financial year ended 31st March, 2015 at ₹25 crore. The company has asked you as a Company Secreta

CS Professional · Secretarial Audit, Compliance Management and Due Diligence · PYQS · December 2015
Zeba Ltd. has a net worth of ₹400 crore, turnover for the financial year 2014-15 at ₹1,200 crore and a net profit for the financial year ended 31st March, 2015 at ₹25 crore. The company has asked you as a Company Secretary to prepare a check-list of compliances with respect to Corporate Social Responsibility (CSR) as per the provisions contained in the Companies Act, 2013. Also state the circumstances in which a company is required to constitute a CSR Committee.

Answer & Explanation:

Check-list of compliances with respect to Corporate Social Responsibility (CSR) as per the provisions contained in the Companies Act, 2013: The company having net worth of rupees five hundred crore or more, or turnover of rupees one thousand crore or more or a net profit of rupees five crore or more during any financial year has constituted a Corporate Social Responsibility Committee of the Board consisting of three or more directors, out of which at least one director is an independent director. The Board has approved the CSR Policy of the company as recommended by CSR Committee. The Composition of CSR Committee is disclosed in the Board's Report. The company has instituted a transparent monitoring mechanism for implementation of the CSR projects or programs or activities undertaken by the company. The company has disclosed the contents of the policy in Board's report and at its website, if any. The Board of company shall ensure that the company spends, in every financial year, at least 2% of the average net profits of the company made during the three immediately preceding financial years. In case the company does not spend the specified amount aforesaid, Board's report specifies the reason for not spending. The company has complied with the procedure specified under rules. Circumstances in which a company is required to constitute a CSR Committee: Every company whether private or public company (listed or unlisted) foreign companies having branches or project offices in India which meet any of the three specified criteria is required to contribute towards corporate social responsibility (CSR) i.e. a company which has net worth of ₹ 500 crore or more or a turnover of ₹ 1000 crore or more or net profit of ₹ 5 crore or more to contribute towards CSR activities. A company that crosses any of the aforesaid limit shall be required to contribute 2% of its average net profits of the preceding three years towards CSR activities. In the given case, Zeba Ltd., is having a net worth of ₹ 400 crore, turnover of ₹ 1200 crore and net profit of ₹ 25 crore which is more than the prescribed thresholds for the constitution of CSR Committee under Section 135(1). Hence, Zeba Limited is required to constitute CSR committee and has to comply with the provisions of CSR.

Topics: Corporate Social Responsibility (CSR)

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