CORPORATE SOCIAL RESPONSIBILITY (CSR) POLICY

PREAMBLE

As Hamilton Pharma Pvt Ltd’s vision and mission is to serve society at large by providing affordable and high-quality medicines, with a strong emphasis on delivering medicines to the rural areas of India. In the present scenario of challenges in the economic growth of the nation, the government alone cannot succeed in improving the lives of the people and attaining Sustainable Development Goals. The corporate and private sectors can contribute to economic development by applying their creativity, innovation, and resources. In furtherance of our mission and vision to serve the people of our nation, Hamilton Pharma has adopted CSR as a strategic tool to serve society at large for economic development and sustainable growth. We believe in the trusteeship concept. We believe that we will be more satisfied as a corporate entity when we operate according to the highest ethical standards, address unmet social needs, function with compassion, and promote the well-being of citizens, their communities, and the entire environment. We strongly believe that a responsible corporate entity should go beyond statutory compliance and give back to society, which has given so much to the corporate. This entails transcending business interests and doing something for the people who are grappling with "quality of life" challenges and working towards making a meaningful difference to them.

OUR CSR VISION

"To actively contribute to the social and economic development of the communities in which we operate, thereby building a better, sustainable way of life for the weaker sections of society and raising the country's human development index."

So far, Hamilton Pharma has actively contributed in the areas of promoting education, sanitation, rural development, healthcare, preventive healthcare, and the promotion of sports. Our initiatives have not just transformed the lives of individuals but society at large.

SCOPE AND COVERAGE

This Policy for CSR applies to the formulation, implementation, monitoring, evaluation, documentation, and reporting of CSR and sustainability activities taken up by Hamilton Pharma anywhere in India. This policy does not cover activities undertaken by the company in its normal course of business and activities exclusively for the benefit of its employees or their families. This policy is intended to be in conformity with the provisions of the Companies Act, 2013, and the rules prescribed thereunder.

CSR COMMITTEE

In line with Section 135 of the Companies Act, 2013 (hereinafter referred to as ‘the Act’), the Board of Directors of Hamilton Pharma has formed a Corporate Social Responsibility Committee (hereinafter referred to as the ‘CSR Committee’), which includes two executive directors and one independent director. The Board of Directors reserves the right to reconstitute the CSR Committee at any time if warranted by prevailing situations.

The committee, among other prescribed operations, shall carry out the following functions:

• Formulating the CSR policy in compliance with Section 135 of the Companies Act, 2013
• Identifying activities and CSR projects and programs to be undertaken in areas or subjects as per Schedule VII of the Companies Act 2013.
• Recommending to the Board the CSR expenditure to be incurred
• Recommending to the Board modifications to the CSR policy as and when required
• Regularly monitoring the implementation of the CSR policy
• Formulating and recommending to the Board an Annual Action Plan on CSR.

CSR PROJECTS, PROGRAMS, AND ACTIVITIES

In accordance with the specified activities under the Companies Act, 2013, read with Companies (Corporate Social Responsibility Policy) Rules, 2014, and Schedule VII of the Act, the thrust areas identified under the CSR activities of Hamilton Pharma are as follows:

• Eradicating hunger, poverty, and malnutrition, promoting health care including preventive health care and sanitation, including contributions to the Swach Bharat Kosh set up by the Central Government for the promotion of sanitation, and making available safe drinking water.
• Promoting education, including special education and employment-enhancing vocational skills, especially among children, women, the elderly, and the differently-abled, and livelihood enhancement projects.
• 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.
• 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 contributions to the Clean Ganga Fund set up by the Central Government for the rejuvenation of river Ganga.
• Protection of national heritage, art, and culture, including restoration of buildings and sites of historical importance and works of art; setting up public libraries; and promotion and development of traditional art and handicrafts.
• Measures for the benefit of armed forces veterans, war widows, and their dependents, Central Armed Police Forces (CAPF), and Central Paramilitary Forces (CPMF) veterans, and their dependents including widows.
• Training to promote rural sports, nationally recognized sports, Paralympic sports, and Olympic sports
• Contributions to the Prime Minister’s National Relief Fund or Prime Minister’s Citizen Assistance and Relief in Emergency Situations 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, tribes, other backward classes, minorities, and women.
• (a) Contributions to incubators or research and development projects in the fields 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; and
  
  (b) Contributions to public funded Universities; Indian Institutes of Technology (IITs); National Laboratories and autonomous bodies established under the 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 Defence Research and Development Organisation (DRDO); Indian Council of Agricultural Research (ICAR); Indian Council of Medical Research (ICMR); and Council of Scientific and Industrial Research (CSIR), engaged in conducting research in science, technology, engineering, and medicine aimed at promoting Sustainable Development Goals (SDGs).
• Rural development projects
• Slum area development.
  

  For the purposes of this item, the term `slum area' shall mean any area declared as such by the Central Government, any State Government, or any other competent authority under any law for the time being in force.

• Disaster management, including relief, rehabilitation, and reconstruction activities.
• Such other activities as may be recognized by the Committee/Board or as may be required/permissible under prevailing law(s).

CSR EXPENDITURE

The Company shall spend at least two percent of the average net profits of the Company made during the three immediately preceding financial years on CSR projects in accordance with the policy. Surplus, if any, arising out of the CSR projects, programs, or activities shall not form a part of the business profits of the Company and will be ploughed back into CSR activities. Any surplus out of CSR activities is prohibited from forming part of business profits and must be used back for CSR purposes only or transferred to a fund specified in Schedule VII within six months from the end of the financial year.

CAPACITY BUILDING

The Company may build CSR capacities of its own personnel by training its staff to think strategically about how and where the money is being spent, as well as how to effectively manage other organizations through which or in collaboration with which the Company undertakes/may undertake CSR activities. CSR expenditure, including salaries of personnel (if any) who are engaged in CSR activities, spent on capacity building for the CSR team in the Company who have been especially entrusted with the assignment to execute CSR projects, and expenses incurred on their training etc., cannot exceed the limit imposed by the Companies Act, 2013.

MONITORING AND REVIEW MECHANISM

The CSR Committee shall monitor the implementation of the CSR Policy through periodic reviews of the activities undertaken by the Company under this policy. In compliance with the Act and to ensure that funds spent on CSR programs are creating the desired impact on the ground, a comprehensive Monitoring and Reporting framework will be put in place, wherein the expenditure heads, geography covered, periodicity, and distribution of expenditure over various heads will be monitored regularly.

GUIDING PRINCIPLES FOR SELECTION, IMPLEMENTATION, AND MONITORING OF ACTIVITIES

The Company shall follow the following guiding principles for the selection, implementation, and monitoring of CSR Activities as well as the formulation of the Annual Action Plan:

a. Guiding principles for selection of CSR initiatives:-

• The CSR Committee shall recommend to the Board the activities to be undertaken by the Company.
• The power to approve CSR activities shall vest with the Board of Directors of Hamilton Pharma Pvt Ltd.
• All activities will be identified in an objective manner keeping in mind the ultimate beneficiaries and gauging their basic needs. Consultation with locals like village panchayats and influential people of the area will also be resorted to, wherever necessary, to sense the most critical needs of the area concerned.
• CSR initiatives to supplement Central/State Government schemes
• Preference shall be given to local areas where the Company has its operations or offices or branches.
• The Company shall undertake CSR Activities only in pursuance of its CSR policy and those listed in Schedule VII of the Companies Act, 2013, as amended from time to time. The CSR Committee shall choose activities from the list to be undertaken under this policy.
• CSR Projects or programs or activities undertaken in India only shall be accounted as CSR Expenditure.
• The Company shall not discriminate on any grounds whatsoever, including race, gender, age, ethnicity, caste, religion, or domicile in the implementation of its CSR activities, but it may focus its CSR Activities to benefit the economically or socially weaker, or marginalized sections, of society.
• The Company shall endeavor to maintain transparency in the selection, implementation, monitoring, and reporting of CSR Activities.

b. Guiding principles for implementation of CSR initiatives:-

• The Company shall ensure that all CSR Activities undertaken directly or indirectly, meet applicable standards of quality followed by the Company and/or the market standard for such activities.
• Activities that can be implemented by Hamilton Pharma either directly or by engaging contractors for infrastructural development shall be taken up by Hamilton Pharma.
• Activities that cannot be taken up directly by Hamilton Pharma due to their nature, size, or other limitations, shall be considered for implementation through implementing agencies, provided that the implementing agency conforms to the eligibility criteria specified in the Companies (Corporate Social Responsibility Policy) Rules and has relevant experience and good credentials. Hamilton Pharma may also collaborate with internationally/nationally reputed foundations or organizations.
• The Company shall ensure that all CSR Activities are implemented as per the Annual Action Plan approved by the Board.

c. Guiding principles for monitoring of CSR initiatives:-

• Monitoring of CSR projects shall go concurrently with implementation, to assess if the progress is on expected lines and as per budgeted.
• Like implementation, monitoring too shall be done in project mode with continuous feedback mechanisms, for mid-course correction in implementation, whenever required.
• Monitoring shall be performed by the CSR Committee, which can designate a team of Hamilton Pharma officials for this task to help with mid-course correction, if required.
• In compliance with the Act and to ensure that funds spent on CSR programs are creating the desired impact on the ground, a comprehensive Monitoring and Reporting framework will be put in place, wherein the expenditure heads, geography covered, periodicity, and distribution of expenditure over various heads will be monitored regularly.
• Any surplus arising out of CSR activities shall not form part of the business profit of the company.

d. Guiding principles for the formulation of the Annual Action Plan

Every year, the CSR Committee of the Company shall formulate and recommend to the Board an Annual Action Plan in pursuance of its CSR policy, which shall include the following, namely: -

• The list of CSR projects or programs that are approved to be undertaken in areas or subjects specified in Schedule VII of the Act;
• The manner of execution of such projects or programs as specified in sub-rule (1) of rule 4;
• The modalities of utilization of funds and implementation schedules for the projects or programs;
• Monitoring and reporting mechanisms for the projects or programs; and
• Details of need and impact assessment, if any, for the projects undertaken by the company: Provided that the Board may alter such plans at any time during the financial year, as per the recommendation of its CSR Committee, based on a reasonable justification to that effect.

The contents of the CSR policy as amended from time to time shall be disclosed in the Board’s Report and shall also be placed on the company’s website: www.hamiltonpharma.in.