CSR POLICY


Preamble


Appario Retail PrivateLimited(hereinafterreferencedasthe‘Company’)isacompany incorporated under the Companies Act,1956.

It is the Company’s endeavor to conduct its business in a socially, ethically and environmentally sound manner, in fulfilment of its role as a socially responsible corporate. With this objective, the Companyiscommittedtoundertakecorporatesocialresponsibility(‘CSR’)activitiesinaccordance with the provisions of Section 135 of the Companies Act, 2013 and The Companies (Corporate Social ResponsibilityPolicy)Rules,2014framedthereunderinthisregard,asamendedfromtimetotime. (‘ApplicableLaws’).

This Corporate Social Responsibility Policy (‘CSR Policy’) has been prepared by the Corporate Social Responsibility Committee (‘CSR Committee’) of the Board of Directors of the Company (‘Board’) and has been approved by the Board on March 6, 2020.


Purpose /Objectives


The key purpose and objectives of this CSR Policy are to:


Policy Statement


The Company’s CSR vision is to “empower community and transform lives”. The Company will use its resources to support India’s development through the communities in which it operates. The Company plans to do this through community engagement in partnership with its employees, customers, partners, government bodies and civil society.


Applicability


This CSR Policy applies to all CSR projects to be undertaken by the Company. The Company shall ensure all these CSR activities are (i) excluding activities undertaken in pursuance of its normal courseofbusiness;(ii)arenotwhichdirectlybenefitonlytheemployeesoftheCompanyandtheir families; and (iii) are in compliance with the Applicable Laws.This CSR Policy shall be periodically reviewed and updated by the CSR Committee with the approval of the Board in accordance with Applicable Laws.


Corporate Social Responsibility Committee (‘CSRCommittee’)


The Board has constituted the CSR Committee which will create a robust and transparent governance structure and monitoring mechanism to approve and oversee the implementation of CSRprojects.PursuanttotheApplicableLaws,theCSRCommitteeshallconsistofsuchmembers as may be decided by Board from time totime.

TheCSRCommitteeshallmeetonsuchintervalsasmaybefeltnecessarybytheCSRCommittee or as may be directed by theBoard.


Key FocusAreas


Company is vigilant in its enforcement of corporate principles and therefore it constantly strives to create a culture, which emphasizes on integrating CSR values with business objectives. In line with section 135 read with Schedule VII of the Companies Act, 2013 thereto, the Company’s CSR activities (hereinafter "CSR Activities") will be within the following areas:


CSR Budget


The CSR annual budget allocation of the Company, in each financial year, will be at least 2% of the average net profit of the Company for the immediately preceding three financial years or such other amount as may be required by the Applicable Laws (‘CSR Budget’). Any surplusgeneratedfrom CSRprojectsundertakenshallbepooledintotheCSRcorpusandtheCSR Budget shall be computed accordingly. These Surplus funds shall further only be used in development of the CSR projects and shall not be added to the profits of theCompany.


CSR Projects


The CSR Committee shall prepare an annual plan of the CSR projects proposed to be undertaken by the Company, which shall list the said projects along with (i) the modalities of execution of such projects and their implementation schedules;(ii)theproposedfinancialallocationfromtheCSRBudget;(iii)thequantifiableoutcomes oftheCSRprojects;(iv)monitoringprocessofsuchprojects;and(v)anyotherdetailsthattheCSR Committee may deem fit for inclusion therein (“CSR Plan”). Such CSR Plan shall be submitted to theBoardalongwiththeCSRannualbudgetforitsapproval.TheCSRPlanapprovedbytheBoard under this Clause shall be read and construed as forming a part of this CSRPolicy.


Project Approval


The projects identified by the CSR Committee will be considered and evaluated by the Board for review and approval. After evaluation, the Board will communicate to the CSR Committee its approval including with respect to the expense to be allocated for such project from the CSR Budget and the modalities of execution and monitoring of the said project.


Implementation


The implementation of the approved projects will be led by the Chairman - CSR Committee along withadedicatedprojectteam,undertheguidanceandsupervisionoftheCSRCommittee/Board. These projects shall be implemented, either directly by the Company or in partnership with an implementing agency or in collaboration with other corporates. The CSR Committee will ensure that all these implementing agencies comply with the requirements under the ApplicableLaws.


Monitoring


Company’s dedicated project team together with the implementing agency, if any, will collaborate with stakeholders to monitor the status of each project and will report its findings to the CSR Committee periodically. The CSR Committee will keep the Board updated on the progress of CSR projects undertaken by the Company and the expenditure incurred thereon.


Reporting


The Board, in consultation with the CSR Committee, will annually publish a CSR Report in the format prescribed under Applicable Laws, as a part of the Board’s report. The Board shall ensure that an amount equivalent to that mandated under Applicable Laws is spent from the CSR Budget in every financial year, failing which the Board shall disclose the reasons for not spending thesaid amount in the manner prescribed under the ApplicableLaws.


Interpretation of the CSRPolicy


In case of any ambiguity or uncertainty concerning the provisions of this CSR Policy or their interpretation, the power to interpret this CSR Policy and also in respect of matters not covered herein shall rest with the Board whose decision in this regard, pursuant to a reference made to it by the CSR Committee, shall be final and binding.


Revisions to the CSRPolicy


Revision/amendments to this CSR Policy can only be made by the CSR Committee with the consent of the Board provided as a resolution passed approving the duly revised CSR Policy.


Composition of the CSR Committee


Sl. No.

Name of the Member

Designation of the Member

1

Mr. Aman Deep Lohan

Member, Director

2

Mr. Sunil Sadashiv Chitale

Member, Director

3

Mr. Essaji Goolam Vahanvati

Member, Director



CSR Projects Approved by the Board of Directors for the Financial Year 2020-2021


Sl. No

Name of the Project

Item from the list of activities in Schedule VII to the Companies Act, 2013

Total Budget (in Rs.)
(FY 2020-2021)

Amount Spent for the Project (in Rs.)
(FY 2020-2021)

1.

Contribution to Prime Minister’s National Relief Fund (PMNRF)

Central Govt. Set up Fund under Schedule VII of the Companies Act, 2013 and Rules made thereunder

66,53,000/-

66,53,000/-

Total

66,53,000/-

66,53,000/-