MINISTRY OF CORPORATE AFFAIRSNOTIFICATIONNew Delhi, the 22nd January, 2021 G.S.R. 40(E).—In exercise of the powers conferred by section 135 and sub-sections (1) and (2) of section469 of the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following rules further toamend the Companies (Corporate Social Responsibility Policy) Rules, 2014, namely:-1. Short title and commencement. – (1) These rules may be called the Companies (Corporate SocialResponsibility Policy) Amendment Rules, 2021.(2) They shall come into force on the date of their publication in the Official Gazette unless explicitly providedelsewhere in this notification.2. In the Companies (Corporate Social Responsibility Policy) Rules, 2014 (hereinafter referred to as the saidrules), for rule 2, the following rule shall be substituted, namely:-“2. Definitions. – (1) In these rules, unless the context otherwise requires,-(a) “Act” means the Companies Act, 2013 (18 of 2013);(b) “Administrative overheads” means the expenses incurred by the company for ‘general managementand administration’ of Corporate Social Responsibility functions in the company but shall notinclude the expenses directly incurred for the designing, implementation, monitoring, and evaluationof a particular Corporate Social Responsibility project or programme;(c) “Annexure” means the Annexure appended to these rules;(d) “Corporate Social Responsibility (CSR)” means the activities undertaken by a Company in pursuanceof its statutory obligation laid down in section 135 of the Act in accordance with the provisionscontained in these rules, but shall not include the following, namely:-(i) activities undertaken in pursuance of normal course of business of the company:Provided that any company engaged in research and development activity of new vaccine,drugs and medical devices in their normal course of business may undertake research anddevelopment activity of new vaccine, drugs and medical devices related to COVID-19 forfinancial years 2020-21, 2021-22, 2022-23 subject to the conditions that-14 THE GAZETTE OF INDIA : EXTRAORDINARY [PART II—SEC. 3(i)](a) such research and development activities shall be carried out in collaboration with anyof the institutes or organisations mentioned in item (ix) of Schedule VII to the Act;(b) details of such activity shall be disclosed separately in the Annual report on CSRincluded in the Board’s Report;(ii) any activity undertaken by the company outside India except for training of Indian sportspersonnel representing any State or Union territory at national level or India at internationallevel;(iii) contribution of any amount directly or indirectly to any political party under section 182 ofthe Act;(iv) activities benefitting employees of the company as defined in clause (k) of section 2 of theCode on Wages, 2019 (29 of 2019);(v) activities supported by the companies on sponsorship basis for deriving marketing benefitsfor its products or services;(vi) activities carried out for fulfilment of any other statutory obligations under any law in forcein India;(e) “CSR Committee” means the Corporate Social Responsibility Committee of the Board referred to insection 135 of the Act;(f) “CSR Policy” means a statement containing the approach and direction given by the board of acompany, taking into account the recommendations of its CSR Committee, and includes guidingprinciples for selection, implementation and monitoring of activities as well as formulation of theannual action plan;(g) “International Organisation” means an organisation notified by the Central Government as aninternational organisation under section 3 of the United Nations (Privileges and Immunities) Act, 1947(46 of 1947), to which the provisions of the Schedule to the said Act apply;(h) “Net profit” means the net profit of a company as per its financial statement prepared in accordancewith the applicable provisions of the Act, but shall not include the following, namely: –(i) any profit arising from any overseas branch or branches of the company, whether operatedas a separate company or otherwise; and(ii) any dividend received from other companies in India, which are covered under andcomplying with the provisions of section 135 of the Act:Provided that in case of a foreign company covered under these rules, net profit means thenet profit of such company as per profit and loss account prepared in terms of clause (a) ofsub-section (1) of section 381, read with section 198 of the Act;(i) “Ongoing Project” means a multi-year project undertaken by a Company in fulfilment of its CSRobligation having timelines not exceeding three years excluding the financial year in which it wascommenced, and shall include such project that was initially not approved as a multi-year projectbut whose duration has been extended beyond one year by the board based on reasonablejustification;(j) “Public Authority” means ‘Public Authority’ as defined in clause (h) of section 2 of the Right toInformation Act, 2005 (22 of 2005);(k) “section” means a section of the Act.(2) Words and expressions used and not defined in these rules but defined in the Act shall have the same meaningsrespectively assigned to them in the Act. ”.3. In the said rules, in rule 3, in sub-rule (2), in clause (b), for the words, brackets and figure “sub-section (2) to (5)”,the words, brackets and figure “sub-section (2) to (6)” shall be substituted.4. In the said rules, for rule 4, the following rule shall be substituted, namely:-[भाग II—खण् ड 3(i)] भारत का रािपत्र : असाधारण 15“4. CSR Implementation. – (1) The Board shall ensure that the CSR activities are undertaken by the companyitself or through –(a) a company established under section 8 of the Act, or a registered public trust or a registered society,registered under section 12A and 80 G of the Income Tax Act, 1961 (43 of 1961), established by the company,either singly or along with any other company, or(b) a company established under section 8 of the Act or a registered trust or a registered society, established bythe Central Government or State Government; or(c) any entity established under an Act of Parliament or a State legislature; or(d) a company established under section 8 of the Act, or a registered public trust or a registered society,registered under section 12A and 80G of the Income Tax Act, 1961, and having an established track record of atleast three years in undertaking similar activities.(2) (a) Every entity, covered under sub-rule (1), who intends to undertake any CSR activity, shall register itselfwith the Central Government by filing the form CSR-1 electronically with the Registrar, with
