Board Resolution for constitution of Corporate Social Responsibility (CSR) Committee

“RESOLVED THAT pursuant to the provisions of Section 135 of the Companies Act, 2013 and Rule 5 of the Companies (Corporate Social Responsibility) Rules, 2014 and any other applicable provisions of Companies Act, 2013 read with Rules thereunder (including any statutory modifications or re-enactment thereof, for the time being in force), the approval of the Board of Directors of the company be and is hereby accorded to constitute a Corporate Social Responsibility Committee;

RESOLVED FURTHER THAT the committee shall comprise of the following directors who shall be responsible to carry out the appropriate actions on the ground as directed by the head of the committee:

  1. [•]
  2. [•]
  3. [•]

RESOLVED FURTHER THAT [•][Name], [•][Designation] of the company be and is hereby authorized to act as the Chairman of the Committee;


RESOLVED FURTHER THAT the quorum for the CSR Committee Meeting shall be [•] [one third of its total strength (any fraction contained in that one third be rounded off as one) or two members], whichever is higher;

RESOLVED FURTHER THAT a policy charter shall be prepared in accordance with Schedule VII of the Companies Act, 2013, which shall indicate the terms and conditions, list of CSR projects or programs which the company shall plan to undertake and shall also specify the modalities of execution of such project, programs, implementation for the same, which shall be placed before the Board for its kind approval.”

Section 135 of Companies Act, 2013

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