Shell India Markets Pvt Ltd

Shell India Markets Pvt Ltd

Vision

Shell India Markets Private Limited (“SIMPL”, “Company”) is committed to the development of India as a leading energy solutions provider by delivering strategic, scalable and sustainable CSR programs that align with the current and future needs of local communities around operations and larger society in the country.

Objectives and Commitments

The Company can undertake any program(s) / project(s) that are relatable to activities set out in Schedule VII, Companies Act, 2013 including:

  1. Education – To foster interest in STEM education in India among students, especially girls, and improve their skills and employability in energy and STEM areas, to contribute to a diverse and talented population and to also provide scholarships to school children;
  2. Road Safety – To create an eco-system that promotes safe road behaviours on Indian roads by collaborating with government and like-minded corporates, NGOs to influence commercial drivers, millennials and also power safer roads;
  3. Access to Energy – To enable and facilitate Access to Energy by actively supporting, partners/ entrepreneurs/ energy providers to implement energy solutions that promote socio economic development of the community;
  4. Community Skills and Enterprise Development (CSED) – To enhance skills required to improve the employability of local communities;
  5. Environment Sustainability – To undertake locally relevant initiatives in the areas of environment sustainability and support the affected people during natural disasters; and
  6. Others – Any other program(s) / project(s) relatable to Schedule VII, Companies Act, 2013, as amended from time to time that are approved by CSR Committee of the Company from time to time.

Governance

The CSR Committee constitutes of the Directors of the Company. CSR programs or projects shall be implemented as per the extant internal governance framework following the approval of the CSR Committee. The CSR Committee shall decide on the budget for each Project/Program and monitor the progress thereof from time to time.

Monitoring and Evaluation

CSR activities will be monitored closely on the progress and against key impact parameters extant internal governance framework. The CSR spend will also follow the Shell Group monitoring and evaluation process, wherever applicable.

Surplus of CSR Projects

Subject to the provisions of Companies Act, 2013, the surplus, if any, arising out of CSR Programs and Projects, and activities shall not form part of business profits of the Company.

Compliance

The Company shall comply with all applicable provisions of Companies Act, 2013 read with rules thereof, as amended from time to time, in respect of any of the CSR project(s) / program(s) approved by the CSR Committee of the Company.

Shell Energy India Pvt Ltd

Shell Energy India Pvt Ltd

Introduction

1.1 Purpose:

The Corporate Social Responsibility (CSR) policy is intended for providing a framework within which Shell Energy India Private Limited (“SEIPL” or “the Company”) follows its commitment to CSR as enshrined in its business principles and the Vision and the Mission Statement of the Company. This framework also abides with the relevant provisions of Companies Act 2013 (“CA 13”) and the Rules framed in this regard.

1.2 Intended audience:

This policy is intended for the internal and the external stakeholders of SEIPL. It will also be placed on the Website of the Company.

1.3 Related documents:

The documents related to this policy are the following:

  • Hazira General Business Principles,
  • The Vision and the Mission Statement of Hazira
  • The relevant provisions (section 135 and section 198) of the CA 13 and the Rules framed [Companies (CSR Policy) Rules 2014 as amended from time to time] in this regard.

1.4 Change control:

Appropriate version control will be maintained for the changes made to the CSR Policy.
 

CORPORATE SOCIAL RESPONSIBILITY POLICY:

2.1 BACKGROUND:

Shell Energy India Private Limited (“the Company” or “SEIPL”) has over the years pursued goals in the field of Corporate Social Responsibility (CSR) as a part of its belief that Companies must engage and contribute to the community and environment.

The commitment to CSR for the Company is enshrined in its business principles and the Vision and the Mission Statement of the Company.

The Company is currently running key CSR Projects and Programs (“CSR Projects”) on Ecological balance & Environmental sustainability, promoting education including employment enhancing vocational skills, promoting preventive health care and sanitation, rural development in and around Hazira. The various activities under the CSR Projects is implemented in partnership with village institutions (Gram Panchayats and various village committees), NGOs and Government Departments.

In lines with the above said framework, the Company has formed this CSR policy.

2.2 OBJECTIVE:

The overall objective of CSR policy in the Company is to create a positive presence and legacy in the communities and societies where we operate. Hence it will be the endeavor of the Company to ensure that:

a) Respectful engagement with Stakeholders is maintained throughout the Business lifecycle.

b) To demonstrate its commitment to the development of India as a leading energy company by delivering strategic, scalable and sustainable CSR programs with the local communities around operations and larger society in the country.

2.3 DETAILS OF THE CSR PROJECTS OR PROGRAMS:

In line with the requirements of the Companies (Corporate Social Responsibility Policy) Rules 2014 as amended from time to time (“CSR Rules”), a list of CSR Projects to be undertaken during the year will be developed and shall be placed before the Board of Directors of the Company by the CSR Committee for approval.

Subsequently, the approved list of CSR Projects shall be appended as annexure (Annexure A) to this policy every year.

Some of the thrust areas, inter-alia, which the Company wishes to undertake under the CSR Projects are as follows:

  1. Environmental Sustainability
  2. Education includes NXplorers & Road Safety
  3. Access to Energy (A2E)
  4. Sustainable Livelihoods
  5. Health Care & Sanitation

The Company shall not be requiring spending in the CSR projects in case the Company does not have any profits that is, the average of the bottom-line for the preceding three years taken in line with the requirement of the CA 13 is in negative.

2.4 GOVERNANCE STRUCTURE FOR MANAGING THE CSR PROJECTS:

CSR Committee of the Board consisting of three Directors will monitor the CSR projects and will meet at quarterly frequency or at a suitable periodicity as may be decided by the Committee. The quorum for forming a valid meeting of the CSR Committee will be two. The CSR Committee shall monitor the CSR projects and provide suitable recommendations and report to the Board. The Board’s report of the Company shall include an Annual Report on CSR containing particulars as specified in the Annexure of the CSR Rules.

The Hazira Social Performance Manager shall act as the Secretary to the Committee. The function of the CSR Committee shall interalia, include the following:

(a) formulate and recommend to the Board, the updated CSR policy from time to time which will indicate the activities to be undertaken by the Company as specified in Schedule VII;

(b) recommend the amount of expenditure to be incurred on the activities referred to in clause (a); and

(c) monitor the CSR projects.

The Board of the Company shall, —

a) after taking into account the recommendations made by the CSR Committee, approve the CSR Policy for the company and disclose contents of such Policy in its report and also place it on the Company’s website; and

b) ensure that the activities as are included in CSR Policy of the Company are undertaken by the Company.

The Board of the Company shall ensure that the Company spends, in every financial year, at least two per cent of the average net profits of the company made during the three immediately preceding financial years. The average profits shall be calculated as per the relevant provisions of the Companies Act 2013 (“CA 13”).

The Company shall give preference to the local area and areas around it where it operates, for spending the amount earmarked for CSR activities.

If the Company fails to spend such amount, the Board shall in its report specify the reasons for not spending the amount.

2.5 IMPLEMENTATION & MONITORING:

2.5.1 Implementation:

i. The projects identified and approved for implementation by the CSR committee shall be based on alignment with the list of activities in schedule VII of the CA 13, national priorities and CSR objectives of the Company. The CSR projects will not include activities undertaken in pursuance of normal course of business of the Company.

ii. We shall undertake execution of the selected projects either directly or in collaboration with partners like Government/ NGOs as approved by the CSR committee.

iii. In case of implementation of CSR projects in partnership with NGOs, we shall ensure NGOs’ established three-year track record in undertaking similar CSR Projects. We shall conduct due diligence on the NGO’s and thereafter make appropriate recommendations to the Committee and the Board for consideration of the concerned NGO’s for undertaking CSR Projects.

iv. The Company shall enter into a MoU with the identified NGO partner(s) regarding the terms of the Funding and the manner in which such Funding shall be disbursed by the Company. Such documentation shall be in a form and substance that is acceptable to the CSR Committee and the Board.

v. The Company may also collaborate with other companies for undertaking CSR Projects in such a manner that the CSR Committees of respective companies are in a position to report separately on such projects or programs in accordance with the CSR Rules 2014.

2.5.2 Monitoring:

The CSR Committee shall institute and follow a transparent monitoring mechanism for implementation of CSR programs/projects. A three-tier monitoring shall be established:

The first-tier monitoring shall be driven by the local CSR team. The team will function in close co-ordination with the implementing partner. The CSR team shall conduct an internal quarterly review meeting with implementation agency on pre agreed KPIs for qualitative and quantitative outputs/outcomes of the CSR programs. The monitoring plan will broadly cover the following aspects:

a. Achievements as per project-based milestones

b. Actual spend vs budgeted amount

c. Beneficiaries covered under each program

d. Review of external partners

e. Implementation challenges (if any)

The CSR committee at the second level will review the progress with regard to implementation and results of CSR initiatives. The Board of Directors will take a final review and accordingly pass advisory at the third level.

2.6 SURPLUS ARISING OUT OF THE CSR POLICY:

The Surplus (unutilized amount) arising out of the CSR projects shall not form part of the business profit of the Company.

2.7 AUTHORITY FOR APPROVAL:

The initial version 1.0 of this policy had been approved by the Board of Directors on 10th December 2014. Any amendments made to this policy from time to time will also be approved by the Board.

ANNEXURES:

A. List of CSR projects and monitoring mechanism

Hazira Port Pvt Ltd

Hazira Port Pvt Ltd

Introduction

1.1 Purpose

The Corporate Social Responsibility (CSR) policy is intended for providing a framework within which Hazira Port Private Limited (“HPPL” or “the Company”) follows its commitment to CSR as enshrined in its business principles and the Vision and the Mission Statement of the Company. This framework also abides with the relevant provisions of Companies Act 2013 (“CA 13”) and the Rules framed in this regard.

1.2 Intended audience:

This policy is intended for the internal and the external stakeholders of HPPL. It will also be placed on the Website of the Company.

1.3 Related documents:

The documents related to this policy are the following:

  • Hazira General Business Principles, 
  • The Vision and the Mission Statement of Hazira 
  • The relevant provisions (section 135 and section 198) of the CA 13 and the Rules framed [Companies (CSR Policy) Rules 2014 as amended from time to time] in this regard.

1.4 Change control:

Appropriate version control will be maintained for the changes made to the CSR Policy.
 

CORPORATE SOCIAL RESPONSIBILITY POLICY:

2.1 BACKGROUND:

Hazira Port Private Limited (“the Company” or “HPPL”) has over the years pursued goals in the field of Corporate Social Responsibility (CSR) as a part of its belief that Companies must engage and contribute to the community and environment.

The commitment to CSR for the Company is enshrined in its business principles and the Vision and the Mission Statement of the Company.

The Company is currently running key CSR Projects and Programs (“CSR Projects”) on Ecological balance & Environmental sustainability, promoting education including employment enhancing vocational skills, promoting preventive health care and sanitation, rural development in and around Hazira. The various activities under the CSR Projects is implemented in partnership with village institutions (Gram Panchayats and various village committees), NGOs and Government Departments.

In lines with the above said framework, the Company has formed this CSR policy

2.2 OBJECTIVE:

The overall objective of CSR policy in the Company is to create a positive presence and legacy in the communities and societies where we operate. Hence it will be the endeavor of the Company to ensure that:

a) Respectful engagement with Stakeholders is maintained throughout the Business lifecycle.
b) To demonstrate its commitment to the development of India as a leading energy company by delivering strategic, scalable and sustainable CSR programs with the local communities around operations and larger society in the country.

2.3 DETAILS OF THE CSR PROJECTS OR PROGRAMS:

In line with the requirements of the Companies (Corporate Social Responsibility Policy) Rules 2014 as amended from time to time (“CSR Rules”), a list of CSR Projects to be undertaken during the year will be developed and shall be placed before the Board of Directors of the Company by the CSR Committee for approval.

Subsequently, the approved list of CSR Projects shall be appended as annexure (Annexure A) to this policy every year.

Some of the thrust areas, inter-alia, which the Company wishes to undertake under the CSR Projects are as follows:

  1. Environmental Sustainability
  2. Education includes NXplorers & Road Safety
  3. Access to Energy (A2E)
  4. Sustainable Livelihoods
  5. Health Care & Sanitation

The Company shall not be requiring spending in the CSR projects in case the Company does not have any profits that is, the average of the bottom-line for the preceding three years taken in line with the requirement of the CA 13 is in negative.

2.4 GOVERNANCE STRUCTURE FOR MANAGING THE CSR PROJECTS:

CSR Committee of the Board consisting of three Directors will monitor the CSR projects and will meet at quarterly frequency or at a suitable periodicity as may be decided by the Committee. The quorum for forming a valid meeting of the CSR Committee will be two. The CSR Committee shall monitor the CSR projects and provide suitable recommendations and report to the Board. The Board’s report of the Company shall include an Annual Report on CSR containing particulars as specified in the Annexure of the CSR Rules.

The Hazira Social Performance Manager shall act as the Secretary to the Committee. The function of the CSR Committee shall interalia, include the following:

(a) formulate and recommend to the Board, the updated CSR policy from time to time which will indicate the activities to be undertaken by the Company as specified in Schedule VII;
(b) recommend the amount of expenditure to be incurred on the activities referred to in clause (a); and
(c) monitor the CSR projects.

The Board of the Company shall, —

a) after taking into account the recommendations made by the CSR Committee, approve the CSR Policy for the company and disclose contents of such Policy in its report and also place it on the Company’s website; and

b) ensure that the activities as are included in CSR Policy of the Company are undertaken by the Company.

The Board of the Company shall ensure that the Company spends, in every financial year, at least two per cent of the average net profits of the company made during the three immediately preceding financial years. The average profits shall be calculated as per the relevant provisions of the CA 13.

The Company shall give preference to the local area and areas around it where it operates, for spending the amount earmarked for CSR activities.

If the Company fails to spend such amount, the Board shall in its report specify the reasons for not spending the amount.

2.5 IMPLEMENTATION & MONITORING:

2.5.1 Implementation:

i. The projects identified and approved for implementation by the CSR committee shall be based on alignment with the list of activities in schedule VII of the CA 13, national priorities and CSR objectives of the Company. The CSR projects will not include activities undertaken in pursuance of normal course of business of the Company.

ii. We shall undertake execution of the selected projects either directly or in collaboration with partners like Government/ NGOs as approved by the CSR committee.

iii. In case of implementation of CSR projects in partnership with NGOs, we shall ensure NGOs’ established three-year track record in undertaking similar CSR Projects. We shall conduct due diligence on the NGO’s and thereafter make appropriate recommendations to the Committee and the Board for consideration of the concerned NGO’s for undertaking CSR Projects.

iv. The Company shall enter into a MoU with the identified NGO partner(s) regarding the terms of the Funding and the manner in which such Funding shall be disbursed by the Company. Such documentation shall be in a form and substance that is acceptable to the CSR Committee and the Board.

v. The Company may also collaborate with other companies for undertaking CSR Projects in such a manner that the CSR Committees of respective companies are in a position to report separately on such projects or programs in accordance with the CSR Rules 2014.

2.5.2 Monitoring:

The CSR Committee shall institute and follow a transparent monitoring mechanism for implementation of CSR programs/projects. A three-tier monitoring shall be established:

The first-tier monitoring shall be driven by the local CSR team. The team will function in close co-ordination with the implementing partner. The CSR team shall conduct an internal quarterly review meeting with implementation agency on pre agreed KPIs for qualitative and quantitative outputs/outcomes of the CSR programs. The monitoring plan will broadly cover the following aspects:

a. Achievements as per project-based milestones
b. Actual spend vs budgeted amount
c. Beneficiaries covered under each program
d. Review of external partners
e. Implementation challenges (if any)

The CSR committee at the second level will review the progress with regard to implementation and results of CSR initiatives. The Board of Directors will take a final review and accordingly pass advisory at the third level.

2.6 SURPLUS ARISING OUT OF THE CSR POLICY:

The Surplus (unutilized amount) arising out of the CSR projects shall not form part of the business profit of the Company.

2.7 AUTHORITY FOR APPROVAL:

The initial version 1.0 of this policy had been approved by the Board of Directors on 10th December 2014. Any amendments made to this policy from time to time will also be approved by the Board.

ANNEXURES:

A. List of CSR projects and monitoring mechanism