Corporate Social Responsibility

This Corporate Social Responsibility Policy (“CSR Policy”) of Excelium Technologies Private Limited (“the Company”) has been framed in accordance with the provisions of Section 135 of the Companies Act, 2013 and the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended from time to time. The Company believes in conducting its business in a socially responsible manner and contributing to sustainable development through initiatives that positively impact society.

2. 1. About the organisation

Excelium Technologies Private Limited is a Mumbai, India based Fintech startup focused on cryptocurrency and digital asset trading. The company is registered with FIU-IND and it provides customers with a cryptocurrency trading platform featuring 24X7 markets, INR settlement, and pro-trading tools. The company operates with a customer-first value system, and believes in promoting skills building in financial markets, digital ecosystem, and innovation

2. 2. About its CSR obligations

The Company outlines its CSR Obligation for the financial year based on parameters laid down in Section 135(1) of the Companies Act, 2013. The Act mandates companies meeting the qualification criteria to allocate a certain portion of their annual net profits (before tax) during the three immediately preceding financial years to be spent on CSR Activities that fall under purview of Schedule VII of the Act. The Company shall spend at least 2% of the average net profits as computed under Section 198 of the Companies Act, 2013 in discharge of its CSR obligation. .

3. 1. Philosophy

The Company’s CSR philosophy is grounded in the belief that sustainable business success is closely linked with the progress and well-being of society. It is committed to conducting its operations in a responsible and ethical manner, while contributing to inclusive and sustainable development.

3. 2. Vision

To enable inclusive and sustainable development by empowering individuals and communities to realise their potential.

3. 3. Mission

The Company’s CSR mission is to design and implement impactful programmes that expand access to quality education, promote technology-led learning and innovation, and build skills that enhance employability and self-reliance, particularly among youth, along with any other emerging social priorities through adaptable and need-based initiatives.

4. 1. Model of implementation

The Company may discharge its CSR obligation for a financial year through the activities route or the contribution route. When discharging its obligation through the activities route, the Company may do so by implementing projects itself, or through eligible implementation agencies as prescribed under the CSR regulations, or in collaboration with one or more companies as prescribed under the CSR regulations.

4. 2. Priorities and focus areas

The Company shall ensure that any activity undertaken in discharge of its CSR obligation in any given financial year shall be in line with the thematic areas listed under Schedule VII of the Companies Act, 2013.The Company shall ensure that in line with the CSR regulations, the following activities are not carried out in discharge of its obligation:

1. Activities undertaken in pursuance of normal course of business of the Company
2. Activities undertaken outside India, except for training of Indian sports personnel representing any State or Union Territory at national level or India at international level
3. Contribution of any amount, directly or indirectly, to any political party under section 182 of the Act
4. Activities benefitting employees of the company as defined in section 2(k) of the Code on Wages, 2019
5. Sponsorship activities for deriving marketing benefits for products/services
6. Activities for fulfilling statutory obligations under any law in force in India.

CSR activities may be implemented across India.

5. 1. Formulation of CSR Committee

The CSR Committee shall be composed in accordance with the requirements of Applicable Law.Note: For any financial year, if the net worth of Rs. 500 crore or more, or turnover of Rs. 1000 crore or more, or net profit of Rs. 5 crore or more during any preceding three financial years is not exceeded then the committee will be dispensed for that particular financial year and shall be reconstituted whenever the threshold limits are exceeded.

5. 2. Roles and responsibilities

The Board of Directors shall be ultimately responsible for the Company’s CSR activities and shall:

• Approve the CSR Policy and disclose its contents in the Board’s Report and on the Company’s website.
• Ensure that the Company spends, in every financial year, at least 2% of the average net profits of the preceding three financial years on CSR activities.
• Constitute a CSR Committee in accordance with applicable provisions of the Companies Act, 2013.
• Approve the Annual Action Plan as recommended by the CSR Committee.
• Ensure that CSR activities are undertaken as per the approved CSR Policy and within the scope of Schedule VII.
• Satisfy itself regarding the utilisation of CSR funds and monitor implementation through periodic reports.
• Ensure that any unspent CSR amount is dealt with in accordance with statutory provisions.
• Ensure proper disclosure of CSR activities, including impact assessment (if applicable).

The Board of Directors shall be ultimately responsible for the Company’s CSR activities and shall:

• Formulate and recommend the CSR Policy to the Board for approval.
• Recommend the amount of expenditure to be incurred on CSR activities.
• Identify and recommend CSR projects/programmes in line with Schedule VII.
• Formulate and recommend the Annual Action Plan, including:
  • a. List of approved CSR projects/programmes
  • b. Manner of execution
  • c. Modalities of fund utilisation
  • d. Monitoring and reporting mechanisms
• Institute a transparent monitoring mechanism for CSR implementation.
• Review the progress of CSR initiatives periodically and submit reports to the Board.
• Recommend modifications, if any, to the CSR Policy or projects.

5. 3. Frequency of meetings

The CSR Committee shall meet four times in a year. Members of the CSR Committee can agree upon mutually regarding time and place for the said meetings. Quorum for the meeting should be two directors. The Members of the Committee may participate in the meeting either in person or through video conferencing or other audio-visual means in accordance with the provisions of the Companies Act, 2013 and rules made thereunder from time to time.

The Annual Action Plan (AAP) or Annual CSR Plan is a yearly plan of CSR activities that shall be placed before the Board of Directors of the Company for their approval based on the recommendation of the CSR Committee, which outlines the following aspects of CSR initiatives of the Company:

• the list of projects or programmes 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 programmes
• the modalities of utilisation of funds and implementation schedules for the projects or programmes
• monitoring and reporting mechanism for the projects or programmes
• details of need and impact assessment, if any, for the projects

The Board of the Company may, based on reasonable justification provided, at any time during the course of a financial year, alter the AAP as per the recommendations of the CSR Committee.

The Company may contribute on its own or may collaborate with any other company/ies from time to time for understanding CSR activities and the CSR committee can report separately on such activities in accordance with the CSR rules.

8. 1. Selection and approval of projects

The CSR Team (Working Group) shall define a process and matrix to source proposals from potential implementation entities and identify the project to be undertaken and the implementation entity for the carrying out the selected project. This shall be a transparent and objective process entailing approval processes based on due diligence conducted on and inputs from implementing entities. These shall be viewed together with the Company’s stated objectives, and any potential concerns regarding documentation, disclosure, or disbursal of funding.

8. 2. Project implementation guidelines including M&E practices

Guidelines shall be put in place for the continued monitoring through the project life cycle to ensure the timely disbursal of funding and the implementation of activities as per the Annual Action Plan. The Company may undertake monitoring and evaluation of projects itself, or through an agency identified by it for this purpose. The Company shall ensure that any money from its CSR obligation is used towards the acquisition or creation of a capital asset shall not be held by the Company, but shall be held by an eligible implementation entity, or beneficiaries of the CSR project in the form of self help groups, collectives, etc., or a public authority. Any expenses incurred related to the transfer of assets created using CSR funds such as stamp duty payment, registration fees, etc., shall be considered as CSR spends.

The Company shall disburse funds to implementation entities against the achievement of mutually agreed milestones and documentation substantiating such claims by the implementation entity. In case any GST related expenses are incurred by the Company, no input credit shall be claimed on the same.

The Company shall at its discretion claim benefits under section 80G of the Income Tax Act, 1961, towards grant monies provided in discharge of its CSR obligation to eligible implementation entities.

8. 3. Impact assessment practice

Wherever mandatory in line with the CSR regulations, Impact assessment shall be carried out minimum one year after completion of CSR project. The Company shall ensure that such mandatory impact assessments, if any shall be carried out by an independent agency selected by the Board and the Company shall not spend more than the higher between INR 50,00,000 (Rupees Fifty Lakh / Five Million Only) or 2% of its spends in the financial year on CSR on impact assessment. Impact assessment shall only be undertaken for projects having a cumulative outlay of INR 1,00,00,000 (Rupees One Crore / Ten Million) or more, once the average obligation of the Company over the immediate preceding three financial years reaches INR 10,00,00,000 (Rupees Ten Crore / Hundred Million Only) or more.

The Chief Financial Officer (CFO) or person responsible for financial management of the Company shall ensure that they certify to the Board that the CSR obligation of the Company for every financial year has been discharged completely in the manner and for the purpose approved by the Board. The Board shall also prepare an annual report on CSR which shall feed into the annual report of the Company in accordance with the formats prescribed under the CSR regulations and ensure that any other reporting requirements in line with the regulations are complied with.

As per the CSR Rules, the contents of the CSR Policy shall be included in the Directors’ Report and the same shall be displayed on the Company’s website. This Policy along with the details of the composition of the CSR Committee and projects approved by the Board will be available on the Company’s website at www.deltaexchange.in

The Committee shall review its CSR Policy from time to time and make suitable changes as may be required and submit the same for the approval of the Board.

1. Modalities of utilization of funds

• The CSR budget will be fixed in accordance with the provisions of the Act, Rules, and Guidelines.
• The budget will not be less than 2% of the average net profits of the company during the three immediately preceding financial years.
• The CSR budget will be spent on CSR activities which will be approved by the Board on the recommendation of the CSR Committee.
• The initial funds will be disbursed at the signing of the grant agreement. Subsequent tranches will be disbursed on a defined timeline, based on review and approval of progress and budget utilization reports.

2. Project Implementation Schedule:

• All the CSR projects will be implemented as per the scheduled timeline in the respective agreement.
• The CSR committee may recommend alterations to the project as needed during the financial year.

3. Monitoring and reporting mechanism for the projects or programmes:

• The Monitoring Mechanism of each project will differ based on the nature of the project. All the projects will be monitored and evaluated as per the objectives and anticipated outcomes set for respective projects outlined in the grant agreement.
• The CSR team, with the support of a third-party CSR management agency, if needed, shall carry out the monitoring and evaluation of CSR activities with the implementing organizations. Monitoring and evaluation will be conducted at different intervals through monthly calls, and quarterly reporting.
• A fund utilization report will be submitted by each implementing organization to whom CSR funds are allocated with each periodic report and upon completion of the grant term.

4. Reporting & Documentation:

• Project documentation: Reports like quarterly reports, half-yearly reports, annual reports/closure reports, case studies, etc. will be collected by the CSR team and CSR management agency as per the timeline, as appropriate.
• Financial Tracking: To track the proper utilization of funds, where applicable, at different intervals of the project, the CSR team and CSR management agency, if any, will collect and review a fund utilization report.

5. Details of need and impact assessment, if any, for the projects undertaken by the company:

• Not Applicable. As per Rule 8(3)(a) of the Companies (Corporate Social Responsibility Policy) Rules, 2014, the Company does not have an average CSR obligation of 10 Crore or more in the three immediately preceding financial years.