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TABLE OF CONTENTS
1. INTRODUCTION
2. OBJECTIVE / PURPOSE
3. SCOPE AND APPLICABILITY 
4. POLICY / PROCESS
5. IMPLEMENTATION PROCESS
6. POLICY REVIEW AND FUTURE AMENDMENTS

1. Introduction

Triumph Motorcycles (India) Private Limited (the Company)  is a company domiciled in India and incorporated on March 14, 2012 under the provisions of the Companies Act, 1956. The main object of the Company is to carry on all or any of the, businesses of designing, manufacturing, assembling, installing, importing, exporting, engineering etc. of all the varieties of automobiles. The Company is also engaged in the business of developing, upgrading or improving the existing software and to provide software development and support services.

Acting with social responsibility has always been the core value and culture of the Company. The Company will continue to give back to the society and make a positive impact in the community and is committed to be a responsible corporate citizen.

2.Objective / Purpose

The key purpose of this Policy is to:
● Outline the areas in which the Company shall get involved in through its CSR activities.
● Define governance structure for CSR management within the Company.
● Serve as a guiding document aiding in identification, execution and monitoring the CSR activities.
● Describe the treatment of surplus / deficiency in CSR spendings.

3. Scope and Applicability

This Policy applies to all CSR activities that will be undertaken by the Company at any time subject to the condition that the said activities shall fulfil the requirements of Section 135 of the Companies Act, 2013 and the Rules made thereunder. The Company through its Board of Directors shall ensure  that all these activities shall be in line with Schedule VII of the Companies Act, 2013 and all other applicable statutory provisions. This Policy may be reviewed and /or revised by the Board of Directors at any time to ensure that this policy shall be strictly in compliance with the applicable statutory provisions and best practices of the industry adopted by the Company.

4. Policy / Process

4.1. Alignment with Organisation Values

The Company is guided by its core values adopted by it since its inception. The CSR Policy is in alignment with its core values and is central to its CSR strategy. 

Being Accountable for what we do: Triumph Motorcycles (India) Private Limited strongly believes that it is accountable for contributing back in a meaningful way to the society. 

For execution of its CSR objectives and to make a positive impact with its CSR activities, the Company desires to involve its employees too in an effort to create a sense of involvement and bring about social responsibility amongst them. Wherever necessary and at the sole discretion of the Board of Directors of the Company, the Company may partner and / or collaborate with any NGOs / other similar organizations that have experience, knowledge and a wider reach to meet its CSR objectives. 

4.2. Focus Areas

The Company has broadly selected following areas of focus under its CSR activities:

A. Environment Sustainability:
Ensuring environmental sustainability, ecological balance, protection of flora and fauna, animal welfare, agroforestry, conservation of natural resources and maintaining quality of soil, air and water

B. Health and other Welfare
● Providing medical relief and rehabilitation to communities who either don’t have access to quality health care or cannot afford it;
● Eradicating hunger, poverty and malnutrition, promoting preventive health care and sanitation and making available safe drinking water;
● Promoting gender equality, empowering women, setting up homes and hostels for women and orphans, setting up old age homes, day care centres and such other facilities for senior citizens and measures for reducing inequalities faced by socially and economically backward groups; 
● Measures for the benefit of armed forces veterans, war widows and their dependents;
● Training to promote rural sports, nationally recognized sports, Paralympics sports and Olympic sports;
● Contribution to the Prime Minister’s National Relief Fund or Prime Minister's Central Assistance and Relief in Emergency Situations Fund (PM CARES Fund) or any other fund set up by the Central Government for socio-economic development and relief and welfare of the Scheduled Castes, the Schedule Tribes, other backward classes, minorities and women;
● Contributions or funds provided to technology incubators located within academic
institutions which are approved by the Central Government;
● Rural development projects;
● Slum area development. Explanation – for the purposes of this item, the term ‘slum area’ shall mean any area declared as such by the Central Government or any State Government or any other competent authority under any law for the time being in force.

4.3.Governance Structure

The Company’s governance structure i.e. its Board of Directors is responsible and accountable for successfully implementing and administering CSR Policy, in compliance with the requirements of Section 135 of the Companies Act, 2013 and the Rules made thereunder. 

Board of Directors will be mainly responsible for:
● Execution of CSR Policy.
● Identification of the projects and key initiatives pursuant to CSR Policy.
● Facilitating allocation of funds to the projects as identified for CSR activities.
● Monitoring CSR Projects to establish effectiveness of CSR efforts.
● Compilation of information & preparation of Annual Reports on CSR activities. 
● Any other activity necessary to ensure achievement of CSR objectives.

4.4. CSR Committee

The Company has not constituted Corporate Social Responsibility Committee (the “CSR Committee”) in line with Section 135 of the Companies Act, 2013 (the “Act”) as the contribution amount required to be spent by a Company on CSR does not exceed the threshold limit of INR fifty lakh rupees. However the Board of Directors hereby undertake to constitute the CSR Committee, at the time when the amount the mandatory CSR contribution will cross the aforesaid threshold limit or whenever the Board in its sole discretion, will feel that the CSR Committee is necessary to achieve the purpose of the CSR spendings and the matters related thereto.

4.5. CSR Budget

The total budget for the CSR projects in each financial year will be decided by the Board of Directors in accordance with applicable provisions of the Act and the CSR Rules. The Board of Directors shall also take decision on the distribution of the budget among the areas to focus as they deem fit in each financial year, in such proportion and in a manner that meets the objectives of the CSR Policy.

5. Implementation Process

5.1. CSR Contributions

Triumph Motorcycles (India) Private Limited will endeavour to contribute and spend at least 2% of the average net profits calculated in terms of the provisions laid down at Section 135 of the Companies Act, 2013 and the Rules made thereunder, made during the three immediately preceding financial years or such amount as may be decided by the Board of Directors from time to time in pursuance of this Policy.

5.2. Compliance, Monitoring and Reporting

5.2.1. Compliance

The Board of Directors will plan, implement, monitor and manage all CSR activities of the Company.

The Board of Directors will formulate implementation plans for the activities  by clearly defining   the following:
● Activities to be undertaken.
● Budgets approved.
● Time frame for implementation.
● Responsibilities and authorities for implementation.
● Results expected to be achieved post-implementation.

5.2.2. Monitoring

Milestones will be decided for every activity undertaken. The Board of Directors will monitor the implementation and progress of the approved projects / activities through appropriate mechanisms such as site visits, review meetings and progress reports etc. The Board shall establish mechanisms to track data and monitor projects so that the CSR activities undertaken are implemented transparently and efficiently.

5.2.3. Reporting

The Board will annually publish report on the CSR Activities as a part of the Director’s report. The report will disclose information in the format as prescribed by the Section 135 of the Companies Act 2013. 

The Board of Directors also submit a responsibility statement to the Board that the implementation and monitoring of the CSR Policy is in compliance with the approved Corporate Social Responsibility CSR Policy of the Company.

The CSR Policy on being approved by the Board shall be displayed on the website of the Company and any modification(s) / amendment(s) carried out from time to time with the approval of the Board shall also be updated on the website of the Company respectively.

5.3. Treatment of Surplus

Any surplus generated from CSR projects undertaken will be tracked and channelized into the CSR corpus. These funds will be further used in development of the CSR activities and will not be added to the normal business profits.

6. Policy Review and Future Amendments

The Board of Directors of the Company shall annually or as and when they think necessary, shall review its CSR Policy from time to time and make suitable changes as may be required by passing the Resolution at the duly convened and held Board Meeting.