CSR & Sustainability

CSR Compliance and Project Governance

Overview

A company covered by Section 135 must spend at least 2% of its average net profits of the preceding three financial years on activities listed in Schedule VII of the Companies Act, 2013. It must do so according to a board-approved CSR policy and annual action plan. Unspent amounts must be transferred to an Unspent CSR Account (for ongoing projects) within 30 days of the end of the financial year, or to a Schedule VII fund within six months. The spending is reported in the board’s report and in Form CSR-2.

Applicability

A company is covered if, in the immediately preceding financial year, it had any one of the following:

  • Net worth of ₹500 crore or more.
  • Turnover of ₹1,000 crore or more.
  • Net profit of ₹5 crore or more.

Who Needs This Service?

Companies newly crossing the thresholds, companies with unspent balances or ongoing projects, and groups that implement CSR through foundations or Section 8 companies.

CSR in Chennai / Tamil Nadu

The statutory CSR framework is national. For companies in Tamil Nadu, projects are frequently implemented through local trusts and Section 8 companies. Before any funds are released, check that the agency is registered in CSR-1 and has the necessary 12A/80G-equivalent registrations.

CSR Implementation Routes Compared

A company can deliver CSR in several ways.

RouteDescription
DirectThe company runs the project itself
Implementing agencyA registered agency carries out the project
Own trust or Section 8 companyA body set up by the company runs the project
CollaborationCompanies pool funds for a joint project

Key Requirements

  • CSR Committee: At least three directors, including one independent director where one is required. It is not needed where the CSR obligation does not exceed ₹50 lakh, in which case the board discharges the committee’s functions.
  • CSR policy and annual action plan: Approved by the board.
  • Eligible activities: Only Schedule VII activities qualify. Activities in the normal course of business, activities benefiting only employees, political contributions and activities outside India (with limited exceptions) are excluded.
  • Implementing agencies: Must be registered with the MCA in Form CSR-1.
  • Administrative overheads: Capped at 5% of total CSR expenditure.
  • Impact assessment: Required for companies with an average CSR obligation of ₹10 crore or more in the three preceding years, for projects of ₹1 crore or more that were completed at least a year before.
  • Excess spend: Can be set off against the obligation in the following three financial years.
  • Chief Financial Officer certification: The CFO must certify that funds were used for the approved purposes.
  • Reporting: The annual CSR report is annexed to the board’s report, and Form CSR-2 is filed.

Documents Required

The financial statements for three years, the net-profit computation under Section 198, board and committee resolutions, the CSR policy, agreements with implementing agencies, utilisation certificates, and impact assessment reports.

CSR Documents and Filings by Stage

Each stage has its own record.

StageDocument or filing
PolicyBoard-approved CSR policy
PlanningAnnual action plan
Agency registrationForm CSR-1 for implementing agencies
ReportingCSR report and annual reporting form
Unspent amountsTransfer to the prescribed account within the time allowed

How KVA Handles CSR Compliance and Project Governance

Karthick Vijayakumar & Associates, Company Secretaries, supports you through each stage with a single point of contact and a clear record of what has been done.

StepStageWhat KVA does
1Requirement reviewWe understand your entity, objective and timeline, and confirm what CSR Compliance and Project Governance involves for your specific facts.
2Document checklistYou receive a clear list of documents, particulars and approvals needed, with gaps flagged early.
3Preparation and filingOur team prepares, reviews and files the required forms and records, and tracks each acknowledgement.
4Completion and follow-upWe hand over final records and explain the compliance that follows, so nothing is missed afterwards.

Penalties

Failure to transfer unspent amounts attracts a penalty on the company of twice the amount required to be transferred, or ₹1 crore, whichever is less. Officers in default face a penalty of one-tenth of that amount, or ₹2 lakh, whichever is less.

Why Karthick Vijayakumar & Associates

Professional oversight

Work is handled by company secretaries who deal with statutory filings and governance every day.

Deadline-led follow-through

Timelines for CSR Compliance and Project Governance are tracked so that approvals and filings do not slip.

Clear communication

Plain-language updates at each stage, with no guesswork about what is pending.

Records you can rely on

Organised, decision-ready documentation that supports audits, banks and future filings.

Frequently Asked Questions

Companies with net worth of ₹500 crore or more, turnover of ₹1,000 crore or more, or net profit of ₹5 crore or more in the preceding financial year.

It is 2% of the average net profits of the three immediately preceding financial years, computed under Section 198.

No. It is not required if the CSR obligation does not exceed ₹50 lakh, and in that case the board performs its functions.

For ongoing projects, it is transferred to an Unspent CSR Account within 30 days of the financial year end and spent within three years. Other unspent amounts go to a Schedule VII fund within six months.

A multi-year project, lasting up to three years excluding the year of commencement, that the board has approved as ongoing.

Yes, if the foundation is a Section 8 company, registered trust or registered society that is registered with CSR-1 and meets the conditions in the Rules.

Activities benefiting only employees and their families are not CSR.

It is mandatory only for companies with an average CSR obligation of ₹10 crore or more, for projects of ₹1 crore or more. The cost is allowed as CSR expenditure, within limits.

Yes. It can be set off against the obligation in up to three succeeding financial years, subject to conditions.

The CSR reporting form that covered companies file with the MCA, giving details of their CSR spending.

Yes, subject to conditions on who holds the asset, for example the beneficiaries, a CSR-registered implementing agency or a public authority.

Five percent of the total CSR expenditure for the financial year.

Contributions to the funds listed in Schedule VII qualify as CSR expenditure.

A company must comply if in the immediately preceding financial year it had net worth of Rs 500 crore or more, turnover of Rs 1,000 crore or more, or net profit of Rs 5 crore or more.

The CSR Committee recommends it and the board approves it, listing projects, manner of execution, fund utilisation and monitoring mechanism.

An account into which unspent CSR for ongoing projects is transferred within thirty days of year-end, to be spent within three financial years.

It must be transferred to a fund specified in Schedule VII within six months of the end of the financial year.

No. CSR must be spent in India, with the preference given to local areas around the company’s operations.

No. Contributions to political parties are not CSR activities, nor are activities benefiting only employees and their families.

To formulate and recommend the CSR policy, recommend the amount, and monitor implementation, where a committee is required to be constituted.

Need Support With CSR Compliance?

Contact Karthick Vijayakumar & Associates to review your CSR applicability, policy and reporting requirements.

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