Preamble

At Airtel Payments Bank Limited (“The Bank”), business success is not just about profits and shareholder returns. We believe in pursuing wider socio-economic and cultural objectives and have always endeavored to not just live up to it, but to try and exceed the expectations of the communities in which we operate.

Quality education is the most powerful tool for socio-economic transformation of a country. It not only eradicates poverty but also ensures equity among people. Therefore, the Bank’s CSR and welfare activities will be committed to create and support programs that bring about sustainable changes through education and use of technology and ensure:

·  Accessibility and quality of education for all, in particular for underprivileged children from disadvantaged and marginalized communities.

·  Education and training opportunities to the youth of our country in order to make them employable.

Focus Areas

The Bank’s CSR and welfare activities will center on the following areas:

I. Promoting education, including special education and employment enhancing vocation skills especially among children, women, elderly, and the differently abled and livelihood enhancement projects;

However, the Bank may, subject to the approval of the Board / CSR Committee, undertake any CSR project specified in Schedule VII of the Companies Act, 2013 from time to time.

CSR Committee

The Board of Directors of the Bank shall constitute / re-constitute the CSR Committee from time to time in compliance with statutory requirements, as applicable, comprising of a minimum of three directors, at least one of whom, shall be an independent director. The composition and terms of reference of the Committee, as and when constituted, shall be available in the ‘Investor Relations’ section of Bank’s website i.e. https://www.airtel.in/bank/.

The Board/CSR Committee may invite members of senior management, representatives of Bharti Foundation and other persons as it deems necessary to the Board/ CSR Committee meetings.

The Board shall formulate and approve an annual action plan on recommendation of CSR Committee, where applicable, in pursuance of its CSR Policy which includes (i) the list of CSR projects or programmes that are approved to be undertaken in areas or subjects specified in Schedule VII of the Act; (ii) the manner of execution of such projects or programmes; (iii) the modalities of utilisation of funds and implementation schedules for the projects or programmes; (iv) monitoring and reporting mechanism for the projects or programmes; and (v) impact assessment, if any for the projects undertaken by the Bank.

The Board may alter the annual action plan, at any time during the financial year, as per the recommendation of its CSR Committee, where applicable, based on reasonable justification to that effect.

Undertaking CSR Activities

Bharti Foundation is the philanthropic and developmental arm of the Bharti Group. Bharti Foundation runs schools to deliver free quality education to underprivileged children across rural pockets in India and lays special emphasis on education for the girl child.

The Bank will primarily support the CSR activities, permitted under the Companies Act, 2013 and rules made thereunder, undertaken by the Bharti Foundation. However, if required, it may also undertake CSR activities through any other entity/ organization in compliance with the provisions of applicable laws.

Selection and Implementation of CSR Activities and Projects

The Board/ CSR Committee, as applicable, shall consider CSR proposals from Bharti Foundation or through any other eligible entity. In order to be considered by the Board/CSR Committee, such proposals must inter-alia contain details of projects / programs to be undertaken, proposed amount, timelines and a confirmation that such projects / programs are eligible under the Companies Act, 2013 and rules made thereunder.

The Board/ CSR Committee, will evaluate the projects / programs and may, at its sole discretion, approve certain projects / programs for implementation. While approving projects / programs, the Committee shall ensure that those are covered under the ambit of activities listed in Clause 2 above.

The CSR Activities that are approved to be undertaken by the Bank under the Policy shall form part of annual action plan.

CSR Budget

The Board shall approve overall limits for CSR Activities to be undertaken by the Bank in terms of the provisions of the Companies Act, 2013 read with CSR Rules made thereunder. The projects/ programs or activities to be undertaken within the overall limits approved by the Board, shall correspond to its CSR Policy as well as its annual action plan, as amended from time to time.

The excess amount incurred by the Bank on CSR projects, programs or activities may be set off against the requirement to spend up to immediate succeeding three financial years in consonance with the applicable provisions. The excess amount available for set off shall not include the surplus arising out of the CSR activities, if any, and the Board of the Bank shall pass a resolution to that effect.

CSR Expenditure

The Bank may spend up to 5% of the total CSR expenditure in one financial year on administrative expenses relating to general management and administration’ of CSR functions in the Bank excluding the expenses directly incurred for the designing, implementation, monitoring, and evaluation of a particular Corporate Social Responsibility project or programme.

The surplus arising out of the CSR activities will not be considered as a part of the business profits of the Bank and shall be ploughed back into the same project, or shall be transferred to the unspent CSR account and it should be spent in pursuance of this CSR policy and annual action plan of the Bank, or the Bank may transfer such surplus amount to a Fund specified in Schedule VII of the Act, within a period of six months of the expiry of the financial year.

The unspent amount, if any, other than unspent amount relating to an ongoing projects, will be transferred to a Fund specified in Schedule VII, within a period of six months of the expiry of the respective financial year.

The unspent CSR funds of ongoing projects will be transferred within a period of 30 days from the end of the respective financial year to a special account opened by the Bank in any scheduled bank called the “Unspent Corporate Social Responsibility Account”. Such amount shall be spent by the Bank towards CSR Policy within a period of 3 financial years from the date of such transfer, failing which, the Bank shall transfer the same to a Fund specified in Schedule VII, within a period of 30 days from the date of completion of the third financial year.

Location

All CSR projects / programs under this policy shall be undertaken in India. The Board/ CSR Committee, as applicable, shall decide on locations for implementation of the CSR projects / programs.

Monitoring and Disclosure

The Board/CSR Committee shall endeavor to:

·  Devise a robust monitoring mechanism to ensure that the CSR projects / programs are undertaken effectively in accordance with its CSR Policy, annual action plan and with applicable laws, rules and regulations. Monitoring of CSR activities could be done through:

a) Periodic third party assessment of key projects

b)  Impact assessment with key indicators in our areas of operations

c)  Regular review by CSR committee

·  Ensure that appropriate disclosures are made to the shareholders in the Bank’s annual reports.

The Contents of the CSR Policy and the annual action plan, (i.e. projects approved by the Board) shall be disclosed in the Board’s report and displayed on the Bank’s website i.e. https://www.airtel.in/bank/.

Validity of CSR Policy

This policy is effective from November 24, 2022 and may be amended by the Board as required from time to time.

Contact

For any clarification / query related to CSR policy of the Bank, please contact:

Suman Singh

Company Secretary

E-mail: suman.singh@airtelbank.com