1. Policy Statement
1.1 Deutsche Telekom Digital Labs Private Limited (“Company”) believes that Corporate Social Responsibility (“CSR”) extends beyond the ambit of business and should focus on a broad portfolio of assets – human, physical, environmental, and social.
1.2 This Policy is framed pursuant to the provisions of Section 135 of the Companies Act,2013 read with rules made thereunder.

2. CSR Vision
Promote sustainable and inclusive development as a responsible corporate citizen.

3. CSR Objective
Promote a comprehensive and integrated development through social and economic transformation.

4. Core CSR Commitments (Programs / Activities)
Addressing identified needs of the underprivileged through initiatives directed towards

– improving livelihood,

– alleviating poverty,

– promoting education,

– empowerment through vocational skills and

– promoting health and well-being.

Preserve, protect and promote art, culture and heritage

– promoting India’s art, culture and heritage,

– conducting promotional and developmental activities / programs.

Ensuring environmental sustainability, ecological balance and protection of flora and fauna

– conducting activities which promote biodiversity,

– conducting activities which promote ecological sustainability.

Any other activity falling within the scope of Schedule VII of the Companies Act, 2013 which would enable the Company to achieve its CSR objectives.

Further, the Company shall give preference to the local area and areas around it where it operates, for spending the amount earmarked for Corporate Social Responsibility activities

5. CSR Governance and Implementation
The Company will collaborate with CSR registered foundations/Trusts/NGO’s to undertake CSR activities/programs.

6. Monitoring of CSR Activities
The Company is not required to appoint independent director u/s 149 (4) but applicable from FY 2023-24 is required to constitute CSR committee u/s 135 of the Companies Act, 2013 read with rules applicable thereunder as the amount to be spent by the Company under CSR exceeds INR 50,00,000/- and hence, the functions of such committee shall now be delegated by the Board of Directors to the members of CSR Committee.
The Board of Directors on the recommendation of the CSR Committee can further authorize the executives of the Company for the governance & implementation of CSR activities/programs identified by the company which may be referred to as “CSR Execution Committee”.
The CSR Execution Committee shall report / give feedback to the CSR Committee for all CSR projects undertaken and submit its report at least once in six months to the CSR committee formed under the Act.

7. CSR Reporting and Communication
The Company will report on the progress of its CSR initiatives in its Annual Report.

8. Corporate Social Responsibility Committee (CSR Committee)
The Company is not required to appoint independent director u/s 149 (4) but applicable from FY 2023-24 is required to constitute CSR committee u/s 135 of the Companies Act, 2013 read with rules applicable thereunder as the amount to be spent by the Company under CSR exceeds INR 50,00,000/- and hence, the functions of such committee shall now be delegated by the Board of Directors to the members of CSR Committee.
Pursuant to the applicable provisions, the CSR Committee shall have two or more Directors and accordingly the composition is as follows:
1. Kanwardeep Singh Ahluwalia
2. Jonathan Rafael Abrahamson

9. Functions and Powers of Committee
To effectively implement the objectives of the Company with respect to CSR, the Committee is vested with the following functions and powers:

a. Formulate CSR Policy and recommend the same to the Board of Directors of the Company for approval.

b. Recommend CSR activities as stated under Schedule VII of the Act

c. Approve to undertake CSR activities, if necessary, in collaboration with group companies/other Companies/firms/NGOs etc., and to separately report the same in line with the CSR Rules

d. Recommend the CSR Budget

e. Spend the allocated CSR amount on the CSR activities once it is approved by the Board of Directors of the Company in accordance with the Act and the CSR Rules

f. Create transparent monitoring mechanism for implementation of CSR initiatives in India

g. Submit the Reports to the Board in respect of the CSR activities undertaken by the Company

h. Monitor CSR Policy from time to time

i. Monitor activities/charter of CSR Execution Committee who are authorized to ensure that the CSR activities of the Company are implemented effectively

10 Meetings of the Committee
For the smooth functioning of the Committee, the members shall meet as below to discuss such matters and to take such decisions as may be necessary.

a. The CSR Committee shall hold a minimum number of two meetings in a year.

b. The members of the Committee may mutually agree between them regarding the time and place for the said meetings.

c. The quorum for the CSR Committee Meeting shall be one-third of its total strength (any fraction contained in that one-third be rounded off as one) or two members, whichever is higher.

d. The Members of the Committee may participate in the meeting either in person or through video conferencing or other audio-visual means as may be convenient.

11. CSR Budget

– The Board shall ensure that a minimum of 2% of the average net profits of the Company of the last 3 years is spent on the CSR programs / activities of the Company. For this purpose, the net profit and average net profit shall be calculated in accordance with the provisions of section 19

– All expenditure towards the CSR programs / activities will be diligently documented.

– Any surplus generated out of the CSR programs / activities of the Company will not be added to the normal business profits of the Company.

Any unspent amount, other than unspent amount relating to an ongoing project, will be transferred to a Fund specified in Schedule VII, within a period of six months of the expiry of the financial year. Further, unspent CSR funds of ongoing projects will be transferred within a period of 30 days from the end of the financial year to a special account opened by the company in any scheduled bank called the “Unspent Corporate Social Responsibility Account”. Such amount shall be spent by the company towards CSR within a period of 3 financial years from the date of such transfer, failing which, the company 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.

12. Failure to spend the CSR Money
If the Company fails to spend the required amount in a particular financial year, it is the duty of the Committee to submit a report in writing to the Board of Directors specifying the reasons for not spending the amount, which in turn shall be reported by the Board of Directors in their Annual Report pertaining to that particular Financial Year.

13. Annual CSR Plan
The Annual CSR Plan is a yearly plan of CSR activities that would be placed before the Board of Directors of the Company based on recommendation of its CSR Committee which outlines the key aspects of CSR initiatives of the Company.

14. Reporting and publication of CSR policy
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, if any.

Further, the Board of Directors may revise/ amend this CSR Policy based on the recommendations of the CSR committee or to bring the same in line with the guidelines or amendments issued from time to time by Government on the subject.