Bandhan Bank Ltd

10 **POLICIES ON PRINCIPLE 7 - BUSINESSES, WHEN ENGAGING IN INFLUENCING PUBLIC**

**AND REGULATORY POLICY, SHOULD DO SO IN A MANNER THAT IS RESPONSIBLE AND**
**TRANSPARENT**

10.1 Leadership Indicators – Public Policy Advocacy position

10.1.1 Policy on Public Advocacy

**Philosophy**

The Bank firmly believes in adhering to the various policies of the regulatory authority at the
highest standards and that the policies should promote fair competition and respect for
human rights.

_Page 34 of 38_

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**Policy**

It is Bank's Policy

- To ensure that the governance and the principles of the various regulations are

adhered to while undertaking such public policy advocacy.

- To endure that any public policy advocacy (if required) are undertaken through

recognised trade and industry chambers and associations, and other similar collective
platforms.

- To ensure that such public policy advocacy promotes fair competition and respect for

human rights.

**Implementation**

- This policy is communicated to all employees in an appropriate and meaningful

manner.

- The Bank Branches and offices shall have appropriate systems and processes in place

to ensure compliance with the Policy and with statutory provisions, including the
processing of grievances for redressal.

- The Senior Management Personnel, through members of the respective

Management Committees, will ensure the implementation of this Policy. The
Sustainability Compliance Review Committee (SCRC) will regularly monitor and
evaluate Compliance with the Policy (SCRC).

- The CSR Committee of the Board will supervise the implementation of this Policy.

The Corporate Social Responsibility & Sustainability Committee of the Board ('CSR&SCB') is responsible for the oversight of the sustainability related matters. [...] The CSR&SCB reviewed the Compendium of the BRSR policies that are based on the 9 principles of the NGRBC guidelines and based on the recommendation of the CSR&SCB, the Board of the Bank approved the same. The BRSR disclosures were reviewed by the CSR&SCB and approved by the Board. [...] The Bank has developed a dedicated policy on sustainable sourcing as part of its commitment to BRSR Principle 2. The policy encourages the Bank to raise awareness of supply chain members to comply with applicable laws and regulations. The CSR&SCB shall oversee the compliance with the policy.

The Bank has a Stakeholders Relationship Committee of the Board, constituted under the provisions of Section 178(5) of the Act and Regulation 20 of SEBI LODR, to specifically look into various matters relating to shareholders/investors, including the transfer and transmission of shares, issue of share certificates (including the issue of renewed or duplicate share certificates), share certificates after transmissions, dematerialisation, re-materialisation and so on. [...] The marginalised communities residing in the vicinity of the Bank's operational areas are confronted with multidimensional and inter alia, vulnerabilities, at the core of which is the challenge to secure sustained livelihoods. Accordingly, the interventions of the Bank's CSR initiatives are appropriately designed to build their capabilities for securing sustainable livelihoods. [...] For the seamless implementation and monitoring of the CSR programme, the Bank has constituted the CSR Committee of the Board of Directors ('CSRCB'), in accordance with the provisions of Section 135 of the Companies Act, read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 ('CSR Rules'), as amended. The composition of the CSR Committee is given in the Report on Corporate Governance as well as the Annual Report on CSR forming part of the Board's Report.

The CSR&SCB reviewed the Compendium of the BRSR policies that are based on the 9 principles of the NGRBC guidelines and based on the recommendation of the CSR&SCB, the Board of the Bank approved the same. The BRSR disclosures are reviewed by the CSR&SCB and approved by the Board. [...] The Corporate Social Responsibility & Sustainability Committee of the Board ('CSR&SCB') is responsible for the oversight of sustainability-related matters. The Committee is Chaired by a non-executive independent director and meets at least once in every quarter.

#### 3 GOVERNANCE

3.1 To oversee the fulfilment of the CSR obligations of the Bank, the Board of the Bank shall constitute a CSR and Sustainability Committee of the Board ('CSRSCB') by appointing at least three Directors, of which, at least one Director shall be an Independent Director. The CSRSCB shall meet at least once a year and/or as and when required. All CSRSCB meetings shall be attended by at least two members. The Board's report under sub-section (3) of section 134 shall disclose the composition of the Corporate Social Responsibility and Sustainability Committee.

3.2 The CSRSCB shall review and recommend to the Board, a Corporate Social Responsibility Policy which shall indicate the activities to be undertaken by the Bank in areas or subjects, specified in Schedule VII. The CSRSCB shall monitor the Corporate Social Responsibility Policy of the Bank from time to time.

3.3 After taking into account the recommendations made by CSRSCB, the Board of the Bank shall approve the CSR Policy of the Bank and its amendments, with or without any modifications as deemed necessary. The Board shall disclose the contents of such Policy in its report and also place it on the Bank's website as prescribed in the Rules.

3.4 The Bank shall formulate a Standard Operating Procedure ('SOP'), in line with the Bank's CSR Policy for the general management and administration of the CSR functions. The MD&CEO of the Bank shall delegate the general management and administration of the CSR functions to appropriate officials of the Bank as deemed necessary. The SOP shall delineate the process of need assessment, planning and designing of CSR programmes, including the financial outlay, implementation schedules and manner of execution, modalities of utilisation of the funds, monitoring and reporting mechanism, evaluation and impact assessment, etc. [...] #### 10 MONITORING & IMPACT ASSESSMENT

10.1 **Monitoring of CSR Policy – The Corporate Social Responsibility Committee shall formulate**
and recommend to the Board, a Corporate Social Responsibility Policy which shall indicate the
activities to be undertaken by the Bank in areas or subjects, specified in Schedule VII. The Board
of the Bank, after taking into account the recommendations made by the Corporate Social
Responsibility Committee shall approve the Corporate Social Responsibility Policy for the Bank
and disclose the contents of such Policy in its report and also place it on the Bank's website, as
prescribed in the Rules.

10.2 The CSRSCB shall be responsible for the overall monitoring of the Corporate Social
Responsibility Policy of the Bank. The MD&CEO of the Bank shall be empowered to approve the
amendments that need to be made in the CSR Policy on account of the regulatory changes or
for business / administrative purposes, during the course of the business on account of any
exigencies to meet the objectives of this Policy, provided that such changes are placed before
the CSRCB / the Board of the Bank in its ensuing meeting for ratifications.

10.3 **Monitoring** **of the CSR Programme – The monitoring and reporting mechanism of the CSR**
programme undertaken by the Bank, including any requirement for need or impact assessment,
shall be incorporated in the CSR Annual Action Plan.

10.4 The implementing person/bodies shall carry out the task of implementation of the CSR
programme, as assigned by the Bank within the specified budgets and timeframes and shall
report back to the Bank on the progress thereon at such frequency as the Bank may direct.

10.5 The Bank shall review the progress of the implementation of the CSR programmes once a
quarter and issue necessary directions from time to time to ensure orderly and efficient execution
of the CSR Programmes in accordance with this Policy.

10.6 The Bank shall submit a six-monthly progress report to the CSRSCB or at a frequency as
directed by the CSRSCB. The report shall include a summary of the physical and financial
achievements of the CSR programmes, and the summary of the impact assessment reports (if
any). In case of any ongoing projects (having a timeline of more than one year), the progress of
their implementation shall be with reference to the approved timelines and year-wise allocations.

10.7 The aforesaid report shall include the confirmation from the Chief Financial Officer that the funds
disbursed for the CSR Programmes have been utilised for the stated purpose and in a specified
manner.

10.8 The Board of the Bank shall ensure that the activities included in the CSR Annual Action Plan of
the Bank are undertaken following its Corporate Social Responsibility Policy.

10.9 The MD&CEO shall be able to authorise any officials of the Bank as deemed necessary for the
monitoring and reporting of the progress of the implementation of the CSR programmes,
including the ongoing projects, with reference to the Board's approved timelines and year-wise
allocation and also to make any modifications, as deemed necessary for the smooth
implementation of the project, provided that such modifications shall be placed for the review of
the CSRCB and to the Board in its ensuing meeting for ratification.

10.10 At the end of the financial year, the CSRSCB shall review and recommend to the Board for the
approval of the Annual Report on CSR, which shall include the impact assessment report (if
any).

10.11 Impact Assessment – The Bank shall undertake an impact assessment, through an
independent agency, of its CSR programme that has an outlay of Rupees One Crore or more,
and which has been completed not less than one year before undertaking the impact study.

#### 3 GOVERNANCE

3.1 To oversee the fulfilment of the CSR obligations of the Bank, the Board of the Bank shall constitute a CSR and Sustainability Committee of the Board ('CSRSCB') by appointing at least three Directors, of which, at least one Director shall be an Independent Director. The CSRSCB shall meet at least once a year and/or as and when required. All CSRSCB meetings shall be attended by at least two members. The Board's report under sub-section (3) of section 134 shall disclose the composition of the Corporate Social Responsibility and Sustainability Committee.

3.2 The CSRSCB shall review and recommend to the Board, a Corporate Social Responsibility Policy which shall indicate the activities to be undertaken by the Bank in areas or subjects, specified in Schedule VII. The CSRSCB shall monitor the Corporate Social Responsibility Policy of the Bank from time to time.

3.3 After taking into account the recommendations made by CSRSCB, the Board of the Bank shall approve the CSR Policy of the Bank and its amendments, with or without any modifications as deemed necessary. The Board shall disclose the contents of such Policy in its report and also place it on the Bank's website as prescribed in the Rules.

3.4 The Bank shall formulate a Standard Operating Procedure ('SOP'), in line with the Bank's CSR Policy for the general management and administration of the CSR functions. The MD&CEO of the Bank shall delegate the general management and administration of the CSR functions to appropriate officials of the Bank as deemed necessary. The SOP shall delineate the process of need assessment, planning and designing of CSR programmes, including the financial outlay, implementation schedules and manner of execution, modalities of utilisation of the funds, monitoring and reporting mechanism, evaluation and impact assessment, etc. [...] #### 10 MONITORING & IMPACT ASSESSMENT

10.1 **Monitoring of CSR Policy – The Corporate Social Responsibility Committee shall formulate**
and recommend to the Board, a Corporate Social Responsibility Policy which shall indicate the
activities to be undertaken by the Bank in areas or subjects, specified in Schedule VII. The Board
of the Bank, after taking into account the recommendations made by the Corporate Social
Responsibility Committee shall approve the Corporate Social Responsibility Policy for the Bank
and disclose the contents of such Policy in its report and also place it on the Bank's website, as
prescribed in the Rules.

10.2 The CSRSCB shall be responsible for the overall monitoring of the Corporate Social
Responsibility Policy of the Bank. The MD&CEO of the Bank shall be empowered to approve the
amendments that need to be made in the CSR Policy on account of the regulatory changes or
for business / administrative purposes, during the course of the business on account of any
exigencies to meet the objectives of this Policy, provided that such changes are placed before
the CSRCB / the Board of the Bank in its ensuing meeting for ratifications.

10.3 **Monitoring** **of the CSR Programme – The monitoring and reporting mechanism of the CSR**
programme undertaken by the Bank, including any requirement for need or impact assessment,
shall be incorporated in the CSR Annual Action Plan.

10.4 The implementing person/bodies shall carry out the task of implementation of the CSR
programme, as assigned by the Bank within the specified budgets and timeframes and shall
report back to the Bank on the progress thereon at such frequency as the Bank may direct.

10.5 The Bank shall review the progress of the implementation of the CSR programmes once a
quarter and issue necessary directions from time to time to ensure orderly and efficient execution
of the CSR Programmes in accordance with this Policy.

10.6 The Bank shall submit a six-monthly progress report to the CSRSCB or at a frequency as
directed by the CSRSCB. The report shall include a summary of the physical and financial
achievements of the CSR programmes, and the summary of the impact assessment reports (if
any). In case of any ongoing projects (having a timeline of more than one year), the progress of
their implementation shall be with reference to the approved timelines and year-wise allocations.

10.7 The aforesaid report shall include the confirmation from the Chief Financial Officer that the funds
disbursed for the CSR Programmes have been utilised for the stated purpose and in a specified
manner.

10.8 The Board of the Bank shall ensure that the activities included in the CSR Annual Action Plan of
the Bank are undertaken following its Corporate Social Responsibility Policy.

10.9 The MD&CEO shall be able to authorise any officials of the Bank as deemed necessary for the
monitoring and reporting of the progress of the implementation of the CSR programmes,
including the ongoing projects, with reference to the Board's approved timelines and year-wise
allocation and also to make any modifications, as deemed necessary for the smooth
implementation of the project, provided that such modifications shall be placed for the review of
the CSRCB and to the Board in its ensuing meeting for ratification.

10.10 At the end of the financial year, the CSRSCB shall review and recommend to the Board for the
approval of the Annual Report on CSR, which shall include the impact assessment report (if
any).

10 **POLICIES ON PRINCIPLE 7 - BUSINESSES, WHEN ENGAGING IN INFLUENCING PUBLIC**

**AND REGULATORY POLICY, SHOULD DO SO IN A MANNER THAT IS RESPONSIBLE AND**
**TRANSPARENT**

10.1 Leadership Indicators – Public Policy Advocacy position

10.1.1 Policy on Public Advocacy

**Philosophy**

The Bank firmly believes in adhering to the various policies of the regulatory authority at the
highest standards and that the policies should promote fair competition and respect for
human rights.

_Page 34 of 38_

--NEW-PAGE--

**Policy**

It is Bank's Policy

- To ensure that the governance and the principles of the various regulations are

adhered to while undertaking such public policy advocacy.

- To endure that any public policy advocacy (if required) are undertaken through

recognised trade and industry chambers and associations, and other similar collective
platforms.

- To ensure that such public policy advocacy promotes fair competition and respect for

human rights.

**Implementation**

- This policy is communicated to all employees in an appropriate and meaningful

manner.

- The Bank Branches and offices shall have appropriate systems and processes in place

to ensure compliance with the Policy and with statutory provisions, including the
processing of grievances for redressal.

- The Senior Management Personnel, through members of the respective

Management Committees, will ensure the implementation of this Policy. The
Sustainability Compliance Review Committee (SCRC) will regularly monitor and
evaluate Compliance with the Policy (SCRC).

- The CSR Committee of the Board will supervise the implementation of this Policy.

The Bank has a Stakeholders Relationship Committee of the Board, constituted under the provisions of Section 178(5) of the Act and Regulation 20 of SEBI LODR, to specifically look into various matters relating to shareholders/investors, including the transfer and transmission of shares, issue of share certificates (including the issue of renewed or duplicate share certificates), share certificates after transmissions, dematerialisation, re-materialisation and so on. [...] For the seamless implementation and monitoring of the CSR programme, the Bank has constituted the CSR Committee of the Board of Directors ('CSRCB'), in accordance with the provisions of Section 135 of the Companies Act, read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 ('CSR Rules'), as amended. The composition of the CSR Committee is given in the Report on Corporate Governance as well as the Annual Report on CSR forming part of the Board's Report.

The CSR&SCB reviewed the Compendium of the BRSR policies that are based on the 9 principles of the NGRBC guidelines and based on the recommendation of the CSR&SCB, the Board of the Bank approved the same. The BRSR disclosures were reviewed by the CSR&SCB and approved by the Board.

The Corporate Social Responsibility & Sustainability Committee of the Board ('CSR&SCB') is responsible for the oversight of the sustainability related matters. [...] The CSR&SCB reviewed the Compendium of the BRSR policies that are based on the 9 principles of the NGRBC guidelines and based on the recommendation of the CSR&SCB, the Board of the Bank approved the same. The BRSR disclosures were reviewed by the CSR&SCB and approved by the Board. [...] The Bank has developed a dedicated policy on sustainable sourcing as part of its commitment to BRSR Principle 2. The policy encourages the Bank to raise awareness of supply chain members to comply with applicable laws and regulations. The CSR&SCB shall oversee the compliance with the policy.