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Microlesson · 5-min read

CSR - Default Penalty & Excluded Activities (Section 135 & CSR Rules 2014)

# CSR – Default in Spending & Excluded Activities

## 1. Default in CSR Spending

If a company fails to spend its CSR amount and does not transfer the unspent amount as required, a penalty is imposed:

DefaulterPenalty
CompanyTwice the unspent amount OR ₹1 crore, whichever is lower
Officer in defaultOne-tenth (1/10) of the unspent amount OR ₹2 lakh, whichever is lower

> Note: The CSR amount that remains unspent must be transferred to the Unspent CSR Account (for ongoing projects) or to a Schedule VII fund (for non-ongoing projects).

## 2. Meaning of CSR – CSR Rules, 2014

"CSR" means activities undertaken by a company in pursuance of its statutory obligation under Section 135, in accordance with the provisions of Schedule VII.

## 3. Activities EXCLUDED from CSR

The following do not qualify as CSR activities:

1. Sponsorship expenses undertaken for marketing benefits.

2. Political contributions (direct or indirect).

3. Activities benefiting only employees of the company and their families.

4. Expenses on discharging any statutory obligation under any other law.

5. Activities undertaken outside India (foreign activities).

  • Exception: Training of Indian sportspersons representing the country at national or international level.

6. Activities carried out in the normal/ordinary course of business.

  • Exception: Companies engaged in Research & Development (R&D) activities of new vaccines, drugs and medical devices related to COVID-19 for FYs 2020-21, 2021-22 and 2022-23 (subject to conditions).

Worked example

### Example 1

Example: ABC Ltd. had an unspent CSR obligation of ₹150 crores in FY 2023-24 (not relating to an ongoing project) and failed to transfer it to the Schedule VII fund.

Penalty on company: Lower of (a) 2 × ₹150 cr = ₹300 cr OR (b) ₹1 crore → ₹1 crore.

Penalty on officer in default: Lower of (a) 1/10 × ₹150 cr = ₹15 cr OR (b) ₹2 lakh → ₹2 lakh.

### Example 2

Example: XYZ Pharma Ltd. spends ₹50 lakh in FY 2021-22 on R&D for a COVID-19 vaccine. Will it qualify as CSR even though R&D is the company's normal business?

Yes. Although R&D is the ordinary course of business, the law makes an exception for COVID-19 related vaccines/drugs/medical devices for FYs 2020-21 to 2022-23. Hence it qualifies as CSR.

⚠️ Common exam mistakes

  • Confusing the company's penalty cap (₹1 crore) with the officer's cap (₹2 lakh).
  • Treating sponsorship for marketing as CSR – it is specifically excluded.
  • Assuming training of Indian sportspersons abroad is excluded – the exception specifically allows it.
  • Assuming all R&D activities qualify under the exception – only COVID-19 related R&D for the three notified FYs qualifies.
  • Forgetting that activities benefiting only employees do NOT qualify as CSR.
Bare-Act text Section 135(7) read with CSR Rules, 2014 · Companies Act, 2013 · click to expand
Section 135(7) of the Companies Act, 2013: If a company is in default in complying with the provisions of sub-section (5) or sub-section (6), the company shall be liable to a penalty of twice the amount required to be transferred by the company to the Fund specified in Schedule VII or the Unspent CSR Account, as the case may be, or one crore rupees, whichever is less, and every officer of the company who is in default shall be liable to a penalty of one-tenth of the amount required to be transferred by the company to such Fund specified in Schedule VII, or the Unspent CSR Account, as the case may be, or two lakh rupees, whichever is less.
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