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Microlesson · 5-min read

CARO 2020 – Corporate Social Responsibility (Clause xx)

## CARO 2020 Clause (xx) – Corporate Social Responsibility (CSR)

### Applicability

This clause applies only to companies that must spend on CSR (i.e., Section 135 companies — those meeting the net worth / turnover / profit thresholds). The audit checks whether unspent CSR amounts have been properly transferred as mandated.

### Two Types of CSR Projects & Their Unspent Amount Rules

TypeLegal ProvisionRule for Unspent Amount
Non-ongoing projects (one-time)Section 135(5)Transfer to Schedule VII Fund within 6 months of end of FY
Ongoing projectsSection 135(6)Transfer to Unspent CSR Special Account within 30 days of end of FY

### The Company Spends 2% of Average Net Profit

  • Average Net Profit = Average net profit of the company during the 3 immediately preceding financial years (Section 198 calculation).
  • Unspent amounts must be tracked separately by project type.

### What the Auditor Reports

1. Whether the company is required to spend CSR and whether it has spent the required 2%.

2. For non-ongoing projects: Was the unspent amount (if any) transferred to a Schedule VII Fund within 6 months of FY end?

3. For ongoing projects: Was the unspent amount (if any) transferred to the special account within 30 days of FY end?

4. Whether the required disclosures relating to CSR have been made in the financial statements.

### Schedule VII Funds (Examples)

  • Prime Minister's National Relief Fund
  • PM CARES Fund
  • Swachh Bharat Kosh
  • Clean Ganga Fund

Worked example

### Example 1

Example 1 – Non-ongoing project with unspent amount:

PQR Ltd. was required to spend ₹50 lakh on CSR. It spent ₹35 lakh on a one-time school construction project (non-ongoing). The remaining ₹15 lakh was unspent.

Requirement: Transfer ₹15 lakh to a Schedule VII Fund within 6 months of FY end (i.e., by 30 September if FY ends 31 March).

CARO Reporting: If transferred in time → state compliance. If not → report the non-compliance.

### Example 2

Example 2 – Ongoing project with unspent amount:

ABC Ltd. is implementing a multi-year skill development programme (ongoing project). Of the budgeted ₹40 lakh for FY 2024-25, only ₹28 lakh was spent. The remaining ₹12 lakh is unspent for this ongoing project.

Requirement: Transfer ₹12 lakh to the Unspent CSR Special Account within 30 days of FY end (i.e., by 30 April).

CARO Reporting: Auditor verifies transfer within 30 days and reports accordingly.

⚠️ Common exam mistakes

  • Applying the 6-month rule to ongoing projects — ongoing projects get only 30 days (Section 135(6)), not 6 months.
  • Confusing the 'Unspent CSR Special Account' (for ongoing projects) with 'Schedule VII Funds' (for non-ongoing projects) — they are different destinations.
  • Forgetting that the 2% is of average net profit of preceding 3 years, not current year profit.
  • Assuming that if total CSR spend equals 2%, there is nothing to report — the auditor must verify the treatment of unspent amounts project-by-project.
Bare-Act text Section 135(5) and 135(6) read with CARO 2020 Para 3(xx) · Companies Act, 2013 – Sections 135(5) and 135(6); CARO 2020 Para 3(xx) · click to expand
In respect of other than ongoing projects, unspent amount as per section 135(5) of the Companies Act, 2013 shall be transferred by the company to a Fund specified in Schedule VII of the Act, within a period of six months of the expiry of the financial year. In respect of ongoing projects, unspent amount as per section 135(6) shall be transferred by the company to a special account to be opened by the company in that behalf in any scheduled bank to be called the Unspent Corporate Social Responsibility Account within a period of thirty days from the end of the financial year.
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