Corporate Social Responsibility

1. Preamble

Lodha Capital Markets Limited (“the Company”) recognises the importance of contributing to inclusive and sustainable social development. The Company seeks to discharge its corporate social responsibility through initiatives that create meaningful social impact, promote equitable opportunities and contribute to the welfare of communities.

This Corporate Social Responsibility Policy (“Policy”) has been formulated pursuant to Section 135 of the Companies Act, 2013 (“the Act”), read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 (“the CSR Rules”), as amended from time to time, and Schedule VII to the Act.

2. Objectives

The objectives of this Policy are to:

1. establish a framework for identifying, approving, implementing and monitoring CSR activities;
2. ensure compliance with the applicable statutory requirements relating to CSR expenditure and reporting;
3. support projects that promote education, vocational skills, livelihood enhancement and other eligible activities under Schedule VII to the Act;
4. ensure transparency, accountability and effective utilisation of CSR funds; and
5. assess the progress and outcomes of CSR projects and programmes undertaken by the Company.

3. Applicability

This Policy shall apply to CSR activities undertaken by the Company in accordance with Section 135 of the Act and the CSR Rules. The Company shall determine its CSR obligations annually based on the applicable statutory criteria and shall undertake such activities as are permitted under Schedule VII to the Act.

4. CSR Committee

The CSR Committee shall be constituted in accordance with Section 135 of the Act and the applicable CSR Rules.

The CSR Committee shall be responsible for:

1. formulating and recommending the CSR Policy to the Board;
2. recommending the CSR activities and projects to be undertaken by the Company;
3. recommending the amount of expenditure to be incurred on CSR activities and the annual CSR action plan;
4. monitoring the implementation of approved CSR projects and utilisation of CSR funds;
5. reviewing the progress and performance of CSR activities; and
6. undertaking such other functions as may be prescribed under applicable law or assigned by the Board.

The composition of the CSR Committee shall be maintained in accordance with the requirements applicable to the Company.

5. Responsibilities of the Board

The Board of Directors shall:

1. approve the CSR Policy and amendments thereto on the recommendation of the CSR Committee;
2. approve the CSR activities and annual action plan, as applicable, in accordance with the Act and the CSR Rules;
3. ensure that the Company spends the prescribed amount on CSR activities or complies with the applicable provisions governing unspent CSR amounts;
4. satisfy itself that the funds disbursed for CSR activities have been utilised for the approved purposes and in the manner approved by the Board, supported by the prescribed certification and monitoring arrangements;
5. monitor the implementation of CSR projects and review the reports placed before it; and
6. ensure the disclosures and reporting required under applicable law.

6. Focus Areas for CSR Activities

The Company may undertake CSR activities falling within the areas specified in Schedule VII to the Act, including:

1. Education and vocational skills: Promoting education, including special education, employment-enhancing vocational skills and livelihood enhancement projects, particularly for children, women, elderly persons and persons with disabilities;
2. Healthcare and sanitation: Eradicating hunger, poverty and malnutrition, promoting healthcare, including preventive healthcare, sanitation and access to safe drinking water;
3. Gender equality and social inclusion: Promoting gender equality, empowering women and supporting eligible measures for disadvantaged and socially or economically weaker groups;
4. Environmental sustainability: Ensuring environmental sustainability, ecological balance, protection of flora and fauna and conservation of natural resources;
5. Rural development: Supporting eligible rural development projects and community welfare initiatives;
6. Disaster management: Undertaking eligible relief, rehabilitation and reconstruction activities; and
7. Other eligible activities: Such other activities as are specified in Schedule VII to the Act, as amended from time to time.

The Company may prioritise education, skill development and livelihood enhancement, subject to the needs of beneficiaries, project feasibility and the availability of CSR funds.

7. CSR Expenditure and Budget

The Company shall endeavour to spend, in every financial year, at least two per cent of its average net profits made during the three immediately preceding financial years, or such other period as may be prescribed under the Act, in accordance with Section 135(5) and the applicable CSR Rules.

The CSR Committee shall recommend the annual CSR expenditure and the projects to be undertaken. The Board shall approve the expenditure and action plan in accordance with applicable law.

CSR expenditure shall be incurred only on eligible activities and in accordance with the approved project scope, budget and implementation arrangements.

Any surplus arising out of CSR activities shall not form part of the business profits of the Company and shall be dealt with in accordance with the CSR Rules.

Where the Company fails to spend the prescribed amount, the unspent amount shall be dealt with in accordance with Section 135 of the Act, including transfer to the Unspent CSR Account or a fund specified in Schedule VII, as applicable.

8. Implementation of CSR Activities

The Company may implement CSR projects:

1. directly through the Company; or
2. through eligible implementing agencies satisfying the requirements of the Act and the CSR Rules.

Before engaging an implementing agency, the Company shall verify its eligibility, registration and other applicable statutory requirements. Where required, the implementing agency shall possess a valid CSR Registration Number obtained through the prescribed filing.

The terms of implementation shall specify the project objectives, approved budget, implementation period, reporting obligations, utilisation of funds and monitoring arrangements.

The Company shall not undertake activities that do not qualify as CSR under the Act and the CSR Rules.

9. Annual Action Plan

The CSR Committee shall recommend an annual action plan to the Board, wherever required under the CSR Rules. The plan shall include, as applicable:

1. the list of approved CSR projects and programmes;
2. the manner of execution of each project;
3. the modalities of fund utilisation and implementation schedules;
4. monitoring and reporting mechanisms; and
5. details of need assessment or impact assessment, where applicable.

The Board may alter the annual action plan during the financial year on the recommendation of the CSR Committee, in accordance with the CSR Rules.

10. Monitoring and Evaluation

The Company shall establish appropriate mechanisms to monitor the implementation of CSR projects, verify utilisation of funds and assess progress against approved objectives.

The CSR Committee shall periodically review project reports, implementation progress, expenditure and outcomes. The Board shall receive such reports as may be necessary to discharge its statutory responsibilities.

Impact assessment shall be undertaken wherever applicable under the Act and the CSR Rules.

11. Exclusions

CSR activities shall not include activities undertaken in pursuance of the normal course of business, activities undertaken outside India except where specifically permitted under the CSR Rules, contributions to political parties, activities benefiting employees of the Company and their families exclusively, sponsorship activities undertaken to derive marketing benefits, or activities undertaken to fulfil statutory obligations under any other law, except to the extent expressly permitted under the applicable CSR framework.

The Company shall also ensure that CSR activities do not fall within any other category excluded under the Act or the CSR Rules.

12. Disclosure and Reporting

The Company shall make disclosures relating to its CSR Policy, the composition of the CSR Committee and CSR projects approved by the Board on its website, as applicable.

The Company shall also make the disclosures required under Section 135 of the Act and the CSR Rules in its Board’s Report, annual CSR report and financial statements, wherever applicable.

The CSR Policy and related information shall be made available to stakeholders through the Company’s website in accordance with applicable law.

13. Amendment and Review

The CSR Committee shall periodically review this Policy and recommend modifications to the Board wherever necessary.

The Board may amend or revise this Policy from time to time to ensure continuing compliance with the Act, the CSR Rules and Schedule VII, as amended. Any amendment shall take effect upon approval by the Board or on such other date as the Board may specify.

Date of Approval of Policy: 28th November, 2025.