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Framework on Social Stock Exchange (“SSE”)

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..... he ICDR Regulations A NPO desirous of registration on SSE, in terms of Regulation 292F(1) of ICDR Regulations, shall fulfil the following criteria: Broad Parameter Indicator Details Legal Requirements Entity is registered as an NPO Registration certificate valid at least for next 12 months at the time of seeking registration with SSE Entities must be registered in India as one of the below: a. a charitable trust registered under the public trust statue of the relevant state; b. a charitable trust registered under the Societies Registration Act, 1860 c. a charitable trust registered under the Indian Trusts Act, 1882 d. a company incorporated under section 8 of the Companies Act, 2013 Ownership and control Governing document (MoA & AoA/ Trust Deed/ Bye-laws/ Constitution) Disclose if NPO is owned and/or controlled by government or private Exemption under Income Tax Act Registration Certificate under section 12A/12AA/12AB under Income Tax Act, 1961 Registration Certificate under section 12A/12AA/12AB to be valid for at least the next 12 months. Does not have a notice or ongoing scrutiny by Income Tax. Registration with Income Tax as an NPO IT PAN Va .....

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..... sued by Institute of Chartered Accountants of India (ICAI). h. Compliance Organisation makes available, annual accounts duly audited for the latest three financial years and there are no material qualifications or material irregularities reported by its auditor. Compliances w.r.t. Income Tax, notices received etc. i. Credibility Documents such as Registration, Trust Deed/ MoA and AoA, Address Proof, IT PAN, 12A/12AA/12AB Certificate, FCRA certificate and returns, remuneration to governing members. j. Social Impact Details of past social impact in terms of parameters specified in Para D(5) of this circular. k. Risks Disclose (i) risks that the NPO sees to its work and how it proposes to mitigate these (ii) unintended consequences that the NPO sees from its work and how it proposes to mitigate these. C. Annual disclosure by NPOs on SSE which have either raised funds through SSE or are registered with SSE in terms of Regulation 91C of the LODR Regulations The following disclosures would be made by the NPOs on an Annual Basis (i.e.) within 60 days from end of Financial Year (1) Disclosures on General aspects: i. Name of the organization (legal and popular name) i .....

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..... ct generated by the entity and where applicable, the impact that is generated by the project or solution for which funds have been raised on SSE. (3) In case an NPO is only registered without listing any security, the AIR must cover the NPO's significant activities, intervention, programs or projects during the year and the methodology for determination of significance must be explained. Additionally, if there is an activity, intervention, program or projects covered under a listed security, it will qualify as a significant activity, intervention, program or project. (4) For a Social Impact Fund where the underlying recipients of funds are SEs which have registered or raised funds using SSE, must disclose an overall AIR for the fund covering all investee/grantee organizations where the fund is deployed. (5) The AIR should at a minimum, cover the aspects described below. a. Strategic Intent and Planning i. What is the social or environmental challenge the organization and/or the instrument listed is addressing? Has this changed in the last year? ii. How is the organization attending to the challenge or planning to attend to the challenge? Has this changed in the last yea .....

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..... anager Corporation Finance Department +91 22 2644 9583 Email - [email protected] Annexure I: Guidance notes for listed/registered NPOs on disclosures of general, governance and financial aspects General disclosures 1. Name of the organization (legal and popular name): The reporting organization shall report on the registered name and also any popular names the organization is known by among stakeholders. 2. Location of headquarters and location of operations: Headquarter refers to the address that the organization has used in registering with respective regulatory body and also the organizations administrative center, from which it is controlled or directed. In case the locations are different, it needs to be specified. Location of operations shall cover the name of the locations where the organization has significant operation. Significant shall be defined to the scope of fund raising document. 3. Vision/Mission/ Purpose: It is important to understand the intent behind the disclosure and respond accordingly. Purpose in this context is why the organization exists and explaining why the cause taken up by the organization matters. The Mission will explain how the organiz .....

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..... The governance structure will start from the governance body, the committees / sub committees (standing/adhoc) under the governance body and the organization hierarchy for decision making. It outlines board and management committee structures, mandates, membership, charters, policies and internal controls. 3. Details of governing body including names of the members of the body: The organization shall explain the role of the governance body, the competence available and the identification of the members including name. Also name and designation of the senior decision maker may be provided. 4. Executives with key responsibilities: The disclosure will highlight the key executive positions and their role in the organization. 5. Number of meetings by governing body and other committees formed by them along with attendance and the process of performance review: The process to acquire the necessary information and data by the governance body to review the performance of the organization shall be explained. The disclosure shall also bring out the number of such meetings held by the governance body, during the course of the reporting period. 6. Organisation level potential risks and .....

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..... tement * Cash Statement * Program wise fund utilization certificate * Percentage of organizational budget this 'issue' represents * Breakup of organizational budget and expenditure * Split of the budget across partners of the project/initiative is being jointly executed 2. Auditors Report and details of the auditors Annexure II: Guidance notes for all Social Enterprises (SEs) on AIR Strategic Intent and Planning 1. What is the social or environmental challenge the organization or the instrument listed is addressing? The problem statement to be explained in detail. The challenge, its extent, causes and consequences and the part of the problem statement the organization and the instrument are trying to address shall be explained. 2. How the organization is planning to attend to the challenge or attending to the challenge? The approach the organization or the specific instrument will be using or already using need to be explained. The organization shall also explain what the change is resulting for the targeted beneficiary and what proportion of the target group are experiencing the change. 3. Who is being impacted (target segment)? The target beneficiaries / stakeh .....

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..... tailed implementation plan to be mentioned capturing all the essential activities. The interventions can be either perennial support or time bound support. In case of time bound support, the organization shall explain the exit strategy and how it ensures that the outcomes achieved will be sustained. In case of perennial support also, the organization can explain how it ensures sustainability of the project/program. Also, bring out possible deviations that might have occurred in the reporting period. 4. Please brief out alignment of solution to Sustainable Development Goals (SDGs)/national priorities/state priorities. Explain the alignment of activity, intervention, program or project to respective SDGs and national/state priorities and schemes. 5. How have you taken into consideration stakeholder feedback in this reporting period? The organization to mention how they have mapped and prioritized the key stakeholders for the engagement. The reporting shall include the list of stakeholders engaged, their feedback and how the organization used the feedback. 6. In the last year, what have you seen as the biggest risks to the achievement of the desired impact? How are these being mi .....

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..... nd Inclusion: The SE exhibits how it prioritizes the inclusion of these disadvantaged groups or communities (either as owners, partners or customers) and empower them in their relationship with the SE over time. * Theme 3: Social Equity: The SE exhibits how its approach has resulted in the disadvantaged group or community experiencing increased social equity. This can be through a survey as above or through qualitative criteria such as details of its strategy, processes and internal accountability/governance processes that have resulted in an internal culture that values and works towards achieving social equity for the disadvantaged group or community. 2. What are the highlights or achievements in the reporting period? The organization to mention key highlights, achievements, challenges and/or disappointments faced during the reporting period. 3. Beneficiary / Stakeholder validation It is utmost necessary to capture the perspective of stakeholders for the program to draw a holistic picture of impact/change that has been achieved by the program. The stakeholder voices would also help in capturing information that will help validate the impact claims. This can establish a chec .....

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