Form CSR-2 Filing in India – Annual CSR Report under Sec 135 Companies Act 2013, Rule 12(1B) CSR Rules, 2% Spend Disclosure, Ongoing Project Reporting, Unspent CSR Account & AOC-4 Addendum Filing

Form CSR-2 is the annual CSR report filed by every company that triggered Section 135 of the Companies Act 2013 in any preceding financial year. Introduced through the Companies (Accounts) Amendment Rules 2022 and governed by Rule 12(1B) of the Companies (Accounts) Rules, CSR-2 captures the complete CSR footprint of the company — net worth / turnover / net profit triggers, average net profit of preceding 3 FYs, 2% prescribed spend, actual spend, ongoing projects, unspent CSR account, set-off / set-on, impact assessment, and CSR Committee & implementing-agency details.

CSR-2 was originally introduced as a one-time form for FY 2020-21 (filed by 31 March 2022). From FY 2021-22 onwards it is an annual filing, filed as a separate web-based addendum to Form AOC-4 / AOC-4 XBRL / AOC-4 NBFC. The form requires the donor company to quote the CSR Registration Number (CRN) of every implementing agency engaged — making CSR-1 of the agency a hard pre-requisite. CSR-2 is signed digitally by an authorised director (and CFO / CS where applicable) and is critical evidence of CSR compliance for ROC, MCA inspections, secretarial audit, and investor / lender diligence. Our CSR-2 Filing Services cover threshold check, computation, project mapping, unspent-CSR reconciliation, web-form drafting, and MCA filing — end-to-end.

Sec 135
Companies Act 2013
Rule 12(1B)
Annual Web-Form
2% Spend
Of Avg Net Profit (3 FYs)
AOC-4 Addendum
Separate MCA Web-Form
Laws & Forms We Work With
Companies Act 2013
Sec 135 – CSR
Sec 198 – Net Profit
Schedule VII
CSR Rules 2014
Rule 12(1B) Accounts Rules
Rule 4 – Implementation
Rule 7 – Spending
Rule 8 – Reporting
Form CSR-2
Form CSR-1 (Agency)
Form AOC-4 / XBRL
Unspent CSR A/c
PMNRF / PM CARES

CSR-2 Compliance Buckets We Handle

Trigger

Sec 135 Threshold Mapping

Confirming whether the company crossed the Sec 135 trigger — net worth ≥ ₹500 cr / turnover ≥ ₹1,000 cr / net profit ≥ ₹5 cr in the immediately preceding FY — and is liable to file CSR-2.

  • Net worth ≥ ₹500 cr
  • Turnover ≥ ₹1,000 cr
  • Net profit ≥ ₹5 cr
  • Standalone-basis test
  • 3-FY exit clause
  • First-trigger handling
Computation

Sec 198 Net Profit & 2% Spend

Computing net profit under Sec 198, average net profit of preceding 3 FYs, prescribed CSR (2%), set-off carry-forward, surplus / set-on adjustments, and final spend obligation.

  • Sec 198 net profit
  • 3-FY rolling average
  • 2% obligation
  • Set-off (Rule 7(3))
  • Set-on (Rule 7(2))
  • Surplus treatment
Schedule VII

Activity Mapping

Mapping every CSR project to Schedule VII heads — education, healthcare, gender equality, environment, rural development, sports, slum, technology, disaster, war veterans, and contribution to specified funds.

  • 11 Schedule VII heads
  • Strict project match
  • PMNRF / PM CARES
  • Excluded activities
  • Local-area preference
  • Geography mapping
Implementation

Mode of Implementation

Direct by company, through implementing agency (Sec 8 / trust / society with valid CRN), through statutory body, or as collaborative project — capturing CRN in CSR-2 for every agency.

  • Direct mode
  • Through agency (CRN)
  • Statutory body
  • Collaborative
  • Rule 4(1) eligibility
  • MOU verification
Ongoing Project

Ongoing Project Reporting

Identifying multi-year projects (≤ 3 years), board approval, project description, modalities, timelines, fund-flow, milestone reporting, and unspent transfer to Unspent CSR Account.

  • Up to 3-year projects
  • Rule 2(1)(i) definition
  • Board approval
  • Modality & timeline
  • Milestone tracking
  • Unspent A/c transfer
Unspent CSR

Unspent CSR Account (Sec 135(6) / (5))

For ongoing projects — unspent transferred to "Unspent CSR Account" within 30 days of FY end and utilised within 3 years. For other unspent — transfer to Schedule VII fund within 6 months of FY end.

  • Sec 135(6) — ongoing
  • 30-day transfer
  • 3-year utilisation
  • Sec 135(5) — others
  • 6-month / Schedule VII fund
  • Bank-account proof
Impact Assessment

Mandatory Impact Assessment

Companies with avg CSR obligation ≥ ₹10 cr (preceding 3 FYs) must conduct impact assessment for every project of outlay ≥ ₹1 cr completed at least 1 year prior — disclosed in CSR-2.

  • Rule 8(3)
  • ≥ ₹10 cr trigger
  • Per-project ≥ ₹1 cr
  • Independent agency
  • Board-report annexure
  • Allowable admin overhead
MCA Filing

MCA Web-Form Filing

Filing CSR-2 as a separate addendum to AOC-4 on MCA V3 portal — drafted, certified by director / CFO / CS, signed digitally, paid (zero govt. fee), and SRN-tracked.

  • MCA V3 web-form
  • AOC-4 addendum
  • DSC of director / CFO / CS
  • Zero govt. fee
  • SRN tracking
  • Annual filing

Key Concepts in CSR-2 Filing

Sec 135(1)

CSR Trigger

Net worth ≥ ₹500 cr OR turnover ≥ ₹1,000 cr OR net profit ≥ ₹5 cr in immediately preceding FY — any one trigger makes Sec 135 (and CSR-2) applicable.

Any One Standalone
Sec 135(5)

2% Mandatory Spend

At least 2% of average net profits (Sec 198) of immediately preceding 3 FYs must be spent on CSR each year, in pursuance of CSR policy and Schedule VII.

2% Avg NP Sec 198
Rule 12(1B)

CSR-2 Mandate

Every company covered under Sec 135 must furnish CSR report in Form CSR-2 to ROC, as a web-based addendum to Form AOC-4, AOC-4 XBRL, or AOC-4 NBFC.

Annual Web-Form
Sec 135(6)

Unspent CSR Account

Unspent amount of ongoing projects must be transferred to a separate "Unspent CSR Account" in a scheduled bank within 30 days of FY end, utilised within 3 years.

30 Days 3-Year Window
Sec 135(5)

Other Unspent — Sch VII Fund

Unspent CSR not relating to an ongoing project must be transferred to a fund specified in Schedule VII (PMNRF, PM CARES, Clean Ganga, etc.) within 6 months of FY end.

6 Months Schedule VII Fund
Sec 135(7)

Penalty for Non-Spend

Default: company liable to penalty of twice the unspent amount or ₹1 cr, whichever is less; every officer in default — 1/10th unspent or ₹2 lakh, whichever is less.

2× Unspent ₹1 Cr Cap
Rule 8(3)

Impact Assessment

Companies with avg CSR obligation ≥ ₹10 cr in preceding 3 FYs must conduct impact assessment for every project of outlay ≥ ₹1 cr completed at least 1 year before — disclosed in CSR-2.

≥ ₹10 cr / ₹1 cr Independent Agency
CRN Quote

Implementing Agency CRN

Every implementing agency engaged must hold a valid CSR Registration Number (CSR-1) and the CRN must be quoted in CSR-2 — without it, the spend disclosure stands defective.

CSR-1 Pre-Req Per-Agency

Our CSR-2 Filing Services

01

Threshold & Applicability Check

Reviewing standalone financials of preceding FY — net worth, turnover, net profit — to confirm Sec 135 / CSR-2 applicability, including 3-FY exit-clause analysis.

02

Sec 198 Net-Profit Computation

Computing Sec 198 net profit for the relevant FYs, applying admissible additions / deductions, 3-FY rolling average, and arriving at the 2% prescribed CSR.

03

CSR Policy & Committee

Drafting / refreshing CSR policy, CSR Committee composition (Sec 135(1)), annual action plan (Rule 5(2)), board approval, and policy upload on website.

04

Project Identification & Mapping

Mapping every project to Schedule VII heads, classifying as one-time / ongoing, geography, beneficiary, mode (direct / agency), and budget.

05

Implementing-Agency Validation

Verifying CSR-1 / CRN of every agency, MOU drafting, fund-flow, milestone, and reporting framework — defective CRNs flagged and corrected before filing.

06

Unspent-CSR Reconciliation

Reconciling unspent — ongoing-project transfer to Unspent CSR Account in 30 days; non-ongoing transfer to Schedule VII fund in 6 months; bank-account proof and challan trail.

07

Set-Off / Set-On Tracking

Tracking excess spend (Rule 7(3) — set-off for next 3 FYs), set-on of unspent on capital assets (Rule 7(4)), and surplus treatment under Rule 7(2).

08

Impact Assessment Coordination

Engaging an independent agency for impact assessment of qualifying projects, drafting report, board annexure, and disclosure in CSR-2 / Director's Report.

09

CSR-2 Web-Form Drafting

End-to-end drafting of the CSR-2 web-form on MCA V3 — every field validated against board approvals, accounts, and CSR-1 / CRN evidence.

10

DSC & MCA Filing

Affixing DSC of director / CFO / CS, payment (zero govt. fee), SRN generation, AOC-4 cross-reference, and tracking till acknowledgement.

11

Board / Director's Report

Drafting CSR section of Board's Report, annexure-VII (CSR Annual Report), unspent disclosures, impact-assessment summary, and reasons for shortfall (if any).

12

Belated & Resubmission

Belated CSR-2 filings, MCA queries / resubmission cycles, additional-fee handling under Rule 12, and Sec 135(7) penalty quantification with compounding advisory.

When You Need CSR-2 Filing Support

First-Time Sec 135 Trigger

Company has crossed CSR threshold for the first time — CSR Committee, policy, action plan, project setup, agency CRNs, and first CSR-2 filing.

Annual Filing Window

Post AGM every year — CSR-2 to be filed as separate addendum to AOC-4 within MCA-prescribed timelines after end of relevant financial year.

Ongoing Multi-Year Projects

Multi-year (≤ 3 years) projects with unspent transfer to Unspent CSR Account — annual progress, utilisation, and milestone reporting in CSR-2.

Excess / Set-Off Spend

Excess CSR spent in earlier FY to be set-off against next 3 FY obligation — capture in CSR-2 with board resolution and audit trail.

Shortfall in 2% Spend

Shortfall in mandatory 2% — Sec 135(5) reasons in Board's Report, transfer to Schedule VII fund within 6 months, and Sec 135(7) penalty exposure.

Impact Assessment Trigger

Crossed ₹10 cr avg CSR obligation — mandatory impact assessment of qualifying projects and disclosure in CSR-2.

Defective Agency CRN

Implementing agency operating without a valid CRN — pause disbursements, fast-track CSR-1 filing, and amend CSR-2 disclosures.

Audit / MCA / SEBI Diligence

Statutory / secretarial / cost / forensic audit, MCA inspection, or SEBI LODR diligence — past CSR-2 SRNs, board minutes, and fund-flow trail.

Documents Needed for CSR-2

Company & Financial

  • CIN / PAN
  • Audited financials (3 FYs)
  • Sec 198 net-profit working
  • 2% prescribed CSR working
  • Set-off / set-on register
  • Director's Report (CSR section)
  • Last AOC-4 SRN

CSR Governance

  • CSR policy
  • CSR Committee composition
  • Annual action plan
  • CSR Committee minutes
  • Board minutes approving spend
  • Project-wise board approvals
  • Website upload proof

Project / Agency / Fund

  • Project list with Schedule VII tag
  • Implementing-agency CRNs (CSR-1)
  • MOUs with each agency
  • Fund-flow & bank statements
  • Unspent CSR Account proof
  • Schedule VII fund challans
  • Impact-assessment reports

Our CSR-2 Engagement Process

1

Trigger & Computation

Sec 135 applicability, Sec 198 net profit, 3-FY average, 2% obligation, set-off / set-on adjustments.

2

Project & Agency Mapping

Schedule VII tagging, CSR Committee & action plan, implementing-agency CRN validation, MOU review.

3

Spend Reconciliation

Project utilisation, unspent CSR Account, Schedule VII fund transfer, impact assessment, surplus treatment.

4

CSR-2 Drafting

Web-form drafting on MCA V3, validation against accounts & minutes, director / CFO / CS digital signing.

5

Filing & Closure

MCA filing, AOC-4 cross-reference, SRN tracking, board archives, and next-FY CSR calendar.

Why Choose Us for CSR-2 Filing

End-to-end CSR-2 retainer
Sec 135 / 198 specialists
Schedule VII mapping
Unspent CSR & set-off tracking
Impact-assessment coordination
Agency CRN validation
CSR policy & action plan
Belated & penalty advisory

FAQs on Form CSR-2 Filing

What is Form CSR-2?
An annual web-based form filed by companies covered under Section 135 to report their CSR activities and spending to MCA.
Who is required to file CSR-2?
Every company that triggers Section 135 of the Companies Act 2013 in any preceding financial year.
Is CSR-2 an annual filing?
Yes. From FY 2021-22 onwards, CSR-2 is an annual filing as a separate addendum to Form AOC-4.
What are the Section 135 thresholds?
Net worth ≥ ₹500 crore, turnover ≥ ₹1,000 crore, or net profit ≥ ₹5 crore in the immediately preceding FY.
How is CSR spending calculated?
2% of the average net profit (computed under Section 198) of the immediately preceding three financial years.
What if CSR funds remain unspent?
Ongoing-project unspent goes to a special Unspent CSR Account within 30 days; other unspent goes to a Schedule VII fund within 6 months.
Is CSR-1 of the agency mandatory for CSR-2?
Yes. Every implementing agency must hold a valid CRN, which must be quoted in CSR-2.
Who signs CSR-2?
An authorised director of the company; CFO and Company Secretary sign where applicable.
When is impact assessment mandatory?
For companies with average CSR obligation of ₹10 crore or more, on every project of outlay ₹1 crore or more completed at least one year prior.
What is the penalty for not spending CSR?
Twice the unspent amount or ₹1 crore, whichever is less, on the company; ₹2 lakh or 1/10th unspent, whichever is less, on each defaulting officer.

CSR-2 Filed. Spend Reported. Compliance Closed for the Year.

Partner with our CSR specialists for an end-to-end CSR-2 filing — Sec 198 computation, project mapping, agency validation, unspent reconciliation, impact assessment, and MCA filing.

Talk to a CSR-2 Filing Expert