NISM Professor

Social enterprise

Also written SE · Social Enterprise (SE)

An organisation, non-profit or for-profit, that exists primarily to create social impact; under SEBI ICDR it is either an NPO or a For Profit Social Enterprise that has established primacy of social intent.

In plain language

A social enterprise uses the tools of business — entrepreneurship, innovation, market approaches, discipline — to solve a social or environmental problem.

The workbook gives three shared characteristics:

  1. Social purpose — created to generate social impact by addressing a social issue.
  2. Enterprise approach — uses business principles and the strategic discipline of a for-profit business.
  3. Social ownership — a focus on public good and stewardship, though not necessarily reflected in the legal structure.

The core belief is that profitability and social impact are not mutually exclusive but mutually reinforcing. The workbook names SELCO Solar, Basix, Barefoot College, Arvind Eye Hospital and Pratham as pioneering Indian social enterprises.

For the Social Stock Exchange, the everyday meaning is not enough. SEBI's ICDR Regulations define exactly who counts. A social enterprise is either a Not for Profit Organisation or a For Profit Social Enterprise, and either one must establish primacy of social intent before it is identified as a social enterprise at all.

How it works

Two routes into the definition (ICDR, Chapter X-A):

Not for Profit OrganisationFor Profit Social Enterprise
Legal formCharitable trust, charitable society, Section 8 company, or other entity SEBI specifiesA company or body corporate operating for profit — not a Section 8 company
Social intent testEligible activity + target populationEligible activity + target population + 67% predominance test
Main SSE instrumentZero Coupon Zero Principal instrumentEquity or debt on the main board, SME platform or IGP

Eligibility under Regulation 292E, which applies to both:

  • engage in at least one of the 18 listed activities, such as eradicating hunger, promoting healthcare, education, gender equality, environmental sustainability, financial inclusion or bridging the digital divide;
  • target underserved or less privileged population segments, or regions recording lower performance in central or state development priorities;
  • for an FPSE only, at least 67% of activities qualifying, measured by revenue, expenditure or customer base over the preceding 3-year average.

Who can never qualify: corporate foundations, political or religious organisations or activities, professional or trade associations, and infrastructure and housing companies except affordable housing.

Non-profit vs social enterprise. Chapter 1 draws a sharp line. Non-profits rely on donations and grants. Social enterprises generate their own revenue for financial sustainability, and plough all profits back into the cause.

A worked example

Illustrative organisations.

OrganisationWhat it doesSocial enterprise under ICDR?
Netra Jyoti Trust, MaduraiFree cataract camps in tribal blocksYes — as an NPO. A charitable trust doing an eligible activity (healthcare) for an underserved population.
Roshni Solar Pvt Ltd, PatnaSells solar lamps; ₹14 crore of its ₹18 crore 3-year average revenue comes from off-grid villagesYes — as an FPSE. 14 ÷ 18 = 77.8%, above the 67% threshold.
Vistara FoundationThe CSR arm of a listed cement companyNo. Corporate foundations are excluded, whatever the quality of their work.
Metro Infra LtdBuilds toll roadsNo. Infrastructure companies are excluded.
Ghar Apna Housing LtdBuilds low-cost flats for slum householdsCan qualify — affordable housing is the stated exception.

Roshni Solar is the interesting case. It makes a profit and pays dividends, which a Section 8 company could not. It is still a social enterprise because more than two-thirds of its business serves the target population. Had that share been ₹11 crore out of ₹18 crore (61.1%), it would be an ordinary company, however socially minded its founders.

Why NISM asks about it

Chapter 1 (10%) introduces social enterprises, their characteristics and the ICDR eligibility criteria. Chapter 3 (6%) turns those criteria into the SSE onboarding test, and Chapter 9 sets out what a social enterprise must disclose once registered or listed. Chapter 1's sample questions include a fill-in on what a social enterprise must establish — primacy of social intent. Expect questions on the excluded categories, the 67% test being FPSE-only, and the difference between a non-profit and a social enterprise.

Common exam traps

  • A Section 8 company is an NPO, not an FPSE. The ICDR definition of FPSE expressly excludes it, even though it is a company.
  • The 67% test applies only to FPSEs. An NPO proves primacy through its activities and its target population alone.
  • Corporate foundations are excluded — a common wrong answer because they do social work.
  • Affordable housing is the exception, not housing in general.
  • The workbook words the housing exclusion two ways. Chapter 1 says "infrastructure and housing companies, except affordable housing". Chapter 3 (3.1.1(e)) says "infrastructure and housing finance Companies, except affordable housing". Recognise either.
  • "Social enterprises cannot make profits" — wrong. They make profits and reinvest them; the Chapter 1 contrast with non-profits is about the source of funding.
  • Social enterprises can access social venture capital funds, not only grants and donations. Chapter 1 says this of both for-profit and non-profit social enterprises.

Check yourself

  1. 1.To be identified as a social enterprise, a Not for Profit Organisation or a For Profit Social Enterprise shall establish primacy of _____.

    1. a)social intent
    2. b)social outcome
    3. c)social impact
    4. d)social activity
    Show the answer

    Answer: (a) social intent

    Regulation 292E of the SEBI ICDR Regulations requires an NPO or FPSE to establish primacy of social intent.

    "Social impact" is a tempting distractor because the workbook also uses the phrase "primacy of social intent/impact" as a heading — but the regulation's wording is social intent. Outcomes and activities are parts of the results chain, not the eligibility test.

  2. 2.For fund raising through the Social Stock Exchange, a social enterprise needs to fulfil which of the following conditions? (i) Establish the primacy intent of social impact (ii) Focus on underserved or underprivileged populations

    1. a)Only (i)
    2. b)Only (ii)
    3. c)Both (i) and (ii)
    4. d)None of these
    Show the answer

    Answer: (c) Both (i) and (ii)

    Both are prior conditions listed in the eligibility requirements. A social enterprise must establish the primacy of social impact and its activities must focus on underserved or underprivileged populations or lagging regions.

    Options A and B each leave out a mandatory condition, and D ignores both.

  3. 3.Under Regulation 91(D) of the SEBI LODR Regulations, a Social Enterprise must disclose an event that may have a material impact on planned outputs or outcomes not later than:

    1. a)24 hours from the event
    2. b)Seven days from the event
    3. c)30 days from the event
    4. d)60 days from the end of the financial year
    Show the answer

    Answer: (b) Seven days from the event

    The disclosure must be made as soon as reasonably possible but not later than seven days from the occurrence of the event (or such period as SEBI specifies).

    60 days is the deadline for NPO non-financial annual disclosures, not for events. 24 hours and 30 days do not appear in this chapter.

Where this is taught

Free preparation for NISM Series XXIII

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