Africa Green Energy Holdings — Environmental, Social and Governance (ESG)

The ESG framework, the environmental and climate impact, the social and community benefit, local content and job creation, B-BBEE and the governance approach.

Africa Green Energy Holdings Business PlanSection 10 › Environmental, Social and Governance (ESG)

Section 10 · Business Plan

Environmental, Social and Governance (ESG)

The ESG framework, the environmental and climate impact, the social and community benefit, local content and job creation, B-BBEE and the governance approach.

10.1 ESG Strategy and Framework

ESG considerations are foundational, not incidental, to AGEH’s
investment thesis. The Company’s ESG strategy is anchored in three
reinforcing layers: (i) full conformance with the eight IFC Performance
Standards and the Equator Principles IV; (ii) alignment with the
relevant Sustainable Development Goals (SDGs 7, 8, 9, 10, 13, and 17);
and (iii) measurable, third-party-verified outcomes against an annually
published ESG and Sustainability Report aligned with GRI, SASB, and TCFD
frameworks.

10.2 Environmental Management

The Company will implement an Environmental and Social Management
System (“ESMS”) covering all stages of the project lifecycle, from site
identification through decommissioning. The ESMS will be subject to
annual independent audit by an internationally accredited firm
acceptable to the IFC. The principal environmental commitments
include:

  • Biodiversity protection — no projects sited in IUCN Categories
    I-IV protected areas; full Critical Habitat Assessment for any project
    located within or adjacent to recognised biodiversity hotspots.
  • Water stewardship — closed-loop dust-suppression systems and
    dry-cleaning robotic systems for solar PV; no water discharge to ground
    or surface bodies during operations.
  • Avian and chiropteran protection — radar and acoustic monitoring
    at the wind site with curtailment protocols meeting the Birdlife
    International Africa best-practice standards.
  • End-of-life management — solar PV module recycling agreement with
    the OEM under EU WEEE Directive equivalence; battery cell take-back
    agreement with the BESS OEM.

10.3 Social Impact

AGEH’s social impact strategy focuses on inclusive, meaningful, and
durable community participation in the projects. The Company commits
to:

  • Local content — minimum 40% local procurement during construction
    (above the REIPPPP requirement of 35%) and minimum 65% local procurement
    during operations.
  • Local employment — minimum 45% of construction-phase jobs and 70%
    of operations-phase jobs filled by residents within a 50 km radius of
    each project site.
  • Gender mainstreaming — minimum 25% female participation in
    construction-phase workforce and minimum 35% in operations-phase
    workforce; female ownership of at least 12% of total equity.
  • Skills development — accredited training programmes delivering at
    least 350 SAQA-certified qualifications across solar PV installation,
    wind turbine maintenance, electrical engineering, and BESS operations
    over the construction period.
  • Community Trust ownership — 5% of total equity allocated to
    host-community trusts, generating an estimated ZAR 450 million in
    cumulative community dividends to 2036.
  • Enterprise and Supplier Development — minimum ZAR 316 million
    committed to qualifying enterprise development and supplier development
    beneficiaries over the construction and operations period (in line with
    BW7 standard commitments).
Figure 10.1
Figure 10.1 — Selected ESG impact metrics: CO₂ avoided, jobs created, and BEE / localisation outcomes.

10.4 Climate and Decarbonisation Outcomes

The portfolio will avoid an estimated 1.05 to 1.15 million tonnes of
CO₂-equivalent emissions annually from 2030 onwards, calculated using
the South African grid emission factor of 0.94 tCO₂e per MWh published
by the Department of Forestry, Fisheries and the Environment. Over the
20-year contracted operations period, cumulative avoided emissions are
expected to exceed 22 million tonnes — equivalent to taking
approximately 4.8 million internal-combustion vehicles off South African
roads for one year.

10.5 Governance

Beyond the King IV foundation set out in Section 9, AGEH’s governance
programme is supported by a Group Code of Ethics, Anti-Bribery and
Anti-Corruption Policy (aligned with the UK Bribery Act, US FCPA, and
IFC Anti-Corruption Guidelines), a Whistleblowing Policy supported by an
independent third-party reporting line, a Related-Party Transactions
Policy, an Information Security Policy, and a comprehensive enterprise
risk management framework aligned with ISO 31000.

10.6 Climate-Related Financial Disclosure

AGEH will publish annual climate-related financial disclosures
aligned with the TCFD recommendations and, from 2027, with the IFRS S2
Climate-Related Disclosures Standard issued by the International
Sustainability Standards Board. Disclosures will include scenario
analysis of physical and transition risks under both 1.5°C and 4°C
warming pathways.

Confidential — this business plan is provided to prospective investors and lenders for evaluation purposes only and may not be reproduced or distributed without the written consent of Africa Green Energy Holdings (Pty) Ltd.