ESG Policy

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ESG Policy

Background:

Upgrid Solutions Private Limited “Battery Smart” established in 2019, is on a mission to make electric mobility accessible and affordable for all. With our first battery-swapping station launched in June 2020, we have scaled rapidly to become India’s largest battery-swapping network for electric two and three-wheelers.

We offer lightweight Li-ion batteries as-a-service, which helps eliminate the recurring battery replacement expense borne by our customers, and also frees them from charging downtime and range anxiety. This enables our customers, many of whom belong to the bottom rung of the economic pyramid, to increase their earnings and savings significantly, thereby helping improve their quality of life.

Powered by a unique partner-led approach, we leverage existing infrastructure, by collaborating with local businesses for quick station deployment across tier-1, tier-2, and tier-3 cities nationwide. Our station partners, which include ‘mom-and-pop’ stores and small local entrepreneurs, enjoy the benefits of a hassle-free setup, attractive income, and robust tech support.

Envisioning a Swap Station for every square kilometer, we unite EV players via our integrated platform. We collaborate with battery manufacturers, OEMs, drivers, and fleets, to build an

Purpose and Scope of the Policy:

The Environmental, Social and Governance Policy (“ESG Policy”) is driven by our commitment to improve the environment and empower the communities we operate in. Battery Smart’s senior management team will implement the action plan guided by the ESG Policy, with close oversight from the Founders.

The purpose of this policy is to lay down the basic principles, governance, and line of action towards integrating ESG across the organization. The ESG policy will address ESG implementation, its communication, and inclusion in all operational processes at Battery Smart.

The policy will apply to all subsidiaries under direct management control of Battery Smart. Further, the policy shall apply to all operations and will cover the entire lifecycle of lithium- ion battery swapping activities in line with local regulations.

The policy will be aligned with other policies at Battery Smart including but not limited to Environmental Policy, other corporate policies, and internal regulations.

Battery Smart ESG Considerations:

Environmental Considerations:

Sustainable Sourcing: Ensure responsible sourcing of lithium batteries and other components. Promote the use of ethically sourced materials with minimal environmental impact.

Energy Efficiency: Implement efficient battery swapping systems that optimize energy usage during the swapping process, minimizing consumption and energy losses.

Lifecycle Assessment: Conduct regular lifecycle assessments of batteries, from manufacturing to disposal, to continuously assess and minimize environmental footprint.

Recycling and Disposal: Develop a robust recycling and disposal strategy for end-of- life batteries to prevent pollution and promote circular economy principles.

Carbon Footprint: Monitor and reduce the carbon footprint of the entire battery swapping operation, including transportation, charging infrastructure, and maintenance processes.

Social Considerations:

Safety and Training: Ensure the safety of customers, partners and employees involved in battery swapping operations through proper training, protective equipment, and safe handling protocols.

Community Engagement: Engage with local communities to address concerns, gather feedback, and ensure the operation contributes positively to the local area.

Access and Affordability: Aim for inclusive access to battery swapping services, considering affordability and accessibility for various socio-economic groups.

Human Rights: Uphold human rights throughout the supply chain, ensuring fair labor practices and respecting the rights of workers involved in the production and disposal processes.

Governance Considerations:

Regulatory Compliance: Ensure compliance with local and international regulations governing battery swapping, handling, transportation, and disposal.

Transparent Reporting: Maintain transparency in reporting environmental impacts, social initiatives, and governance practices related to the battery swapping operation.

Stakeholder Engagement: Engage stakeholders, including investors, customers, partners, employees, and regulators, to integrate their perspectives and ensure alignment with ESG goals.

Risk Management: Identify and mitigate risks associated with the operation, including technological risks, supply chain disruptions, and regulatory changes.

Ethical Standards: Uphold ethical standards in decision-making processes, considering the impact on stakeholders and the broader community.

Basic Principles and Governance:

The ESG policy will continue to be inspired by Battery Smart’s core values:

Safety First, Second and Third

Do the right thing

Think through first principles

Act for impact

Be driven by data

Reimagine the future

From an ESG governance perspective, the following would be the roles and responsibilities:

Role of the Board of Directors:

Ensure that the Board is appraised of the ESG and sustainability performance by the Sustainability Officer at least once in a financial year.

Basis the performance, the board of directors may suggest specific interventions that the Sustainability Committee may take up.

Annual Business Plan on sustainability initiatives will also be presented to the board of directors for approval, by the Sustainability Officer.

Battery Smart ESG Committee:

The committee will be responsible for implementation of ESG and related policies, strategies, and programs, provide input to management, review goals for its performance and monitor progress.

The Committee will be chaired by the Sustainability Officer and will have representation from all relevant operational functions.

Annual Business Plan on sustainability initiatives will also be presented to the board of directors for approval, by the Sustainability Officer.

Respective Department Leaders will be responsible for the implementation of relevant metrics and should aim to better the performance in line with the global standards including the indicators mentioned in the policy. The metrics and progress on the sustainability parameters will feed into the discussions of the ESG Committee and would be presented to the board of directors in a summarized manner.The policy will also align with international best practices and standards. Such international standards / frameworks / commitments may include (non-exhaustive list):

United Nations’ Sustainable Development Goals (SDGs)

UNFCCC’s Paris Agreement on Climate Change Principles of the United Nations Global Compact

Task Force on Climate-related Financial Disclosures (TCFD)

Science Based Targets and Business Ambition for 1.5ºC

Net Zero Emissions by 2050

Global Reporting Initiative Standards

Approach and Line of Action:

In order to actualize the principles and operationalize ESG framework, Battery Smart will work towards integrating ESG across the organization. While the sustainability team will work towards the integration, the Company will address the below areas from a corporate perspective:

Climate action: Battery Smart will measure and disclose the emissions generated and avoided through its operations on an annual basis. The carbon emissions will need to be calculated based on applicable and globally accepted protocols and verified by a third party. The company will continue to add to its Electric Mobility portfolio to support the country’s low carbon transition.

Environmental and social impact management: Battery Smart is cognizant of the environmental and social impact of its operations and hence environmental and social risk management is a core part of its operations. It will to conduct periodic Environmental & Social impact assessments to proactively identify, mitigate and manage any environmental and social risks. Quality, Health, Safety and Environment related interventions continue to be guided by Battery Smart Quality, Environmental & OHS Policy. Some of these environmental and social aspects include:

Waste Management: Battery Smart will continue to monitor its waste generation and explore opportunities to reduce waste generation and promote the concepts of circular economy.

Safety, Health & Well-being: Safety performance will continue to be monitored along with other environmental and social aspects. The safety performance will be aimed at achieving zero injury rates across all operations.

Water Management: Battery Smart’s battery swapping operations require miniscule amounts of water as may be used for personal consumption. However, our suppliers are dependent on use of water during their manufacturing processes and we aim to help them minimize the dependence of their operations on water.

Sustainable supply chain and procurement practices: While Battery Smart itself may have a net positive impact on the environment -, we understand that it is also important to work with stakeholders across the value chain to help them improve their ESG performance. Towards this, the company has adopted practices for reducing any negative impacts across the supply chain and will continue to reinforce these. This includes aspects such as code of conduct, anti-bribery, child labor, non-discrimination, minimum wage and compliance with local environmental laws. Critical suppliers are regularly audited, and all new suppliers are screened on ESG parameters as well.

Workforce and employment practices: The company understands its responsibility towards its workforce and will continue to provide facilities such as healthcare and other benefits. It is also committed towards ensuring diversity and inclusivity. Such initiatives will continue to be guided by the Diversity and Inclusion Policy. In addition, specific policies such as Gender Pay Parity Policy, Equal Opportunity and Anti-discrimination Policy, Grievance Redressal Policy, and Policy on Prevention of Sexual Harassment would be referred to.

Community and social welfare: Community and society related aspects remain focus area for Battery Smart in the geographies as we offer value added services.

Policy advocacy and thought leadership: Battery Smart will continue to engage with relevant stakeholders to promote the transition towards green mobility.

Anti-corruption, anti-bribery and fraud prevention: In line with strict guidance laid down for maintaining the ethical standards, Battery Smart has formulated a policy for vigil mechanism which is applicable to directors and employees. Battery Smart’s Code of Conduct may be referred to.

Risk Materiality: Battery Smart conducts a materiality assessment, to identify the key aspects that impact the organization’s ESG performance. These material aspects act as pivotal points which drive ESG action at Battery Smart. Going forward, Battery Smart will continue conducting a materiality assessment every three years, to identify critical ESG aspects.

Transparency and accountability: Battery Smart will aim towards disclosing its ESG and sustainability performance on an annual basis to its stakeholders. Such performance will be communicated through a report which will be assured by an external third party. The report will be aligned to GRI Standards and other international best practices. Sustainability reporting will also include disclosures based on TCFD (Task Force and Climate Related Disclosures) and SASB (Sustainability Accounting Standards Board).

The indicators covered as a part of the assurance and alignment with GRI Standards will include all indicators as per the business operations focus areas. Illustrative list of indicators subject to INTERNAL assurance may include the following. However, this list may be finalized every year by the sustainability team and may not require amending the policy.

GRI Indicator List subject to assurance (non-exhaustive list):

Indicator Title	Indicator Number	Detail of Indicator
General Disclosures	102-1	Name of the organization
	102-2	Activities, brands, products, and services
	102-3	Location of headquarters
	102-4	Location of operations
	102-5	Ownership and legal form
	102-6	Markets served
	102-7	Scale of the organization
	102-8	Information on employees and other workers
	102-9	Supply chain
	102-10	Significant changes to the organization and its supply chain
	102-11	Precautionary Principle or approach
	102-12	External initiatives
	102-13	Membership of associations
	102-14	Statement from senior decision-maker
	102-15	Key impacts, risks, and opportunities
	102-16	Values, principles, standards, and norms of behaviour
	102-17	Mechanisms for advice and concerns about ethics
	102-18	Governance structure
	102-19	Delegating authority
	102-20	Executive-level responsibility for economic, environmental, and social topics
	102-21	Consulting stakeholders on economic, environmental, and social topics
	102-22	Composition of the highest governance body and its committees
	102-23	Chair of the highest governance body
	102-24	Nominating and selecting the highest governance body
	102-25	Conflicts of interest
	102-26	Role of highest governance body in setting purpose, values, and strategy
	102-27	Collective knowledge of highest governance body
Economic Performance	201-1	Direct economic value generated and distributed
	201-3	Defined benefit plan obligations and other retirement plans
Procurement	204-1	Proportion of spending on local suppliers
Practices	205-2	communication and training about anti-corrupti,ðon policies and procedures
	202	Confirmed incidents of corruption and actions taken
	301-3	Reclaimed products and their packaging materials
Energy	302-1	Energy consumption within the organization
	302-3	Energy intensity
	302-4	Reduction of energy consumption
Water and Effluents	303-1	Interactions with water as a shared resource
	303-2	Management of water discharge-related impacts
	303-3	Water withdrawal
	303-4	Water discharge
	303-5	Water consumption
Emissions	305-1	Direct (Scope 1) GHG emissions
	305-2	Energy indirect (Scope 2) GHG emissions
	305-4	GHG emissions intensity
	305-6	Emissions of ozone-depleting substances (ODS)
	305-7	Nitrogen oxides (NOX), sulphur oxides (SOX),and other significant air emissions
Waste	306-1	Waste generation and significant waste-related impacts
	306-2	Management of significant waste-related impacts
	306-3	Waste generated
	306-4	Waste diverted from disposal
	306-5	Waste directed to disposal
Supplier Environmental Assessment	308-1	New suppliers that were screened using environmental criteria
Employment	401-1	detaNew employee hires and employee turnover
	401-2	Benefits provided to full-time employees that are not provided to temporary or part-time employees
	401-3	Parental leave
Labour/Management Relations changes	402-1	Minimum notice periods regarding operational
Occupational Health and Safety	403-1	Occupational health and safety management system
	403-2	Hazard identification, risk assessment, and incident investigation
	403-3	Occupational health services
	403-4	Worker participation, consultation, and communication on occupational health and safety
	403-5	Worker training on occupational health and safety
	403-6	Promotion of worker health
	403-7	Prevention and mitigation of occupational health and safety impacts directly linked by business relationships
	403-8	Workers covered by an occupational health and safety management system
	403-9	Work-related injuries
	403-10	Work-related ill health
Training and Education employee	404-1	Average hours of training per year per
	404-2	Programs for upgrading employee skills and transition assistance programs
	404-3	Percentage of employees receiving regular performance and career development reviews
Diversity and Equal	405-1	Diversity of governance bodies and employees
Opportunity	405-2	Ratio of basic salary and remuneration of women to men
Human Rights	412-1	Operations that have been subject to human rights reviews or impact assessments
Assessment	412-2	Employee training on human rights policies or procedures
Local Communities	413-1	Operations with local community engagement, impact assessments, and development programs
Supplier Social Assessment	414-1	New suppliers that were screened using social criteria

Continuous Improvement:

Battery Smart is committed to continuous improvement by setting measurable ESG-related goals, regularly reviewing performance, and fostering a culture of sustainability awareness and responsibility across all operations.

This ESG process policy for Battery Smart aims to outline the company's commitment to sustainable practices, social responsibility, and ethical governance as a battery swapping organization. This policy serves as a foundation for embedding sustainability into the company's core values, operations, and decision-making processes.