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: