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______________ GREEN FUND: INVESTMENT STRATEGY April 2013 ______________

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Page 1: Green Fund | Supporting Green Initiatives€¦ · The Investment Strategy provides broad guidelines to facilitate investment decisions which the Green Fund Mancom deem appropriate

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GREEN FUND: INVESTMENT STRATEGY

April 2013

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Page 2: Green Fund | Supporting Green Initiatives€¦ · The Investment Strategy provides broad guidelines to facilitate investment decisions which the Green Fund Mancom deem appropriate

1 Table of Contents 1. INTRODUCTION ........................................................................................................................ 1

2. RATIONALE OF THE INVESTMENT STRATEGY ..................................................................... 1

3. OBJECTIVES OF THE FUND .................................................................................................... 2

4. INVESTMENT CONTEXT ........................................................................................................... 3

4.1 South African Policy Context .................................................................................................. 3

4.2 Legal Context ........................................................................................................................ 3

4.2.1 Public Finance Management Act No 1 of 1999 (as amended) .........................................................3

4.2.2 Intellectual Property Rights from Publicly Financed Research and Development Act ....................4

GREEN FUND POSITIONING .................................................................................................... 5 5.

INVESTMENT RISK AND RETURN OBJECTIVE ...................................................................... 6 6.

6.1 Return Objective .................................................................................................................... 6

6.1.1 Complexity of the return objective ..................................................................................................6

6.1.2 Financial return expectation .............................................................................................................7

6.1.3 Non-Financial return expectation .....................................................................................................7

6.2 Risk Tolerance ....................................................................................................................... 8

INVESTMENT CONSTRAINTS .................................................................................................. 9 7.

7.1 Horizon .................................................................................................................................. 9

7.2 Liquidity/ Budget .................................................................................................................... 9

7.3 Taxation ............................................................................................................................... 10

7.4 Unique Considerations ......................................................................................................... 10

7.4.1 Regulatory...................................................................................................................................... 10

7.4.2 Government Support ..................................................................................................................... 10

7.4.3 Sustainability ................................................................................................................................. 10

INVESTMENT PHILOSOPHY .................................................................................................. 11 8.

8.1 Core Investment Tenets ....................................................................................................... 12

8.3 Opportunity Definition .......................................................................................................... 13

8.4 Thematic Funding Windows ................................................................................................. 14

8.4.1 Green Cities and Towns ................................................................................................................. 14

8.4.2 Low Carbon Economy .................................................................................................................... 14

8.4.3 Environmental and Natural Resource Management ..................................................................... 14

8.5 Fund Allocation (Strategic Asset Allocation) ......................................................................... 14

8.5.1 Fund allocation for the functional areas ....................................................................................... 14

Page 3: Green Fund | Supporting Green Initiatives€¦ · The Investment Strategy provides broad guidelines to facilitate investment decisions which the Green Fund Mancom deem appropriate

8.5.2 Fund allocation for the thematic windows .................................................................................... 15

8.6 Origination of Investments ................................................................................................... 16

8.6.1 Passive Origination ....................................................................................................................... 16

8.6.2 Active Origination ......................................................................................................................... 16

8.7 Investment Programmes ...................................................................................................... 17

8.7.1 Very High Impact Projects ............................................................................................................. 17

8.7.2 Programmatic Approach for Municipalities .................................................................................. 17

8.8 Structuring of Investment transactions ................................................................................. 18

8.9 Board Representation .......................................................................................................... 18

8.10 Investment Exit .................................................................................................................... 19

8.11 Interaction with other green funding programmes ................................................................ 19

8.12 Restrictions on Investments ................................................................................................. 19

9. RISK MANAGEMENT .............................................................................................................. 20

9.1 Regulations .......................................................................................................................... 20

9.2 Investment Focus Areas ...................................................................................................... 20

9.3 Procedures .......................................................................................................................... 21

9.4 Strategic Asset Allocation .................................................................................................... 21

9.5 Monitoring and Reporting ..................................................................................................... 21

9.6 Financial Instruments ........................................................................................................... 21

FINANCIAL INSTRUMENTS .................................................................................................... 21 10.

10.1 Objectives of the Instruments ............................................................................................... 22

10.2 Guiding Principles ................................................................................................................ 22

10.3 Classification of Green Fund Investees ................................................................................ 23

10.4 Innovation Value Chain ........................................................................................................ 25

10.5 Instrument/Entity Matrix ....................................................................................................... 26

10.6 Set of Instruments ................................................................................................................ 28

10.7 Investment Policy Guidelines ............................................................................................... 31

RESOURCE MOBILISATION ................................................................................................... 38 11.

GREEN FUND GOVERNANCE STRUCTURE ......................................................................... 41 12.

12.1 The Government Advisory Panel ......................................................................................... 41

12.2 The Management Committee (Mancom) .............................................................................. 41

12.3 The DBSA Fund Management ............................................................................................. 42

NEXT STEPS ........................................................................................................................... 43 13.

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1. INTRODUCTION

The national Green Fund (Green Fund) is a unique fund established through an initial allocation of

R800 million from the Government of South Africa, that seeks to support green initiatives to assist

South Africa’s transition to a low carbon, resource efficient and climate resilient development path

delivering high impact economic, environmental and social benefits.

A memorandum of agreement (MOA) was entered into between the Department of Environmental

Affairs (DEA) and the Development Bank of Southern Africa (DBSA) in terms of which the DBSA is

responsible for managing the Green Fund as an implementing agent on behalf of the DEA.

Apart from representing a critical resource mechanism to achieve a green economy and transition

South Africa onto a low carbon and resource efficient growth path, it is envisaged that the Fund will

establish an evidence base consisting of lessons learned through funding the implementation of

programmes and projects which may inform future policy and programmes on the green economy.

2. RATIONALE OF THE INVESTMENT STRATEGY

In accordance with the MOA the DBSA as the implementing agent is required to prepare all founding

documents for the Green Fund and submit them for approval by the Green Fund Management

Committee (Mancom). The Investment Strategy is a key component of such required founding

documents.

The Investment Strategy outlines general principles and the mechanisms that the Green Fund will

apply to make investments in pursuit of the Green Fund’s objectives, covering project development

and implementation. The matters that it specifically addresses include the objectives, the fund

positioning, return objective, risk tolerance, investment constraints, investment processes and

resourcing of the fund so as to enable the parties to the Green Fund and other key stakeholders to

have a common understanding of the investment objectives and mechanisms of the Green Fund. The

Investment Strategy is a critical element of the Green Fund’s governance framework that encourages

effective communication, facilitates transparency, consistency and compliance and provides a

framework for reporting to its decision structures.

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The Investment Strategy provides broad guidelines to facilitate investment decisions which the Green

Fund Mancom deem appropriate in pursuit of the Green Fund’s mandate, strategic objectives and in

alignment with prevailing legal requirements.

This Investment Strategy serves as a starting point in an iterative process that will be shaped and

informed by experience; it is expected to evolve with time and will therefore be subject to continuing

refinement.

3. OBJECTIVES OF THE FUND

The Green Fund aims to provide catalytic finance to facilitate investment in green economy initiatives

that will support poverty reduction and job creation. The Green Fund will respond to market

weaknesses currently hampering South Africa’s transition to a green economy by:

i. Promoting innovative and high impact green programmes and projects

ii. Reinforcing climate policy objectives through green interventions

iii. Building an evidence base for the expansion of the green economy, and

iv. Attracting additional resources to support South Africa’s green economy development.

The Green Fund will maximise partnerships with other funders, private sector and government to

leverage other additional resources.

It is this context that informs the fund positioning, return expectations and risk tolerance, evaluation

criteria, investment constraints, financial instruments and the overall investment philosophy of the

fund.

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4. INVESTMENT CONTEXT

4.1 South African Policy Context

The concept of environmental sustainability as a requirement for sustainable development, which

underpins the green economy is widely recognized. In the South African context, it has informed

the government’s vision of economic development and therefore laid the basis for policy

orientation towards the green economy. South Africa’s overall economic development and hence

its policy towards the green economy is governed by three strategic plans, namely;

- The National Development Plan (NDP)

- The New Growth Path (NGP) and

- The National Strategy for Sustainable Development (NSSD)

4.2 Legal Context

4.2.1 Public Finance Management Act No 1 of 1999 (as amended)

In order for the Green Fund to adequately fulfill its role as a catalytic resource mechanism and

to give effect to its mandate, as per the Investment Strategy it may need to enter into a number

of different types of transactions in the normal course of its business that include:

establishment or participation in establishment of a company;

participation in a significant partnership, trust, unincorporated joint venture or similar

arrangement;

acquisition or disposal of a significant shareholding in a company;

acquisition or disposal of a significant asset;

commencement or cessation of a significant business activity; and

a significant change in the nature or extent of its business interest in a significant

partnership, trust, unincorporated joint venture or similar arrangement.

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Section 54(2) of the Public Finance Management Act No.1 of 1999 (as amended) (PFMA)

requires the Green Fund to obtain approval from the Minister of Finance for the

aforementioned range of transactions to the extent to which they exceed significance levels as

contained in a Materiality and Significance framework agreed with the Minister of Finance.

However, Section 54(4) of the PFMA provides that the Minister of Finance as the executive

authority for the DBSA (and by extension the Green Fund) may exempt the Green Fund from

the application of section 54(2).

DBSA has engaged with the Departments of Environmental Affairs and National Treasury on

the process to be followed to obtain appropriate Ministerial exemptions from section 54(2) of

the PFMA on the grounds that the transactions listed in section 54(2) of the PFMA section are

expected to be conducted as part of the normal business of the Green Fund.

The DBSA as implementing agent has a Materiality and Significance framework in place.

Therefore the Green Fund will operate within the ambit of the DBSA’s significance framework

whilst it engages National Treasury with regards to a Section 54(4) exemption.

4.2.2 Intellectual Property Rights from Publicly Financed Research and Development Act No. 51 of

2008

Projects and ventures that result in the development of intellectual property through financial

assistance provided by the Green Fund fall within the ambit of the Intellectual Property Rights

from Publicly Financed Research and Development Act No. 51 of 2008 (IPR Act) in terms of

which the Green Fund is a Funding Agency and any entity to which the Green Fund provides

funding will be a Recipient. The Act provides that intellectual property emanating from publicly

financed research and development is identified, protected, utilised and commercialised for the

benefit of the people of the Republic, whether it be for a social,economic, military or any other

benefit. Accordingly recipients are required to actively manage intellectual property developed

with Green Fund funding and comply with the requirements of the IPR Act.

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GREEN FUND POSITIONING 5.

The Green fund role is that of a catalyst in the transition towards a green economy. As such the fund

seeks to unlock barriers and bridge gaps, wherever they exist along the innovation value chain. The

Green Fund will thus provide appropriate financial and other support to various entities in both the

public and private sectors engaged in green economic activities from early stage research and

development right through to the project expansion phase.

Through an emphasis on investment principles that include, additionality through the provision of

enabling finance, encouraging risk sharing and strong private sector participation, and a focus on

sustainable environmental, social and economic impact, the Green Fund aims to achieve its objectives

in enabling the transition to a Green Economy.

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A significant share of green initiatives that the Fund seeks to support falls in the early stages of the

innovation value chain. This space is characterized by high levels of risk that is typically hard to

quantify and analyse appropriately, hence it is generally considered unattractive by most traditional

funders, including those in private equity and venture capital.

Private sector participation is very limited and the sources of funding are mostly fiscus or donor based

and typically in the form of either grants or soft loans. One of the key challenges arising from the

limited participation by potential players is that the pipeline of high impact projects and programmes

across the innovation value chain is relatively thin. The investment success rate is consequently quite

low and therefore results in very low investment recovery rates.

It is within this context that the Green Fund aims to operate and position itself in a catalytic role.

Therefore the fund’s ability to, facilitate the de-risking of opportunities to the extent that they begin to

be attractive to other funders (e.g. Venture Capital, Private Equity funders etc.), as well as its ability to

leverage additional funding from other private, government or donor sources of funds locally and

internationally will be crucial in order for the fund to achieve the impact it seeks to achieve.

INVESTMENT RISK AND RETURN OBJECTIVE 6.

6.1 Return Objective

The Green Fund’s main aim is to achieve a multiplicity of outcomes from environmental, social and

economic fronts in driving the transition towards a low carbon and resource efficient growth path,

through financing innovative projects and programmes.

6.1.1 Complexity of the return objective

Therefore, it is recognized that the risk/return objective function for the Green Fund in respect of the

investments it undertakes is complex and comprised of both quantitative and qualitative parameters of

financial and non-financial aspects of environmental, social and economic variables.

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Each individual investment project or programme will therefore be considered on its merits through a

holistic investment appraisal and due diligence process in determining an appropriate blend of:

i. financial return from the economic success of each specific opportunity and

ii. non-financial return in the form of sustainable environmental and social impact aligned with

national benefit and strategic priorities

6.1.2 Financial return expectation

Accordingly the financial return expectation will be informed by the stage of development and

commercial/ financial return potential of an opportunity such that it may be low for high social

impact/public good initiatives, approaching market returns when closer to financial markets and

material where significant wealth may be created.

Furthermore due consideration will be given to:

a) the impact of the Green Fund’s return expectation on the participation of private sector

funders.

b) spill-over effects from the funded activities

c) the level of risk assumed and

d) the need to obtain a reasonable share of wealth created and to create the prospect for

recovery of funds obtained from the public purse.

6.1.3 Non-Financial return expectation

Broad Non-Financial return expectations are defined by the Green Fund’s focus with regard to

thematic window design and policy priorities in the National Development Plan, the New

Growth Path and the NSSD. Specific non-financial return expectations for each project are

established at the due diligence stage and informed by the project’s aims and objectives. The

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expected outcome is that projects that are supported will be gearing South Africa towards an

environmentally sustainable green economy.

6.2 Risk Tolerance

The risk profile of Green initiatives is generally higher and mostly unattractive to traditional funders

owing to a number of reasons. Key of which include 1) the difficulties in fully characterizing and

therefore pricing the risks involved in green ventures and 2 market failure arising mainly from

informational asymmetries and the partial appropriability (the inability to capture the full value) of

innovations.

It is for this very purpose that interventions like the Green Fund are in place to provide catalytic

finance to help de-risk opportunities to the extent that they become attractive to traditional funders.

Risk tolerance is comprised of two elements: 1) ability to take on risk and 2) the willingness to take on

risk.

1) Willingness to take risks

The Green Fund willingness to take on risks is considered to be high from a mandate

perspective

2) Ability to take risks

In order to adequately fulfill its mandate, the Green Fund’s ability to take on risks needs to be

high. With an initial endowment of R800 million from the Government of South Africa, on

establishment, the ability of the Green Fund to take on risk is high. Maintaining that ability in the

future will be dependent on a number of factors including:

The fund’s ability to attract additional resources and leverage cofounding opportunities both

locally and internationally

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National priorities and policy imperatives

Macro and micro economic structural changes

The state of the national system of innovation

The quality of the Green Fund’s investment portfolio of projects

The Green Fund’s risk tolerance is considered to be high in the short to medium term horizon.

INVESTMENT CONSTRAINTS 7.

7.1 Horizon

The Green Fund’s fiscal allocations thus far, are for disbursement during the 2012 to 2014 Medium

Term Expenditure Framework (MTEF) cycle. It is recognized that the successful funding

implementation and conclusion of innovative projects and programmes is described in terms of an

investment lifecycle or investment horizon, which generally consists of ordered phases of origination,

investment appraisal, deal structuring , contract execution, fund disbursements, post investment

management and investment exit. Typically, for transactions were there is an element of fund

recoverability or returns, such as those involving loans, recoverable grants or equity, the investment

horizon will extend well beyond the fund disbursement phase. Therefore the investment horizon for

green fund investments would range from two to ten years or even longer, depending on the nature of

the project.

7.2 Liquidity/ Budget

The Green Fund has received an initial allocation from government of R800 million and a further R300

million. Furthermore the fund has the opportunity attract additional resources from local and

international sources to enable it to play an even bigger role in catalysing green economic activity

through focused resource mobilisation.

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7.3 Taxation

The DBSA as the implementing agent of the Green Fund is a public entity that is currently exempt

from paying taxes on the investments that it undertakes.

7.4 Unique Considerations

7.4.1 Regulatory

The Green Fund’s activities fall within the ambit of several key pieces of legislation including

the PFMA and the IPR Act that have a direct bearing on how it can conduct its business.

7.4.2 Government Support

The Government of South Africa views the Green Fund a critical catalyst and resource

mechanism for the transition to a green economy and as such is providing significant support.

7.4.3 Sustainability

The Green Fund is a proactive but medium-term response to a greener economy, with funding

provided in the context of the Medium Term Expenditure Framework allocation.

In order for the fund to be sustainable it will require a combination of 1) a portfolio of successful

investments in respects of current resources at its disposal and 2) further resourcing and

replenishment in the longer term based on the current investment climate for green initiatives

and its ability to leverage additional funding. The fund will thus adopt a phased approach

towards sustainability involving, a transition from the reliance on fiscal support in the short to

medium term to a reliance, in the long term, on non-fiscal sources of funding which may

include internally generated funds/returns from successful projects as well local and

international funders.

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Therefore the fund intends to blend and refine the following options in order to ensure

sustainability:

a. “Self-sustainability”: Green Fund progressively takes on a financial return instrument

focus and phases out non-financial return instruments such as non-recoverable grants

In this option the Green Fund adopts an increasing recoverable grant, loan and equity

focus within this MTEF (FY2012/15), with a greater number of projects approved being

subjected to financial return based transaction structuring.

b. Green Fund receives continued fiscal support beyond the current MTEF

Continued fiscal support (may allow for non-recoverable grants to remain a key offering

of the Green Fund. Continued fiscal support would be subject to verifiable performance

of the Fund and its prioritization in the national budget

c. Green Fund crowds in additional finance from local and international sources

The Green Fund may approach various international and national sources of capital

including donors to contribute to both its operating costs and disbursements, leveraging

off the existing and potential future fiscal donations. In respect of donors, however the

extent of potentially undesirable conditionalities would need further investigation.

INVESTMENT PHILOSOPHY 8.

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8.1 Core Investment Tenets

8.1.1 Additionality – The fund aims to unlock barriers, address market failures, stimulate and create

new investment in Green projects as opposed to substituting or crowding out private

investment. Therefore investments are only undertaken if there is sufficient scope for

complementing the resources that are available to, and catalysing investment by, primary

participants in the green economy

8.1.2 Risk sharing – Where appropriate, the applicant will be required to manage and to share in

the risks of a proposed venture through directly providing a proportion of the funding of that

venture. The baseline requirement would be a rand for rand in matching contribution (50:50).

The matching requirement may be reduced to take into account factors such as the specific

circumstances of the applicant in terms of need, the stage of development of the proposed

venture and the level of private sector participation. In the case of reductions, the matching

funding requirements should not be less than 20%.

8.1.3 Private Sector Participation- The fund recognizes that private sector participation is central

to sustainable economic activity. Therefore investment activity will be conducted in a catalytic

manner that actively fosters, facilitates and where possible incentivises the participation of

private economic actors in the transition to a green economy. In engaging private sector

participants the appropriate packaging of investment opportunities will be critical.

For private sector co – financing and partnerships, investment opportunities will generally fall

into three categories, which will inform the kind of resources that will be required for

participation:

1. High social impact/public good initiatives with low financial return – the targeted

resource would be non-financial return type funding such as corporate social

investment (CSI) funds which typically do not have a financial return requirement

2. Moderate economic, social and environment return – the targeted resource would

be a blend of non-financial return type CSI funding, and some risk capital (possibly

with concessionary cost of capital / return requirements)

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3. High economic, social and environmental return – risk capital deployed on an

equitable co –financing and risk sharing basis plus incentives

8.1.4 Impact focused Orientation – The fund prioritises impact focused green economy ventures

promising sustainable economic activity, with tangible social and environmental outcomes.

8.1.5 Return Expectations - The Fund follows a ‘multiple outcomes’ approach in defining its return

expectations which include financial and non-financial components. Accordingly in respect of

the setting financial return expectations (and therefore hurdle rates), a case by case basis is

applied.

8.1.6 Full Investment Life Cycle Opportunity Arrangement – The Fund prefers as much as

possible to engage in investment opportunities that are packaged and arranged in manner that

demonstrates at least in principle support and performance based commitments of follow on

funding from other funders. This approach helps bridge funding gaps, enables performing

projects to smoothly graduate along the innovation value chain in a directionally sound manner

and avoids the pitfalls of funding projects in a disjointed manner. Such arrangements allow the

development of a coherent investment pipeline of projects that can progress towards tangible

outcomes.

8.3 Opportunity Definition

The fund will seek out and catalyze innovative opportunities for investment funding across the

innovation value chain where:

The opportunity is relevant to a specific thematic window: Projects shall be directly

related to one of the thematic windows with the objective of a distinct environmental

benefit.

Projects demonstrate Additionality: Projects must demonstrate evidence of their own

contribution and that they are unable to secure funding from other sources.

Projects demonstrate Strength of Developmental Impact: Projects shall support the

national development priorities, notably economic growth, infrastructure development,

job creation and poverty alleviation.

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Projects that demonstrate Spatial distribution: Projects that support national economic

strategy with special attention paid to the spatial distribution of the projects; and

Projects that demonstrate Potential for scalability and replication where there are

insufficient other resources available to progress the opportunity.

8.4 Thematic Funding Windows

The Green Fund will initially consider applications for the following three funding Windows.

8.4.1 Green Cities and Towns

The Green Cities and Towns window is to facilitate funding projects that supports well run,

compact and efficient cities and towns that deliver essential services to their residents, utilising

low carbon development and available natural resources efficiently and sustainably.

8.4.2 Low Carbon Economy

The Low Carbon Economy window will facilitate funding projects that support a low carbon

growth trajectory in line with national climate change policy principles and green economy

policies.

8.4.3 Environmental and Natural Resource Management

The Environmental and Natural Resource Management window will facilitate funding for

projects that strive for protected and conserved resources for sustained ecosystem services to

support South Africa's development path.

8.5 Fund Allocation (Strategic Asset Allocation)

8.5.1 Fund allocation for the functional areas

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The spread of the funds across functional focus areas as outlined in the MoA is as follows:

75% of the funds will be allocated for project development of and /or investment in

green projects and programmes.

20% for capacity building in green initiatives and

5% for policy and regulation from feedback loops from the roll-out of projects

8.5.2 Fund allocation for the thematic windows

In conventional asset management, asset allocation is a powerful risk and return management

tool. For the Green Fund there is not yet an established track record to quantify the effect of

asset allocation to portfolios of investments various thematic windows or other appropriate

categorisation. However given the likely size of the Green Fund’s portfolio and the need to

effectively harness risk exposure, there is a role for some form of strategic asset allocation.

Therefore options and approaches to strategic asset allocation (both quantitative and

qualitative) will be explored and investigated with a view to a phased implementation informed

75% Project Development

20% Capacity Building

5% Policy & Regulations

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by experience, the demand and uptake of investment funds and other pertinent data as well as

the needs of the Green Fund.

The initial approach of the Green Fund will be to follow a balanced portfolio method of

allocating funds to projects covering the respective thematic funding windows to optimise

impact of the Fund. Therefore the fund allocation per window will generally not exceed 50% of

the total funds available for disbursement over a three year period.

8.6 Origination of Investments

The Fund will employ both passive and active forms of originating investment opportunities as follows:

8.6.1 Passive Origination

Closed Calls where applications for investment are only considered during defined

periods of time in a year and the engagement with potential applicants is limited

Open Calls where applications for investment are considered on an unrestricted basis

throughout the year. However the engagement with potential applicant remaining

limited

8.6.2 Active Origination

A business development approach wherein the fund takes on a more pronounced role

in finding , developing and securing potential investees

Applications are therefore considered as per business needs with proactive

engagement with the value chain and potential applicants to develop the project

pipeline

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The fund will generally employ the two origination approaches with a measure of flexibility in order to

drive its mandate and optimise the portfolio of investments. Passive Origination will generally be used

in respect of the bulk of the fund’s standard investment projects whereas for Investment Programmes

such as the Very High Impact Projects the use of the Active Origination approach will be more

dominant.

8.7 Investment Programmes

Over and above the standard pipeline of green projects typically derived through passive origination,

the Green Fund will seek to develop key investment programmes in order to achieve scale, replication

and impact over defined time frames as follows:

8.7.1 Very High Impact Projects

These consist of scalable green projects with a disproportionately high potential for economic ,

social and environmental impact that the fund actively develops with key economic actors and

participants drawn from public and private spheres as per the nature of the opportunity

8.7.2 Programmatic Approach for Municipalities

Working in close collaboration with key stakeholders such as South African Local Government

Association (SALGA), the fund will seek to facilitate initiatives that tackle environmental and

climate change challenges to sustainable urban development. Focus areas to be explored

include energy efficiency, water conservation, waste management and transport. Once clear

value propositions in respect of the eventual focus areas have been established, the fund

would look at appropriate financing mechanisms to facilitate the initiatives.

Based on the needs of the fund and drawing on the experiences from the implementation of these

initial investment programmes, further programmes may be developed.

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It is envisaged that in addition to demonstrably delivering tangible economic, social and environmental

outcomes, the investment programmes will also facilitate feedback and help in strengthening the

enabling environment for the Green transition (including policy and capacity building)

8.8 Structuring of Investment transactions

The Green fund will negotiate and structure each transaction on a case by case basis so that there is

an appropriate blend of financial return and non - financial returns as per the investment risk /return

objective of the fund. The structuring of transactions will be informed by a holistic investment

assessment, due diligence, and investment decision making process. Pertinent and venture specific

insights related to aspects such as stage of development, investment risk, market opportunity and

participants involved, would inform instrument choices and combinations and investment terms

8.9 Board Representation

Green Fund may appoint directors to the boards of companies where it obtains that right or

responsibility from its investments.

Directors may be drawn from DBSA, Green Fund employees or from external individuals, each of

whom should be suitably experienced and qualified to perform their function on the Board of Directors,

on a case-by-case basis.

Green Fund will provide Director’s liability insurance only for those of its appointed Directors that are

DBSA or Green Fund employees. In the case of DBSA or Green Fund employees, engagements to

serve as directors will be deemed to be part of their normal employment with the DBSA or Green

Fund, therefore they may not accept Directors’ fees from the investee companies in respect of such

service

The decision making processes of the Green Fund shall have due regard to the potential conflicts of

interest which may arise when employees or external individuals are appointed to boards of

companies.

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A Director appointed by Green fund would be responsible for the positive performance of the company

in creating value for Green Fund as a shareholder. In doing so a Director would be expected to act in

the best interests of company whilst appropriately taking into account the interests of other

stakeholders in line with established corporate governance standards of best practice.

8.10 Investment Exit

The Green Fund will hold its investments only for as long as it is necessary to do so in fulfilling its role

as a catalytic resource mechanism. The fund will seek to responsibly exit mature investments once

the opportunity has achieved success in terms of the desired economic , social and environmental

objectives .

The Green Fund may responsibly terminate investments where, in the opinion of the Mancom, the

investments are not likely to yield any of the originally intended results due to factors such as, changes

in the market, change in competitiveness of the product or offering, material changes to the team

receiving funding where changes cannot be remedied in a reasonable time.

8.11 Interaction with other green funding programmes

To maximize impact the Green Fund will work together with other funding institutions and relevant

programmes within the national funding ecosystem as well as internationally.. The Green Fund will

explore and implement initiatives to enhance cooperation, information and knowledge sharing with

other participants in the transition to a Green Economy. The Green Fund will explore risk sharing and

co-funding opportunities with these institutions.

8.12 Restrictions on Investments

The following are specifically excluded from financial support by the Green Fund:

1. Opportunities that seek to expand markets for:

a. tobacco,

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b. liquor,

c. recreational drugs,

d. gambling, and

e. sex trade

2. Bio-fuels projects that utilise invasive plants and food sources as feedstock.

3. Costs of conversion from conventional agriculture to sustainable agriculture for private sector

applicants.

9. RISK MANAGEMENT Green economy initiatives are a domain of significant risk that is hard to measure and manage. Risk

management is therefore central to the Green Fund’s investment activities in order to achieve its

objectives. The framework for risk management comprises the overall operating model of the Green

Fund as enabled by the MOA, founding documents as well as the institutional capacity of the DBSA.

This framework includes:

9.1 Regulations

Fully utilising any flexibilities whilst actively and fully complying with the national legislation and

regulatory frameworks, including:

1.1.1 the PFMA; and

1.1.2 anti-bribery and corruption provisions.

9.2 Investment Focus Areas

Identifying, selecting and managing priority funding windows and focus areas for investment ;

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9.3 Procedures

The operating procedures including the origination, investment appraisal, investment decision making,

investment execution as well as the monitoring and evaluation frameworks for the ongoing monitoring

and project management of each investment through to exit, tailored to identify and respond to green

economy investment challenges ;

9.4 Strategic Asset Allocation

Allocation of the funds to categories of investments in a manner that seeks to predominantly align the

profile of investments with aspects such as national policy and strategic imperatives , funding

windows, stage of development and a diversified balanced exposure in risk and return efficient and

effective manner;

9.5 Monitoring and Reporting

Fund portfolio monitoring, analytics and reporting that informs the composition and management of the

Green Fund’s investments. The monitoring of the fund’s portfolio is conducted within the ambit of an

overarching monitoring and evaluation framework which specifies three levels of monitoring and

evaluation: i) Green Fund level (the business and organization constituting the fund), ii)

Portfolio performance level (the portfolio of investments) and iii) the Project level (individual

investments) ;

9.6 Financial Instruments

Financial instrument design that encourages risk sharing through co-investment, and seeks multiple

outcomes including a reasonable financial return

FINANCIAL INSTRUMENTS 10.

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In achieving the Goals of the Green Fund, various instruments are to be used.

10.1 Objectives of the Instruments

The rationale underlying the design of the financial instruments can be summarised as follows:

Enable the Green Fund to effectively and appropriately play its role in providing catalytic

finance and unlocking barriers wherever they may occur across the entire innovation value

chain

Balance risk between the Green Fund and the recipients of funding

Provide guiding principles on the allocation of funds to various applicants;

Provide incentives to catalyse Green economic activity and encourage private sector

participation

A basis upon which applicants may be guided into varying financial instruments for ease of

evaluation and clearer understanding of the financing need

10.2 Guiding Principles

The following are the guiding principles relating to the financial instruments:

Risk sharing – Where appropriate, the applicant will be required to manage and to share in

the risks of a proposed venture through directly providing a proportion of the funding of that

venture.

Commercial and Impact focused orientation – The instruments are designed in order to

enable impact focused green economy ventures promising sustainable economic activity to

proceed.

Return Objective – The return objective function is complex, consisting of financial and

non-financial aspects of environmental, social and economic returns. The instruments are

designed as a mechanism with which to accelerate environmental, social and economic

impact and create the prospect to recover some funds over time

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The financial instruments matrix should be used for guidance in “lookup” mode and not as

a representation of the sequence that a given entity/opportunity should follow. A due

diligence process and the exercise of professional judgement and alignment to the

objectives and orientation of the Fund may be required in determining appropriate

instrument choice and deal structure. Accordingly the Green Fund may recommend

instruments that differ from the type requested by an applicant.

Combinations - financial instruments may be used either independently or in combination,

based primarily on the type of client (and their needs), the stage in the investment life cycle

and the instruments deployed by co-investors or partners as well as any pertinent due

diligence findings

Due Diligence – the financial instruments are designed to be delivered within the ambit of a

holistic investment assessment, due diligence, deal structuring process and ultimately the

guidance of the Mancom. Pertinent and venture specific insights related to aspects such as

stage of development, investment risk, market opportunity and participants involved, would

inform instrument choices and combinations

10.3 Classification of Green Fund Investees

The potential applicants and investees of the Green Fund are broadly categorized as either public

sector or private sector. Public sector applicants include provincial governments, municipalities, state

owned enterprises and higher education institutions. Private sector applicants typically include small

to medium sized companies and large corporates.

The categorization is primarily based on client types in terms of risk profiles and needs. This serves as

input into the instrument/entity matrix which essentially provides the framework for the deployment of

financial instruments.

The full classification is provided in the table below.

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Sector Sub sector Applicant types Instrument Types

Public Sector P11

National Departments

Provincial Governments Municipalities (market 3) Higher Education

Institutions (Historically black)

Science Councils and Research Institutes

Grants (Non Recoverable )

Grants (Non Recoverable) + Matching

Grants (Recoverable) + Matching

P2 SOEs

Metros Municipalities (market 2) Higher Education

Institution

Science Councils and Research Institutes

Grants (Recoverable) + Matching

Loans

P3 NGOs

Trusts

Not for profit companies

Grants (Non Recoverable )

Grants (Recoverable) + Matching

Private Sector PV1 Start-ups

SMME’s

Individual Entrepreneurs

Grants (Recoverable) + Matching

Loan

Equity

PV2 Medium sized companies

Large companies

Grants (Recoverable) + Matching

Loan

Equity: Preference

PV3 Privately managed funds/Venture Capital /Private Equity,

Investors

Grants (Recoverable) + Matching

Loan

Guarantees

Equity: Preference

Equity: Ordinary

1 P1 to P3 denote a categorisation of public sector applicants including non-for-profit organisations whereas PV1 to PV3

applies to private sector applicants

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10.4 Innovation Value Chain

The innovation value chain is broken down as follows:

Stage 1

Pre – Commercial

Research and Development

Proof of Concept Develop, test and

promote new technology

Stage 2

Pre – Commercial

Project Preparation (Technology and Product Development)

Feasibility studies, Demonstration of

feasibility and scalability

business plans, regulatory approvals

and financing

Product Development

Prototypes

Stage 3

Commercial

Implementation

(Market Validation and Launch)

Market Discovery Market Entry Manufacture of

sufficient volumes to overcome barriers

Stage 4

Commercial

Expansion (Scale Up and Replication)

Market Penetration

New Market Development

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10.5 Instrument/Entity Matrix

The objective of the instrument/entity matrix is to enable the Green Fund to deploy a comprehensive

set of instruments that result in efficient negotiations and deal structuring that attracts partners,

balances the risks and results in effective Green Economy interventions. The Green Fund will

generally deploy a range of financial instruments in providing catalytic finance to entities engaged in

activities falling in the stages of the Innovation Value Chain as shown in the matrix below, based

primarily on the type of client (and their needs), the stage in the investment life cycle, due diligence

and the instruments deployed by co-investors. The clustering of client types to applicable investment

instruments and stage of innovation with particular risk profiles also enables coherent management of

similar risk investments.

Stage 1 ( Research and Development)

Stage 2 ( Project Preparation)

Stage 3 (Implementation & launch)

Stage 4 (Scale Up)

Public Sector P1 Provincial Governments, Municipalities(Stages 3 & 4 to happen with Private sector participants)

Grant (Non Recoverable)

Grant (Non recoverable) + Matching

NA

NA

Public Sector P2 Municipalities, SOE’s, HEI's and SC's (Stages 3 & 4 to happen with Private sector participants or SOE)

Grant (Non Recoverable) + Matching

Grant (Non Recoverable)+ Matching, Grant (Recoverable) + Matching

Grant (Recoverable) + Matching, Loan

Loan

Public Sector P3 NGO's and Trusts (Stages 3 & 4 to happen with Private sector participants where applicable)

Grant (Non Recoverable)+ Matching, Grant (Recoverable) + Matching

Grant (Non Recoverable)+ Matching, Grant (Recoverable) + Matching

NA

NA

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Stage 1 ( Research and Development)

Stage 2 ( Project Preparation)

Stage 3 (Implementation & launch)

Stage 4 (Scale Up)

Private Sector PV1 Entrepreneurs / SMME's

Grant (Non Recoverable)+ Matching, Grant (Recoverable) + Matching

Grant (Recoverable) + Matching

Equity Ordinary Shares, Equity: Preference Shares, Loan

Equity: Preference Shares, Loan,

Private Sector PV2 Medium and Large companies

Grant (Recoverable) + Matching

Grant (Recoverable) + Matching

Grant (Recoverable) + Matching, Equity: Preference Shares, Loan

Loan

Private Sector PV3 Investors and Managed funds

Direct Co-financing: ( Grant Recoverable)

Direct Co-financing: Grant (Recoverable), Equity

Direct Co-financing: Grant (Recoverable), Equity: Ordinary Shares, Equity: Preference Shares

Direct Co-financing: Grant (Recoverable), Equity: Ordinary Shares, Equity: Preference Shares, Loan, Guarantees

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10.6 Set of Instruments

a. Description of the Instruments

Financial Instrument

Definition

Grant

(Non-recoverable)

Allocation and/or contribution (in cash or kind) bestowed by the Green Fund to an eligible recipient (grantee or applicant) for either capital contribution or on project development activities, for an agreed set of deliverables consistent with the mandate of the Green Fund and with specific conditions detailed in the Grant Agreement. This amount is generally not recoverable from the applicant during any period.

Grant

(Recoverable)

Allocation and/or contribution (in cash or kind) bestowed by the Green Fund to an eligible recipient (grantee or applicant) for either capital contribution or on project development activities, for an agreed set of deliverables consistent with the mandate of the Green Fund and with specific terms and conditions detailed in the Grant Agreement. This amount is generally recoverable, contingent on success, possibly linked to revenues, in accordance with terms and conditions specified in the Grant Agreement. Depending on the commercial potential of a project, recoverability may involve recovery of the initial amount invested and an appropriate portion of the returns.

Loans An arrangement, in which the Green Fund allocates, contributes, subsidises or lends money to an eligible borrower (or applicant) for use as either capital contribution or on project development activities consistent with its mandate and the borrower agrees to return the money (with interest) at a specified period in the future. The terms, which may be concessionary, and conditions of this arrangement, are contained in the Loan Agreement.

Equity

Allocation and/or contribution (in cash or kind) bestowed by the Green Fund to an eligible recipient (investee or applicant) as capital contribution on activities consistent with the mandate of the Green Fund and with specific terms and conditions detailed in the Funding Agreements in exchange for an ownership interest and the associated rights in respect of the relevant investment target.

Guarantees (modalities yet to be finalised)

An arrangement, in which the Green Fund guarantees a certain return to investors and/or takes a subordinated position in the distribution of the funds’ profits, as capital contribution on activities consistent with the mandate of the Green Fund and with specific terms and conditions detailed in the Funding Agreements. This leverages and enables private investors to participate in high risk green ventures with protection against major losses of principal (downside risks are capped) for some portion of capital invested.

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b. Prudential Limits

The Green Fund will apply the following prudential funding limits:

Stage of Development Project Funding limit

Indicative Portfolio allocation

Stage 1 R15 Million 30%

Stages 2, 3 R50 Million 40%

Stage 4 R70 Million 30%

An applicant may apply for more than one financial instrument from the Green Fund. The total

funding allocated to any project is a maximum of R70 Million. The limit may be waived by

Mancom in the case of very high impact initiatives with compelling motivation.

The budget allocation and prudential project funding limits indicated above are based on the

pre-liminary projected investment portfolio. Accordingly these may need to be revised from

time to time. The revision will be based on implementation experiences and risk/returns

modelling that will be conducted in order to inform topping-up requirements, timelines and the

overall sustainability of the Fund.

c. Rates of return

Pricing of debt

For concessional loans market based reference rate less concessionary discount of (0 to 4 %)

will be applicable. Applicable market reference rates and indicators with appropriate

concessions will also be applied on a case by case basis considering aspects such as project

stage of development and applicant type. The following market reference rates may be applied

depending on applicability:

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South Africa’s Prime Lending Rate (Prime)

Johannesburg Interbank Offered Rate (JIBAR)

Long term South African Government bond rates such as the R186

Valuation

In conducting equity valuations and discounted cash flow analyses, appropriate analytical

frameworks are employed in the determination of required rates of return. Discount rate

estimation techniques such as, capital asset pricing models, the build-up method, the venture

capital method and or comparables may be used.

Internal Rate of Return (IRR) Analysis

Analysis of returns for purposes of investment appraisals, is undertaken in line with the fund’s

financial return objective whereby financial return expectation is informed by the stage of

development and commercial/ financial return potential of an opportunity such that it may be

low for high social impact/public good initiatives, approaching market returns when closer to

financial markets and material where significant wealth may be created.

Therefore the minimum project investment hurdle rates are set as follows

i) IRR should be positive for high social impact/public good initiatives with a low

financial return

ii) IRR should be greater than Prime for projects that are sufficiently progressed

along the Innovation Value Chain (towards Implementation and Launch stage)

and are closer to financial markets

iii) IRR for opportunities promising high economic impact and financial return, that

can be significantly progressed along the Innovation Value Chain (towards

Expansion) and graduated into mainstream financial markets are categorised

according to risk profile. The following investment hurdle rates will generally

apply:

IRR investment hurdle rates

Low Risk Medium Risk High Risk

10 % 15% 18%

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10.7 Investment Policy Guidelines

I. Recoverable Grant

a. Recoverable Grant Types

The following types of recoverable grants may be offered to applicants:

1. Partial Capital Recovery grants in which only part of the initial funding provided is

expected to be repaid.

2. Full Capital Recovery grants whereby all the funding provided is expected to be repaid.

3. Capital Recovery plus Return (Royalty) grants whereby a project is expected to provide

a recoupment of capital plus an equitable share of the economic returns of the project

The determination of the applicable grant type and hence level of recoverability is based on the

nature and duration and investment case of the proposed project as informed by a due

diligence process.

b. Basis of Recovery

Repayment is contingent on success of the project. Therefore it is only where a project is

successful that it is expected to pay the fund in respect of the recoverable grant. An

appropriate cash flow may be used for calculating the nature and level of recoverable grant

payments.

c. Direct vs Indirect Commercialisation

In determining the nature and level of recoverability, the fund will also take into account

whether the commercial exploitation of the intellectual property developed by a project is

undertaken:

1. directly by the project sponsor/applicant or its affiliates, or a commercial vehicle created

by the applicant to commercialise the Project IP Portfolio, or

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2. not directly by project sponsor/applicant, e.g. licensing or sale to an independent third

party/parties

d. Collateral

Recoverable grants are completely unsecured.

e. Recoverability Analytics

The fund will use appropriate analytical methodologies (quantitative and qualitative) and

subjective assessments in the evaluation and structuring of recoverable grants. In evaluating

projects, the fund will pay particular attention to the degree of operating leverage, operating

margins and ability to repay as indicated by aspects such as the risk adjusted free cash flow

generating ability of the project.

f. Length/Term of Recoverable grant

The period during which a project may make recoverable grant repayments (royalty payments)

is contingent on the success of the project and where applicable, the duration of patent

protection in the case where new intellectual property is created. The fund will generally expect

the repayment period to be not more than 20 years (in line with the period of commercial

exploitation of intellectual property developed) from the initiation of the project.

g. Conversion to Equity

The recoverable grant may be structured with the option to convert part or all of the funding

provided to an equity interest in an appropriate commercial vehicle.

II. Loan

i. Risk Based Lending Loan Types

The following types of loans may be offered to applicants:

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1. Project Finance loans which are backed by the cash flows generated by the project,

wherein finance is provided through a special purpose vehicle/ company set up to deal

solely with the proposed project or through the sponsor/applicant

2. Traditional Company/Corporate finance which may be backed by the balance sheet of

the applicant

ii. Use of funds

Borrowed funds will typically be used for fixed capital expenditure, working capital and

general purposes.

iii. Borrower Type

The fund may lend directly to:

i. Applicant or Project Sponsor

ii. Special Purpose Vehicle/Company set up to deal solely with the proposed project

iv. Collateral

Security may be taken over the project assets and the cash flows generated by the project. In

the case of lending directly to applicant/project sponsor/company, the fund may limit its

recourse to the assets of the project and not to other rights and assets of the applicant/project

sponsor/company.

The fund may also require the following forms of security:

1. General Notarial Bond

2. Guarantee

3. Maintenance of a debt reserve account

4. Cession of shareholder’s loans

5. Cession and pledge of shares

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v. Credit Analytics

The fund will use appropriate analytical methodologies (quantitative and qualitative) and

subjective assessments in the evaluation and structuring of loans. In evaluating projects,

the fund will pay particular attention to debt sustainability and ability to repay as indicated

by aspects such as the risk adjusted free cash flow generating ability of the project.

A loan rate for each project is generally determined via analytical placement in the risk

based lending matrix as of the time of due diligence. The applicant’s matrix level

determines the level of concessionality of the loan interest rate and the score ranges are as

follows:

Hence the loan rate awarded will be equal to the relevant base rate less the matrix based

concession.( e.g for a high social and environmental impact project with a

financial/economic strength score of 1 the loan rate could be prime (base rate) minus 4%

(HSE1 rate).

The determination of the financial /economic strength scores and the relevant

social/environmental impacts is conducting through a due diligence process.

vi. Length/Term of Loan and Repayment

The maturity of a loan would be determined according to the project's risk adjusted forecast

cash flows. In addition to income and expenditure, a project’s need for additional working

capital would be taken into consideration to create a payment plan/ loan amortisation

schedule to suit its cash flow.

Financial/Economic Strength Score

Social/Environmental Impact

1

2

3

4+

High HSE1 (3 -4%) HSE2 (2.5-3% HSE3 (1.5-2.5%) HSE4 (0-1.5%)

Medium MSE1 (2.5-3%) MSE2 (2-2.5%) MSE3 (1-2%) MSE4 (0-1%)

Low LSE1 (2-2.5%) LSE2 (1.25-2%) LSE3 (0.75-

1.25%) LSE4(0-0.75%

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Debt would generally be expected to be serviced within a period of 2 to 10 years from the

initiation of a project

vii. Rates of Interest

Interest is charged as variable rate linked to market reference rates. The appropriate

reference rate is chosen based on the nature and duration and investment case of the

proposed project as informed by a due diligence process.

viii. Applying Concessions to the Loan Terms

i. Interest Rate

Interest rates may be reduced significantly below market rates (up to 4

percentage points below an applicable reference rate)

ii. Repayment

Flexibilities may be introduced to the repayment terms including repayment

holidays (moratorium on interest and/or capital) of up two years

iii. Length /Term of Loan

Tenor of the loan may be increased up to 15 years

ix. Conversion to Equity

A loan may be structured with the option to convert part or all of the funding provided to an

equity interest in an appropriate commercial vehicle

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III. Equity

a. Market Characteristics and Segment Definitions

The fund will generally invest in implementation and launch and expansion stages of the

innovation value chain, and the technology and product development (project preparation)

stage.

Unique investment characteristics of equity investments include:

• Privately negotiated transactions.

• Active participation and strategic guidance in companies by the investor.

• Long-term, illiquid commitments.

• Superior expected returns/risks in excess of public market returns/risks over the long-

term.

b. Valuation and Pricing

Valuations and the attainment of reasonable returns appropriate to the specific opportunity

and principled negotiations are used as the basis for determining the equity stake that the

fund would take in each investment.

c. Shareholding thresholds

The fund will prefer to hold equity stakes that are below 50 percent.

d. Valuable rights

The fund will generally require voting rights and board of directors’ representation that is

appropriate to the specific risks and strategy aspects of an investment opportunity as well

as the level of financial contribution and percentage shareholding taken.

e. Investment Vehicles

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Investment may be undertaken through incorporated entities such as special purpose

vehicles and companies. In the case of some projects, investment may be undertaken on

an unincorporated basis (e.g project feasibility studies, joint ventures or similar

arrangements) with equity interest eventually being transferred to an incorporated structure

as the project develops.

f. Controlling Investment Risks

Controlling risk will be effected through diversification of investment type and thorough due

diligence during the evaluation, acquisition, and monitoring stages of the investment

process.

In order to help reduce portfolio risk, the fund will diversify in the following areas:

i. Financing Stage

The portfolio shall gain exposure through exploiting the best investments at different

stages of the innovation value chain from project preparation through to expansion

ii. Geographic and Economic Region

In the selection of equity investments, the fund shall not favour particular economic or

geographic regions

iii. Industry

Within the funding windows, the fund will seek to invest in a variety of industries in the

focus areas. For high risk green ventures, it is recognized that opportunities may be

more readily realised in some industries more than in others.

iv. Investment Size

The maximum equity investment in any direct investment shall not exceed R150 million.

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g. Alignment of Interests

The fund shall actively negotiate equity investment agreements. The foremost duty in

negotiations shall be to ensure that other shareholder interests are aligned with interests of

the Green Fund as drawn from its mandate. Therefore negotiated terms and shareholding

should be structured so that the Green Fund is treated fairly, is adequately compensated

for the risk taken and able to strategically direct the investment opportunities in achieving

environmental, social and economic impact

RESOURCE MOBILISATION 11.

The Green Fund intends to attract additional financial resources not only through leveraging co-

funding at the individual project level but also at the fund level from a number of sources in order to

enhance the capital adequacy of the Fund. Additional financial resources may be mobilized through

fiscal support, domestic private sector support and support from international funders. In order to

access such resources however, requires an in depth analysis of the resource requirements of the

Green Fund and as well as specific partnership approaches. Accordingly an appropriately robust

Resource Mobilization Plan will be developed.

Some of the key principles that will inform the resourcing plan include:

• Complementing existing funding and the leveraging of resources alongside existing

government institutions with green funding mandate in order to achieve scale

• Cohesion and maximizing partnerships across intergovernmental (local, provincial, national)

funding mechanisms, other funders and the private sector through focused . interaction in

order to leverage additional financial resources.

• Diversification of funding sources, in order to strengthen prospects for sustainability as well as

the potential to secure opportunities to develop new innovative financing mechanisms in

support of a Green Economy. The GF may therefore seek funding from different

resources/funders at different stages in its life time as may be appropriate.

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• A focus on value addition and potential synergies in the selection of resourcing partners in

areas such as the governance and reporting.

Current and potential future sources of funding:

SOURCES OF FUNDING OPPORTUNITY

Fiscal support • The Green Fund’s current budget allocation is R300 million for 2012/13 financial year and R500 million for 2013/14 as well as an additional R300 million. Subject to performance, it is expected that National Government will provide additional allocation for the years beyond 2013/14.

• Alignment with existing green programmes and funding of other government departments provides opportunity for leveraging additional finance.

Domestic - other than fiscal support

• The Green Fund may also source funds from local private sector agencies, banks and Non-Profit Organisations that promote South Africa’s transition to a green economy.

• Potential partners/sources include SA private banks, pension funds and insurance, tax incentives, carbon market, CSR/CSI programmes, other local DFIs.

Multilateral Finance Institutions

• The Green Fund can partner with multilateral financing institutions such as The World Bank, African Development Bank and others on specific programme and project activities.

Bilateral Finance Institutions and International Donor agencies

• Different funding resources are available for project preparation, capacity building, M&E, project implementation finance from bilateral donors.

• The Green Fund can access credit lines and grant funding from bilateral finance institutions.

• These agencies may include amongst others, KfW, DFID, AfD, Swiss, USAID that have approached the Green Fund.

International multi-donor Funding Facilities

• Position the Green Fund as a potential catchment for Green Climate Fund (GCF) funding flows to South Africa. Gaining the GEF agency status provides acknowledgement of DBSA’s fiduciary and environmental and social safeguards.

• Effective use of GEF allocation provides co-financing potential with the Green Fund.

International Private Sector agencies, Banks and NPOs

• There is potential to source funding from or co-fund with other international funding sources such as international private sector (including banks) as well as NPO’s

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The resource mobilisation plan will flesh out resourcing considerations in order to inform partnership

approaches in respect of the following key sources:

SOURCES OF FUNDING

Some Considerations PARTNERSHIP APPROACH

International • The positioning of the Green fund

• Opportunities to enable access to international climate finance through the Green Fund

• Compatibility of governance structures in respect of aspects such as international fiduciary and environmental and social safeguard standards, and reporting frameworks

• Partnership management and coordination of: different partnership requests received

• Engagement with National Treasury on appropriate resource mobilisation: provide basis for themed programme areas and define programme needs e.g. technical assistance, loans and grants, including technology transfer.

• Bilateral engagements on specific operational needs of Green Fund (e.g. MRV frameworks),

• Positioning the GF as catchment for the GCF funding flows into SA.

Fiscal Support/ Public Finance

• The appropriate evidence base for

demonstration of development impact and catalytic role

• Identification of market failures and recommendations on how they can be overcome.

• Adherence to principles of public funding and investment strategy framework,

• Explore new funding avenues: carbon tax revenues, environmental tax incentives, improved regulatory environment.

• Transparency and communicate mandate of the GF to

• Alignment and collaboration with other funding partners to leverage resources

Private Sector • Identification of the funding niche between development/government and private sector funding

• Demonstration of the economic potential of good projects for follow on funding

• Identification of critical projects that demonstrate the significance of what the GF can do including to the catalytic role in commercial finance,

• Design and development of appropriate financial instruments

• Appropriate packaging of opportunities to encourage and incentivise private sector, participation, distinguishing

o High social impact/public good initiatives with low financial return

o Moderate economic, social and environment return)

o High economic, social and environmental return

• Knowledge sharing: engaging the financial sector in terms of addressing barriers to green finance (risk analytics, and technical due diligence, under-funded areas, project needs, opportunity to scale,)

• Targeted direct engagements with institutional investors

• Investigating co-funding possibilities and provide funding niche support while leveraging funding for large scale projects (e.g. IDC partnership)

• legislative support for enabling resource mobilisation such as “BEE”-scoring for environmental performance.

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GREEN FUND GOVERNANCE STRUCTURE 12.

The Green Fund governance is through committees that have been constituted based on MOA

entered into by the DEA and DBSA. The responsibilities of the various committees are listed below:

12.1 The Government Advisory Panel

Responsibilities include serving as a consultative forum to support the vision of the Green Fund,

through inter alia:

Receiving information and advising on the approach and issues being considered by the

Green Fund.

Exchanging and reviewing key social, economic and environmental policy developments that

may be relevant to the orientation of the Green Fund.

Raise any other issues that may arise from time to time that may impact the strategic direction

of the Green Fund.

12.2 The Management Committee (Mancom)

Exercising leadership, enterprise, integrity and judgment and, at all times act in the best interests of

the Green Fund as well as taking primary responsibility of the overall performance of the Green Fund,

through inter alia:

Provide advice and guidance for achievement of the objectives of the Green Fund.

Approve the work-plan and targets for the Fund.

Review and approve the Green Fund’s founding documents and amendments thereto,

including the operating guidelines, policies, budget, investment strategy, application

procedures, and eligibility criteria for projects.

Consider the proposals for funding, and make decisions on activities and projects to be

funded.

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Receive and evaluate progress reports on the Green Fund. The reports will include

performance against targets, a progress report setting out the general functions and matters

that require direction from the Committee and a financial report on the progress on

disbursements from the Fund.

Regularly review and evaluate the risks to the activities of the Green Fund, and ensure the

existence of appropriate internal controls to mitigate against such risks

May recommend the investigation of certain issues relevant to the objectives of the Green

Fund.

May establish sub-committees and Advisory Panels from time to time to assist the

Management Committee it in its work.

Create any legal entities which may be necessary to give effect to the Agreement.

12.3 The DBSA Fund Management

Responsibilities include:

recommending investment decisions to the Mancom for approval

developing and managing the investment strategy

periodically reviewing the Investment Strategy and making amendment recommendations

when necessary;

Evaluation of new applications in line with the investment strategy

ensuring that investment are structured in a way that comply with this strategy;

developing, implementing and maintaining up-to-date Investment Processes, including

internal procedures, guidelines and templates for application for Funds/support, application

evaluation and investment monitoring manuals.

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NEXT STEPS 13.

The Investment Strategy is a living document, therefore it will be subject to continuing refinement

based on the experiences and lessons learned through the operations of the Green Fund as well as

changing circumstances. Key areas that may be developed and/or further refined either directly in the

strategy or through operational mechanisms as appropriate, include the following:

- Resource Mobilisation Planning

- Enhancing the alignment and synergies between project development, capacity building

and policy feedback components

- The work around the Programmatic Approach

- Research on Funding Windows and the Green Economy

- Building the Evidence Base for the transition to a Green economy through the Green

Fund’s work

- Strategic Asset Allocation per programme window and/or other relevant variables such as

stage of development , focus areas, and geographic spread

- Incorporating elements of the alignment with similar national funds targeting environmental

objectives (i.e. low carbon and resource efficient development)

- Reviewing the Investment Risk/Return Objective of the Green Fund

- Private Sector participation

- Sustainability and the future direction of the fund.