Legal and Compliance
Stichting Clean Energy and Energy Inclusion for Africa is registered with the Chamber of Commerce in Amsterdam under number 84545526. The Foundation’s work is guided by a set of policies, as well as our disclosure and reporting obligations.
The aim of Stichting Clean Energy and Energy Inclusion for Africa (‘The Foundation’ or ‘CEI Africa’) is to improve the access of private households, smallholders, small and medium businesses and communal amenities in Sub-Sahara Africa to affordable and clean off-grid energy based on renewable sources – with a special focus on the financing of the expansion of privately developed and operated mini-grids. To realize its mission CEI Africa operates two promotional windows: the “Crowdlending for Energy Inclusion” (‘CL window’) and the “Smart Outcomes Fund” (‘RBF window’). With its windows, CEI Africa combines co-investing with crowdlending institutions and grant financing in the form of result-based financing to promote rural development through green off-grid electrification.
CEI Africa has developed this Environmental & Social Policy (‘E&S Policy’) which sets out objectives, procedures and guidelines to manage CEI Africa’s environmental and social risks and its development impacts as well as to monitor and report CEI Africa’s E&S risks and developmental impacts to its Contributors and other stakeholders. CEI Africa will develop and implement, no later than 31st August 2022, an Environmental and Social Management System (ESMS) in accordance with this policy, which will entail more detailed tools and templates.
The E&S Policy is a framework which integrates environmental and social risk management and reporting into CEI Africa’s processes. It is a set of actions and procedures that are implemented concurrently with CEI Africa’s broader risk management procedures.
The E&S Policy ensures that CEI Africa’s activities including grant making and investment activities for the Foundation’s purposes as defined in CEI Africa’s articles of association comply with the environmental and social standards referred to in this E&S Policy.
CEI Africa commits to managing its activities in an environmentally and socially sound manner in line with good international practice by identifying the level of risk of each activity and – if the right risk mitigating measures are determined and in place – to minimize, mitigate and manage these risks adequately. If the activities and projects that have been selected to be supported by CEI Africa through Crowdlenders or Mini-Grid Developers show gaps with regard to E&S risk management, E&S management and action plans are developed to close these gaps within a defined period. In case activities or projects are found to have material non-compliances or gaps regarding E&S risk management and relevant standards that cannot be solved with reasonable actions, CEI Africa cannot support these projects and activities. The Foundation Manager analyzes potential E&S risks by conducting E&S due diligence of the Crowdlenders and Mini-Grid Developers it will work with to ensure the risks of the underlying activities and projects will be well-managed. CEI Africa ensures an adequate supervision and monitoring of the E&S performance of these underlying activities and projects (‘investees and grantees’) during the term of the investments or grant-funded activities. The Foundation Manager ensures that its personnel has the right E&S capacity and expertise to manage its activities in line with this E&S Policy and the underlying ESMS.
This E&S Policy will be implemented taking into account the relevant standards of the Sustainability Guideline (February 2022) of KfW Development Bank as updated from time to time. These include:
- National legislation;
- CEI Africa’s Exclusion List;
- International Finance Corporation Performance Standards (‘IFC PS’);
- General and sector specific Environmental, Health and Safety (‘EHS’) Guidelines of the World Bank Group;
- World Bank Environmental and Social Standard 9 (‘ESS9’) for Financial Intermediaries; and
- Core Labor Standards of the International Labor Organization (‘ILO’).
This E&S Policy will regularly be reviewed by CEI Africa’s Board and be adapted if necessary in line with CEI Africa’s activities, with requirements by new Contributors or changes in the relevant laws or E&S standards this E&S Policy relates to.
Applicable laws and regulation
CEI Africa has sustainable investment as its objective as set out in article 9 of Regulation (EU) 2019/2088 on sustainability-related disclosures in the financial sector (SFDR). This policy outlines the Foundation’s methodology, criteria and indicators used to manage its sustainability objective.
The prevention and reduction of financial crime is a critical achievement that organisations must keep at the heart of the way they operate, of their decision-making process, and of their culture. Stichting Clean Energy and Energy Inclusion for Africa (CEI Africa or ‘the Foundation’) is committed to promoting and maintaining the highest professional standards and principles of integrity and conduct in all the aspects of the business it operates. This includes a customer on-boarding framework, and obligations in relation to anti money laundering and counter terrorist financing. CEI Africa is committed to take all appropriate and reasonable measures to mitigate against financial crime and its widespread impacts. One of these measures, is the establishment of a policy for entering into and handling relations with different parties. The primary goal of this Compliance Policy (this Policy) is guaranteeing that CEI Africa conducts identification, verification and (if applicable) acceptance of customers and other parties in an adequate and uniform way, in compliance with legal obligations as well as with international guidelines and best practices in the industry. This is to ensure that the process of fundraising for, investments by, lending by, guarantees by and grant making by CEI Africa is transparent and effective in preventing CEI Africa from being exposed to reputational damage or financial loss for non-compliance with relevant regulatory standards.
The scope of this Policy covers the following:
- Description of roles and responsibilities in relation to customer due diligence (CDD) and operational due diligence (ODD) in investments, lending, guarantees and grant making, whether within CEI Africa or with external parties (i.e., the Administrative Services Provider or ASP, etc.)
- The CDD and ODD process
- The on-going monitoring process
This Policy applies to all parties involved in the CDD and ODD processes. Annex 1 to this Policy covers the due diligence framework in relation to Service Providers. In drafting this Policy, international guidelines and good practices have been considered, such as:
- FATF Recommendations and findings concerning the approach to money laundering prevention in particular countries or jurisdictions.
- Wolfsberg Group Principles for the management of financial crime risks, particularly with respect to Know Your Customer, Anti-Money Laundering and Counter Terrorist Financing.
- EU directive on cross-border tax arrangements (DAC-6)
The Stichting Clean Energy and Energy Inclusion for Africa (hereinafter referred to as “CEI Africa” or the “Foundation”) believes that transparency and accountability is imperative for a prosperous and sustainable development generally, and critical to achieve the Foundation’s long-term objectives. Accordingly, and in line with the Foundation’s constitutional documents, CEI Africa commits to full transparency in accordance with the communication and disclosure principles set out in this Communication and Disclosure Policy (hereinafter referred to as this “Policy”). In addition, every attempt will be made to ensure that communication about the Foundation’s activities will always be fair, clear and non-misleading.
- This Policy sets out the Foundation’s principles regarding the communication and disclosure of information that is made available to the stakeholders either as a routine matter or upon request while safeguarding the Foundation’s legitimate interest in protecting sensitive information from publication.
- This document represents the Foundation’s general policy, but the Board of the Foundation reserves the right to apply different terms on a case-by-case basis, if in this particular case the legitimate interest of the Foundation in the information not being transferred outweigh the third party’s interests in it being transferred. Such exceptions, however, must be approved by the Supervisory Council of the Foundation.
- This policy document can be changed at any time, with or without prior announcement by the Board of the Foundation with the approval by the Supervisory Council of the Foundation.
- Nothing in this policy document shall apply to if it would be inconsistent with any applicable law or regulation applicable to the Foundation. For completeness it is noted that the Foundation itself is not under surveillance form the Dutch financial regulator.
- This policy document governs the Communication and Marketing Strategy that stipulates communication objectives, activities, tools, roles, responsibilities, and timelines.
Stakeholders and purpose
CEI Africa aims to ensure at all times that relevant stakeholders are provided with consistent and accurate information, enabling its contributors, borrowers, grantees, collaboration partners, other stakeholders and interested members of the public to understand the Foundation’s result-based financing, lending or investment activities and their impacts, increasing the public awareness about CEI Africa’s role and mission, building and maintaining a public dialogue about the challenges and opportunities related to expanding access to sustainable off-grid-energy based on renewable energy in Sub-Sahara Africa.
Guiding principles for public disclosure
The Foundation will publicly disclose its activities in accordance with the highest standards of transparency and public accountability to the extent permitted by law and regulation. Information and documents will generally be published on the Foundation’s website.
The following information will be published on the Foundation’s website (unless disclosure is restricted as mentioned below)
- A. information about the Foundation itself (“Organizational Information” as further defined below),
- B. information regarding the activities supported by the Foundation (“grant or investment related information” as further defined below) and
- C. Information on the Contributor(s)to the Foundation, unless there is a compelling reason not to disclose such information.