Environmental Social Responsibility and Governance

Environmental Social Responsibility and Governance Statement

POLICY

This Environmental, Social Responsibility and Governance (“ESG”) Policy defines R3 CONSULTING GROUP approach to assessing ESG risks and value creation opportunities related to operations being considered or conducted. R3 CONSULTING GROUP considers material ESG matters in the course of its due diligence and management of activities to the extent reasonably practical in any given circumstance. For the purposes of this ESG policy, material ESG issues are defined as those issues that R3 CONSULTING GROUP in its sole discretion determines have or have the potential to have a direct substantial impact on the organization’s ability to create or preserve economic value as well as environmental and social value for itself, the communities where it operates, and other shareholders.

Examples of ESG matters include:

  • Environmental: energy use and efficiency, carbon emissions, pollution, and waste and water management;
  • Social: human rights, equality, health and safety, community impacts; and
  • Governance: management and board structure, anti-money laundering and conflicts of interest.

At R3 CONSULTING GROUP, we believe we have a fiduciary obligation to proactively address ESG risks and opportunities as part of our corporate strategy, operational analysis, decision-making, and ownership practices, as well as daily activities in order to create long-term sustainable value for R3 CONSULTING GROUP’s shareholders.

THE ENVIRONMENTAL PILLAR

R3 CONSULTING GROUP will focus on reducing its carbon footprints, packaging waste, water usage and their overall effect on the environment. R3 CONSULTING GROUP has found that have a beneficial impact on the planet can also have a positive financial impact. Lessening the amount of material used in packaging usually reduces the overall spending on those materials, for example.

Businesses that have an undeniable and obvious environmental impact, such as oil, gas and energy, need to approach the environmental pillar through benchmarking and reducing. The all-in costs of wastewater, carbon dioxide, land reclamation and waste in general are not easy to calculate because energy companies are not always the ones on the hook for the waste they produce. This is where R3 CONSULTING GROUP believes that benchmarking comes in to try and quantify those externalities, so that progress in reducing them can be tracked and reported in a meaningful way.

THE SOCIAL PILLAR

R3 CONSULTING GROUP believes that a sustainable business should have the support and approval of its employees, shareholders, and the community it operates in. The approaches to securing and maintaining this support are various, but it comes down to treating employees fairly and being a good neighbor and community member, both locally and globally.

On the employee side, R3 CONSULTING GROUP focus on retention and engagement strategies, including more responsive benefits such as better maternity and paternity benefits, flexible scheduling, and learning and development opportunities. For community engagement, R3 CONSULTING GROUP shall focus on ways to give back, including fundraising, sponsorship, scholarships and investment in local public projects.

On a global social scale, R3 CONSULTING GROUP shall focus on how its supply chain is being filled. Is child labor going into your end product? Are people being paid fairly? Is the work environment safe?

THE GOVERNANCE (ECONOMIC) PILLAR

The economic pillar of sustainability is where R3 CONSULTING GROUP feels that it is on firm ground. To be sustainable, R3 CONSULTING GROUP must be profitable. That said, profit cannot trump the other two pillars. In fact, profit at any cost is not at all what the economic pillar is about. Activities that fit under the economic pillar include compliance, proper governance and risk management.

Sometimes, this pillar is referred to as the governance pillar, referring to good and proper corporate governance. This means that boards of directors and management align with shareholders' interests as well as that of the company's community, value chains, and end-user customers. Regarding governance, R3 CONSULTING GROUP shall make it known to its investors or shareholders that it uses accurate and transparent accounting methods, and that shareholders are given an opportunity to vote on important issues; additionally, R3 CONSULTING GROUP shall assure its shareholders and investors that the company shall avoid conflicts of interest in its choice of board members, shall not use political contributions to obtain unduly favorable treatment and, of course, will not engage in illegal practices.

It is the inclusion of the economic pillar and profit that makes it possible for R3 CONSULTING GROUP to have sustainability strategies. The economic or governance pillar provides a counterweight to extreme measures that corporations are sometimes pushed to adopt, such as abandoning fossil fuels or chemical fertilizers instantly rather than phasing in changes.

ESG OBJECTIVES

R3 CONSULTING GROUP seeks to:

  1. Consider environmental, safety and social issues associated with potential opportunities in R3 CONSULTING GROUP’s evaluation of the prospective entity or asset and the ongoing management of such activities.
  2. Continually engage with relevant stakeholders, including, but not limited to, local communities, First Nations and all levels of government, either directly or through representatives, as appropriate.
  3. Actively develop and improve the long-term sustainability of company activities and operations for the benefit of multiple stakeholders.
  4. Work with partners, management of companies, contractors, and stakeholders to the extent reasonably possible to improve and advance ESG initiatives at R3 CONSULTING GROUP and its activities and operations.
  5. Promote transparency and timeliness in communication with stakeholders and R3 CONSULTING GROUP’s shareholders on ESG matters.
  6. Follow strict guidelines that prohibit bribery and other improper payments to public officials, and follow anti-money laundering laws and regulation locally and globally.

ESG WHEN EVALUATING & ENTERING INTO NEW ACTIVITIES

During any evaluation process for entering into new activities and operations, R3 CONSULTING GROUP will:

  1. Take into account the type, geography and relative control of an activity or new process in order to review the different ESG elements that might affect those operations, including engaging external advisors to assist and compile formal reports for consideration by R3 CONSULTING GROUP’s management team, which must outline the merits of any transaction and disclose potential risks and mitigating factors to the company’s evaluation committee or Board of Directors.
  2. Not invest in companies or projects that do not respect or follow human rights, including the use of child or forced labor or engaging in discriminatory practices.
  3. Identify mechanisms for mitigating potential ESG risks and capitalize on opportunities to add value post-acquisition.

ESG AS PART OF MANAGEMENT

R3 CONSULTING GROUP includes ESG risks and opportunities in its evaluation of potential opportunities and subsequently incorporates these factors into its ongoing management and monitoring activities. R3 CONSULTING GROUP believes that effective management of ESG risks and opportunities can enhance the value of any current or potential company activity or operation, and we work with our management teams, investors and shareholders to encourage and promote the adoption of sustainable practices across our company.

  1. Incorporates the ESG risks and opportunities identified during due diligence.
  2. Requires ongoing disclosure from its subsidiary or investment-partner companies, in the form of quarterly reporting and regular key performance indicators.
  3. Where appropriate, considers ESG matters as part of the company’s incentive programs.
  4. Complies with applicable local, state, provincial, national and international labor laws and standards applicable to the jurisdictions in which it operates. R3 CONSULTING GROUP strives to provide a safe, healthy and supportive work environment at all of its any current or potential company activities or operations and supports competitive wages and benefits for its employees and executives.

REPORTING AND TRANSPARENCY

R3 CONSULTING GROUP integrates ESG factors into its internal reporting as well as its reports to its shareholders. R3 CONSULTING GROUP intends to also submit publicly available transparency reports on an annual basis.

SCOPE AND RESPONSIBILITIES

Senior professionals and executives of R3 CONSULTING GROUP’s management team are responsible for ESG matters related to our activities and operations in collaboration with TCA’s shareholder relations and legal team. R3 CONSULTING GROUP Chief Legal Counsel and R3 CONSULTING GROUP’s Chief Technology Officer, Joshua Spooner, will be responsible for the management of the ESG policy and ensuring it is adhered to, reviewed periodically, and updated as required. Continuous education and training on ESG shall be provided in a variety of forms across the organization.

AUTHORITY

The Board of Directors have approved the provisions of this policy. This Policy shall be reviewed and updated, as applicable, on an annual basis. If changes or updates to the policy are considered significant, approval is required prior to implementation.