Responsible Investment Policy

It is important to acknowledge upfront the limitations to our responsible investment policy. In particular:

- Icehouse Ventures operates nominee entities that make investments under instruction from individual investors or external parties, such as the investments made by members of Ice Angels or ArcAngels. As Icehouse Ventures does not control these investment decisions, we do not enforce their compliance with our Responsible Investment Policy. This policy will apply to all funds controlled and managed by Icehouse Ventures. We reserve the right, however, to refuse to administer investments through Icehouse Ventures nominee entities on the basis of ESG considerations.

- Icehouse Ventures investments are predominantly minority stakes in illiquid, early-stage ventures. We do not control the management and governance decisions of these ventures and it is common for their businesses to pivot and evolve over time. This means that our screening and exclusion decisions are applied at the time of making an investment and we may not be able to liquidate positions that after the time of investment subsequently become subject to one of our exclusions.

We are committed to the UN six Principles for Responsible Investment and adopt them as follows.

We will not invest in anything which may prejudice New Zealand’s reputation which includes (but are not limited to) those ventures which:

Non-renewable energy & environment:
‍-  earn revenue from the production of nuclear power; or
-  relate to extractive industries (e.g. fossil fuel exploration and extraction including the mining of minerals or other geological materials, water bottling, oil and gas, unconventional oil and gas, thermal coal); or
-  are likely to have a materially adverse impact on the climate or environment.

Vice products:
‍- relate to adult entertainment;
- relate to alcoholic beverages;
- develop, cultivate, distribute and/or retail sell medical cannabis or cannabis for recreational purposes;
- relate to tobacco (including the manufacturing of tobacco or other nicotine-based products);
- relate to gambling, casinos and equivalent enterprises;

‍Weapons:
-  relate to the manufacturing of weapons, including:
         - military weapons;
         - controversial weapons (cluster munitions, landmines, biological and chemical weapons, nuclear            weapons and depleted uranium); or
         - civilian firearms;

‍Behavioural exclusions:
-  involve the use of child labour, forced or compulsory labour, or other human rights abuses;
-  promote any form of discrimination based on race, culture, gender, sexual orientation, or other prohibited grounds; or
-  are illegal in the country in which the good or service is used or intended to be used.

We will also avoid investments that have contravened the ten principles of the UN Global Compact relating to Human Rights, Labour, Anti-Corruption and the Environment.

It is possible that we may make investments that develop technologies related to these activities, however, we will only do so if they are developing solutions that reduce the harm of these activities. For example, a venture that develops technology to reduce the environmental impact of fossil fuel exploration and extraction would not be excluded from consideration.

In addition to excluding ventures in the above fields, we will actively consider ESG issues in our investment selection and due diligence processes to adequately consider the risks presented by ESG issues. In doing so, we will consider the nonfinancial impact of ventures in our investment decisions, favouring investments that demonstrate ability to deliver tangible, measurable positive impact.

This policy, including the above exclusions criteria, is subject to annual review to ensure that it remains fit for purpose, and may be updated from time to time to reflect any relevant changes to the business and investment environment, societal norms and investor attitudes.

We will develop, maintain and incorporate standard terms for the investments we lead requiring the consideration of ESG issues by the board of ventures in which we invest. We will encourage these terms inclusion in all investments we make, whether we lead or not, but acknowledge we may not be able to require them in the investments we do not lead.

We will exercise our governance and voting rights with consideration of ESG issues and to encourage high governance standards. We will engage actively and regularly with the ventures in which we invest on ESG issues to ensure monitoring of potential issues or breaches of ESG standards and to encourage the pursuit of best practices.

We will focus our engagement efforts taking into account (1) the significance of any breach or deviation from best practice, (2) strength of grounds upon which to believe a breach or deviation from best practice has or may occur, (3) the significance of our holding in the venture, (4) our ability to collaborate with other investors or engage directly with the venture, (5) the potential effectiveness of engagement, and (6) the resources required to engage.

The standard terms referenced in Principle 2 with respect to requiring board consideration of ESG issues will include provision for reporting and communication on ESG issues with shareholders. We will periodically query ventures in which we invest regarding compliance with such terms and their initiatives to integrate ESG considerations into their business.

Where ventures attract our engagement on ESG issues in accordance with Principle 2, we will monitor their progress on an ongoing basis until such time as we are satisfied with progress made in response to engagement. Where ventures have not responded to engagement, or we consider engagement is unlikely to be effective, we may consider whether exclusion from future investment or divestment is an appropriate response.

We will publish our Responsible Investment Policy publicly and make it freely available for other investors or investor groups to adapt and apply to guide their investment policies. We will encourage the adoption of these or similar principles by all individual investors associated with Icehouse Ventures, such as members of our co-investment community.

We will freely share any resources, templates and lessons learned or developed by ourselves or the ventures we back (with their permission) with our investors and other ventures we back. We will engage with other investors and groups active in New Zealand Venture Investment to encourage adoption of best practices. We will collaborate with other investors where appropriate to enhance the likelihood of success of engagement with our mutual portfolio ventures.

We will include reports on ESG issues and activities in the annual reports of our investment funds and in our annual report to shareholders of Icehouse Ventures. We will include more frequent reporting to our board, internal committees and team. On request, we will make available details of our ESG considerations in investment decisions to our investors and shareholders and/or will make reasonable availability of our management to discuss such ESG considerations.

Limitations
It is important to acknowledge the limitations of our responsible investment policy. In particular:

- Icehouse Ventures operates nominee entities that make investments under instruction from individual investors or external parties, such as the investments made by members of our co-investor community. Icehouse Ventures does not control these investment decisions and accordingly have limited ability to enforce their compliance with our Responsible Investment Policy. This policy will apply to all funds controlled and managed by Icehouse Ventures. We reserve the right to refuse to administer investments through Icehouse Ventures nominee entities on the basis of ESG considerations.

- Icehouse Ventures investments are predominantly minority stakes in illiquid, early-stage ventures. We do not control the management and governance decisions of these ventures and it is common for their businesses to pivot and evolve over time. This means that our screening and exclusion decisions are applied at the time of making an investment and we may not be able to liquidate positions that after the date of investment subsequently become subject to one of our exclusions.