CrossBoundary Energy C&I Africa Portfolio

MIGA has been requested to provide guarantees to cover equity, quasi-equity and shareholder loan investments from Cross Boundary Energy Holdings (“the Guarantee Holder” or “CBE”) in support of the CBE Program (“the Program”) for the ownership, design, development, construction, financing, acquisition, operation, and maintenance of distributed renewable energy (“DRE”) systems, along with associated infrastructure and services, for commercial and industrial (“C&I”) clients in various African countries. The proposed tenor of the guarantee for the Program is up to 20 years. Further information on the proposed MIGA guarantees is available in the Summary of Proposed Guarantee.  

The Program consists of CBE’s current activities and future expansion in Africa. CBE currently provides industrial renewable power solutions in markets including but not limited to Egypt, Ghana, Kenya, Madagascar, Mozambique, Nigeria, Rwanda, Sierra Leone, Somalia, Guinea, Namibia, Tanzania and Zimbabwe. CBE will continue expansion to new markets including Cote d’Ivoire, DRC, Mali, Senegal and South Africa. CBE incorporates a company (a “Project Enterprise” or “PE”) in each country of operation. The PE is owned by CBE and responsible for implementing all of CBE’s Operations in a specific country. CBE is a member of the CrossBoundary Group of companies (the “Group”).  

In this ESRS, each PE’s collective activities in a country, including multiple C&I energy systems for various clients, are designated as a Project. Each activity (i.e. a C&I energy system for a particular client) within a Project is referred to as an Operation. All the Projects in CBE’s portfolio are designated as the Program. CBE estimates the entire Program will comprise 168 Projects and approximately 100 Operations (in total across the Projects).  

CBE provides renewable energy by developing solar photovoltaic (“PV”) hybrid power plants, wind farms, battery energy storage systems (“BESS”) and, where applicable, energy transmission infrastructure. Installed capacities for individual Operations average from 5 – 25 megawatt peak (MWp) for solar PV and wind, and up to 50 megawatt-hour (MWh) for BESS. Currently, four of approximately 36 CBE’s Operations also include financed diesel gensets for back-up. The current pipeline of Operations aggregates to approximately 380 MWp of solar PV, 180 MWh of BESS and 16.15 MWh of wind power. DRE solutions are normally installed on the C&I off-takers properties and/or concessions and are tailored to the off-taker’s needs. Thus, CBE normally does not acquire land for the development of the Operations.  

CBE outsources installation/construction activities to Engineering, Procurement and Construction (EPC) partners. These activities are performed over 6-18 months, depending on the Operations’ size. Operations and Maintenance (O&M) is also outsourced to an O&M contractor and undertaken over the period of the Power Purchase Agreement (PPA), typically between 10 to 20 years.  

The C&I off-takers are not dependent on CBE’s power solutions for their power supply needs and can use or install alternative sources of power at their facilities, if needed. Therefore, the C&I off-taker project is not considered an Associated Facility of the CBE Operation. CBE has limited leverage over the C&I off-taker activities.  

Given the geographical scope and the fact that Operations will be identified over time, the overall the Program is Category A according to MIGA’s Policy on Environmental and Social Sustainability (2013). As most Operations are developed within existing footprints of C&I off-takers and CBE screening criteria aims to avoid significant adverse environmental and social (E&S) risks and impacts whenever possible, it is expected that most Operations will have limited adverse E&S risks and/or impacts that are few in number, generally site-specific, largely reversible, and readily addressed through mitigation measures. However, as all Operations have yet to be identified, it is possible that some may present significantly adverse risks and impacts. As of the disclosure of this ESRS, CBE does not have any Operations considered Category A.  

The key E&S risks and impacts associated with the Program include CBE’s capacity and systems to manage and oversee E&S risks and impacts associated with the Operations, including construction and contractor management; labor conditions and occupational health and safety (OHS), hazardous and solid waste management including e-waste, supply chain risks associated with forced labor, security risks; and potential reputational risks related to the C&I off-takers. 

MIGA’s due diligence review considered the E&S management planning process and documentation for the Project and identified gaps (if any) between these and MIGA’s requirements. Where necessary, corrective measures, intended to close these gaps within a reasonable time period, are summarized in the paragraphs that follow and, in the E&S Action Plan (ESAP) attached to this ESRS. Through the implementation of these measures, the Project is expected to be designed and operated in accordance with the Performance Standards. Key E&S issues associated with the Project business activities are summarized in the paragraphs that follow. 

PS1: Assessment and Management of Environmental and Social Risks and Impacts  

Environmental and Social Assessment and Management System: CBE has developed an Environmental and Social Management System (ESMS) in line with PS 1 that describes the system by which E&S risk is managed. The ESMS includes an Environmental and Social Governance (ESG) policy, organization capacity and competency, E&S integration in CBE’s investment process, grievance mechanism, monitoring and reporting. The ESMS is supported by an E&S exclusion list, Environmental, Health and Safety (EHS) procedures, forms and templates (including E&S screening checklist, contractor screening checklist, and incident reporting among others). All Project employees and contractors are required to adhere to CBE’s ESMS. The ESMS will be revised and update to reflect E&S risks and impacts related to CBE’s DRE Operations (ESAP #2).  

Policy: CBE has an ESG policy that articulates CBE’s mission to create a lasting social, environmental, and economic impact in the markets it serves. The policy mandates compliance with applicable laws and relevant EHS standards. CBE’s ESG policy governs its E&S priorities and commitments of its Operations. The ESG policy is focused on solar power DRE and will be revised to reflect all CBE’s DRE Operations (ESAP#2).  

Identification of Risks and Impacts: As part of its ESMS, CBE developed a framework for assessing E&S risks of potential Operations which includes initial screening and due diligence. The screening component aims at gathering information on (i) the C&I off-taker (e.g. C&I off-taker business activity, location, screening against CBE’s exclusion list, reputational risk review, identification and categorization of E&S risks, and others); and (ii) CBE’s Operation on key identified E&S risks (pollution, resource use, modifications and changes to natural processes, physical or economic displacement, habitat conversion/degradation, occupational health and safety (OHS), human resources, security, supply chain and others). As part of the screening component, E&S legal requirements and permit requirements applicable to an Operation are identified, including the need for an Environmental and Social Impact Assessment (ESIA) if applicable. CBE has developed terms of reference for an ESIA in line with PS 1 requirements.   

The due diligence component follows the screening component and includes assessment of E&S risks and impacts associated with the Operation and identification of management plans required to address identified E&S risks. Due diligence is undertaken in line with PS requirements and local legal frameworks. For high risk Operations, an external third party consultant is appointed to conduct E&S due diligence which among others, includes review of documentation provided by the C&I off-taker (ESIA, Resettlement Action Plan (RAP), E&S policies and procedures) and a site visit to assess the E&S risks and impacts of the Operation and the C&I off-taker activities. E&S recommendations for the C&I off-taker are proposed on a best-efforts basis, as CBE has limited leverage over C&I off-takers. CBE will not pursue Operations with C&I off-takers that undertake activities that on CBE’s exclusion list or that have significant risks resulting in irreversible impacts on ecological and/or social resources or receptors, among others.  

CBE presents the potential E&S risks of the Operation and the C&I off-taker to its development committee, this includes summary of material E&S risks associated with the Operation and the C&I off-taker in line with the PSs; (ii) assessment of the C&I off-taker E&S awareness, commitment and capacity; (iii) E&S risk categorization of the Operation and C&I off-taker; and (iv) E&S mitigation measures (including additional studies, if required).  

CBE’s ESMS recognizes that gender-based violence and harassment (GBVH) disproportionately affects women and girls. CBE requires that all Operations implement measures safeguarding female workers and communities they serve. These measures include risk assessment throughout the Operations’ lifecycle, implementing controls to prevent GBVH, responding to reported or suspected cases, and providing necessary support to witnesses and whistleblowers. The grievance redress mechanism is structured to prioritize a survivor-centered approach, ensuring appropriate training for those managing such cases in line with international guidelines including survivor-centered responses, access to redress, and safeguards to protect witnesses and stakeholders. As part of CBE’s contractor screening checklist, CBE checks whether contractors have undertaken an assessment and identified risks specifically to GBVH including risk mitigation strategies against GBVH risk.  CBE will (i) develop terms of reference on the GBVH risk assessment to be conducted as part of the environment and social due diligence and/or ESIA; and (ii) develop a GBVH incident reporting protocol that will include roles and responsibilities of the ESG Team and/or EPC and O&M contractor in responding to the incidents (ESAP #3).  

Management Programs: CBE developed a Health, Safety, Security and Environment (HSSE) manual and a set of E&S procedures that are part of CBE’s ESMS. The manual and E&S procedures apply to CBE’s staff as well as the EPC and O&M contractors. The HSSE manual will be revised to consider all DRE solutions offered by CBE and their E&S risks and mitigation measures (ESAP #4). CBE’s EPC and O&M contractors are required to develop and submit a set of management plans in line with CBE’s requirements and the ESIA’s Environmental and Social Management Plan (ESMP), for CBE’s approval in advance of the start of work activities. E&S requirements are communicated to contractors via the Code of Conduct, during the engagement process. In addition, a presentation on CBE’s E&S requirements are given to the EPC contractor and sub-contractors at the start of the construction phase as part of the onboarding process.  

Organizational Capacity and Competency: CBE developed an organizational structure for the Program that defines roles, responsibilities, and authority to implement E&S requirements with clear lines of responsibility and authority. Key E&S staff appointed include an ESG Director, ESG Manager, ESG Officer and Health, Safety and Environment (HSE) Officer. At the Operation level, the CBE site manager/construction manager reports to CBE’s ESG Manager. In addition, CBE requires the EPC to appoint key E&S staff - as a minimum the EPC Contractor is required to appoint a qualified HSE manager and a HR manager throughout the construction phase of each Operation. During O&M activities the E&S risk is reduced, and the site supervisor is responsible for E&S aspects.  

CBE’s workforce receives E&S training aimed at raising awareness and understanding of relevant E&S laws, regulations and international standards; ESMS training and others. Contractors engaged by CBE are responsible for training their workforce in line with CBE's ESMS requirements. CBE retains the right to request evidence of this training, which may include manuals, attendance records, and certifications from its contractors.  

Emergency Preparedness and Response: CBE developed an Emergency Preparedness and Response Plan (EPRP) template that details the procedures to be followed in the event of a range of possible emergency scenarios. The EPRP outlines roles and responsibilities, contingencies and reporting mechanisms. The EPRP template is shared with the contractors to revise and develop Operation specific EPRPs. Since CBE’s Operations are usually based at the C&I off-taker premises or concessions, the EPRP template is revised and updated to consider the C&I off-taker’s EPRP for a cohesive approach to emergency preparedness and response. CBE reviews the contractors’ EPRP to confirm alignment with CBE’s requirements.  

Monitoring and Review: CBE established an online EHS reporting system whereby during construction the EPC contractor submits the EHS report on a weekly basis to the CBE ESG team. During O&M the ESH report is only required during cleaning and maintenance activities. The online reporting system includes the following indicators: completion of toolbox talks, use of Personal Protective Equipment (PPE), number of workers, number of worked hours, temperature checks (related to Covid-19 management), incident report including environmental accidents, number of reported and resolved grievances, generated waste and water usage. CBE developed a site audit checklist for auditing contractor activities. The audit checklist includes verifications of licenses/ authorizations/ permits, E&S resources, risk assessment and control measures, contractor management and terms of conditions for employment, PPE, waste and environmental management, emergency response plan, grievance logs. In addition, CBE carries out E&S audits of the EPC contractor at least twice during construction.  

Stakeholder Engagement, External Communication and Ongoing Reporting to Affected Communities: CBE developed a stakeholder engagement plan (SEP) that provides the principles for information and disclosure, stakeholder consultation, stakeholder engagement techniques among others, as well as collaboration with the C&I off-taker (where possible) on joint stakeholder engagement sessions. Per CBE’s ESMS, contractors are required to develop and implement a SEP for Operations in line with CBE’s SEP. In practice, CBE’ stakeholder engagement is adaptive and responding to the different circumstances, stakeholders and goals of CBE’s Operations. For example, the Operations visited in Madagascar were in proximity to communities and CBE appointed a Community Liaison Officer (CLO) to engage with communities on behalf of CBE, in the Kenya Operations visited, CBE relied on the stakeholder engagements organized by the C&I off-taker. For Category A Operations, CBE will disclose environmental and social assessment documents as they become available.   

Grievance Mechanisms: CBE has a Grievance Redress Mechanism (GRM) to receive, investigate and address concerns. The GRM is available to all external stakeholders and allows for anonymous grievances to be raised. The GRM details the steps of managing grievances, including reception and recording of the grievance, acknowledgement, assessment and investigation, resolution, follow-up close-out, and monitoring and evaluation. The GRM also classifies grievances between non-sensitive and sensitive, and includes complaints related GBVH. CBE requires contractors to develop and implement Operation-specific GRMs. Contractors may use CBE’s GRM or tailor it to their needs. CBE is rolling out a QR code initiative on all its Operations whereby workers can scan the QR code to log grievances.  

PS2: Labor and Working Conditions   

As of February 2025, CFB’s workforce comprises 59 fulltime employees (32% female) and 244 contractors (8% female). The number of contracted workers per Operation at peak construction ranges between 150 and 230 depending on the Operation. During O&M, roof mounted solar, telecom and BESS are typically unmanned and ground solar plants and wind farms employ between 1 to 5 workers. In Kenya, the roof mounted solar for Maisha packaging is unmanned and the ground solar plant for Nakuru cement employs one full time worker. In Madagascar, the ground solar plant for QMM employs 10 staff and, for the construction phase, the wind farm employs approximately 60 workers.  

Working Conditions and Management of Worker Relationship  

CBE adheres to the CrossBoundary Group Human Resources (HR) Policies and Procedures documented in the Group’s Policies and Procedures Manual. The manual is consistent with PS2 and defines requirements on working hours, equal opportunity, remuneration, leave, benefits, performance evaluation, staff development, safety and security, codes of conduct (including non-discrimination), employment termination, freedom of association and retrenchment. Additionally, CBE has a Code of Conduct, and Human Rights Policy and Procedure, which complement the Group Policies and Procedures.   

CBE employs workers in countries which have different labor laws. CBE provides written contracts to all its employees and maintains a contract template in line with PS 2 that it customizes to country contexts for consistency with national laws. CBE provides the contracts together with the Code of Conduct and Group Policies and Procedures Manual. As part of the contractor screening checklist, the EPC and O&M contractors submit copies to CBE of standard terms of employment contract for permanent and casual workers. In addition, CBE regularly monitors contractors’ HR practices. CBE’s allows and requires contractors to allow employees to form and join unions, or use alternative means of collective bargaining and representation where national laws limit the practice.  

CBE’s employees and contractors typically use C&I off-takers’ accommodation facilities where necessary. This is in addition to CBE providing separate accommodation arrangements where its employees require long-term accommodation. In both cases, CBE assesses the alignment of the accommodation facilities with the Workers Accommodation: Processes and Standards Guidance Note by IFC and EBRD.  

CBE’s internal grievance mechanisms allow employees to seek redress through immediate supervisors, company leadership and management, designated grievance officers, a whistleblower/ethics hotline, a third-party online platform (EthicsPoint), Operation-specific grievance hotlines, and feedback boxes. The internal grievance mechanism allows for anonymity.   

The Group Policies and Procedures Manual and Code of Conduct prohibit discrimination, harassment and sexual harassment (SH). They also provide additional reporting interfaces for SH, including a manager’s manager or any preferred member of management, and the HR and Legal Departments.  

Protecting the Work Force: CBE’s Code of Conduct prohibits the use of harmful child labour among contractors and suppliers, in line with PS 2 requirements. The Code of Conduct and Human Rights Policy also prohibit any use of forced labor in the company and by contractors and suppliers. Additionally, EPC and O&M contractors are contractually bound not to use any forms of forced labor, and to observe applicable laws and PS2 requirements related to child labor.  

Occupational Health and Safety: Key OHS risks in the Operations during construction and O&M relate to working at height, slips, trips and falls, electric hazards (electrocution and fire), hot work, moving equipment and machinery, road transport accidents, lifting operations, noise and vibrations, and combustible/flammable substances. CBE’s Health, Safety, Security and Environment (HSSE) Manual provides protocols for assessing and managing those risks and applies to its staff and contractors. The manual defines responsibilities for staff, off-takers and contractors; a hazard control hierarchy; management measures from pre-installation to O&M; security, supply chain, community health and safety, and stop work authority program controls; communication and training requirements, and guidelines for security, evacuation, monitoring, reporting and assessing compliance.  

Workers Engaged by Third Parties: CBE engages third parties to provide transport, security, cleaning, and construction and O&M services for the Operations. CBE requires third parties to comply with its HSE policies and allocate sufficient resources to implement its HSSE MS. CBE’s controls for managing risks relating to third parties comprise HSE requirements in tender documents, screening contractors, conducting reputational risk assessments and evaluating HSE performance as part of bid evaluation. HSE clauses and commitments to adhering to CBE’s ESG Policy and Code of Conduct are annexed in contracts with third parties. During service delivery CBE provides onboarding training and requires reporting on HSE performance. CBE’s oversight on third parties entails conducting periodic site visits, inspections and audits through standardized checklists. CBE requires contractors to establish GRMs for their workers and their workers and subcontractors also have access to CBE’s external GRM.  

Supply Chain: CBE procures key project components and equipment directly, including wind turbines, solar panels and BESS. CBE developed and is implementing a Human Rights Policy and Procedure, Supply Chain Policy and Supplier Code of Conduct that outline its commitments to sourcing from supply chains that do not employ child or forced labour. Those policies and procedures apply to contractors and suppliers as well. The Supplier Code of Conduct is incorporated in contracts with contractors and suppliers. CBE monitors supply chain risk during contract tenures.  

PS3:  Resource Efficiency and Pollution Prevention  

Resource Efficiency: In general, the Operations water resource needs are limited. The existing Operation’s water sources include C&I off-takers’ supply, municipal supply and rainwater. CBE reports its water consumption in 2024 as 2,250 m3. CBE will develop a Resource Efficiency and Consumption Plan (RECP) that includes water and energy (ESAP #5), whereas CBE currently requires contractors to implement water monitoring programs. In the Operations visited in Kenya and in Madagascar, water is supplied through the C&I off-takers supply. For future Operations, water requirements and sources are determined during screening, and the potential impact of water use is considered as part of the environmental assessment.   

CBE’s energy sources for construction are its C&I off-takers’ electrical supply and portable generators. In 2024, CBE reports consuming 31,643.4MWh of electricity and 196,000 liters of diesel. CBE estimates the Program avoids 13,850 tCO2e in 2024 and its total annual emissions amount to 2,517.03 tCO2e.  

Pollution Prevention: The implementation of the various Operations is expected to generate minor air, dust, water, and soil pollution. CBE anticipates that these issues will be mitigated by standard ‘pollution prevention and control measures’ as defined within Operation-specific EPC contractor management plans and procedures.   

The Operations generate wastes which CBE classifies as non-hazardous, recyclable, reusable and hazardous. The hazardous wastes include broken panels, batteries, fluorescents, electronics, sewage and medical wastes and others. CBE’s Environmental and Waste Management Procedure aims to avoid, or minimize, impacts relating to waste on the environment, communities and workers. The Procedure provides protocols for planning, prevention, handling, segregation, recycling and reuse, storage, transport, treatment, disposal, and monitoring.   

CBE’s screening checklist, that is part of its E&S risk assessment framework, assesses the likelihood of use or generation of hazardous wastes and materials in its Operations. CBE also requires contractors to have procedures on hazardous materials management and safety, and provide training and information on using, storing and disposing hazardous chemical substances in accordance with regulations in the Operation’s country.    

CBE has a Pesticides Inventory Management Policy which requires maintaining pesticide inventories in line with PS 3 for each Operation.  

PS4: Community Health, Safety and Security  

CBE’s ESG policy includes among others, community health, safety and security guidelines focused on understanding the impact of CBE’s Operations on the surrounding communities and minimizing associated risks.  

Potential risks to community health and safety from Operation activities are expected to be limited, as majority of Operations are in C&I off-takers’ sites or concessions, where access is usually controlled by the C&I off-taker. However, there may be some instances where community interactions with Operations occur. Traffic related risks will be dominant during construction due to transportation of construction material and equipment. CBE’ ESMS includes considerations for traffic management. In addition, CBE requires EPC contractors to develop Operation-specific traffic management plans.  

CBE leverages security from the C&I off-takers for its Operations who manage security at their sites/ concessions. In the unlikely event where Operations are in unfenced areas outside of off-taker concessions, CBE will be responsible for security including perimeter security, site access control and security personnel. As part of its due diligence, CBE reviews the C&I off-takers Security Management Plan (SMP) to assess security conditions and the C&I off-takers obligation in relation to the Voluntary Principles on Security and Human Rights (VPSHR). In cases where security falls under CBE's direct responsibility (e.g., telecoms projects), CBE has prepared a draft SMP template. The SMP will be finalized and adopted (ESAP #6).  

PS5: Land Acquisition and Involuntary Resettlement  

CBE develops projects on land allocated to them by the client / C&I off-taker. CBE does not normally acquire land for Operations. As part of its framework for assessing E&S risks of potential Operations which includes screening and due diligence, the screening component includes identification of the presence of residential or other built structures on the Operations’ site, and/or existing use of the land for livelihood purposes (e.g. agriculture) which are indicative of potential resettlement risks and impacts associated with the Operation. CBE also reviews the C&I off-takers land acquisition process per PS 5 requirements. If significant gaps are identified, CBE may opt to not continue with the Operation or require corrective measures to be implemented by the off-taker to address PS 5 gaps before entering into an agreement with the C&I off-taker. In 2024, none of CBE’s Operations required any land acquisition or involuntary resettlement.  

In the unlikely event that CBE is required to acquire land for Operations, CBE has a Land Acquisition Policy in place which includes Terms of Reference for a Resettlement Action Plan (RAP) aligned with PS 5, which includes guidelines on the expected content and quality of a RAP (including on the project presentation, the results of the socio-economic surveys, the legal framework, the assessment for the need for community relocation sites, livelihood restoration, institutions arrangements, schedule, participation and consultation, grievance redress, among others).  

PS6: Biodiversity Conservation and Sustainable Management of Living Natural Resources  

The majority of Operations are in C&I client’s footprints which are brownfield, and in some instances industrial. A review of existing Operation locations indicates that none intersect critical and natural habitats, nor designated areas. CBE’s Exclusion List prohibits undertaking Operations that result in the destruction of (i) Critical Habitats, (ii) areas with biodiversity of significant social, economic and cultural importance, and (iii) primary forests or forests of high conservation value. In addition, CBE’s E&S risk assessment framework considers biodiversity risks related to (i) the C&I off-taker activities and these are documented as part of the off-takers the reputational risk review assessment, and (ii) CBE’s Operation. In the event biodiversity risks are flagged during screening for CBE’s Operations, CBE carries out supplementary biodiversity assessments or ESIA. Mitigation measures are communicated to the EPC and O&M through the onboarding process and embedded in the contractor’s Risk Assessment Method Statement.   

In relation to the wind farm Operation in Madagascar, avifauna monitoring was undertaken as part of the ESIA through observations, surveys and ultrasonic detection. The monitoring identified 26 bird species from 20 families, including four aquatic species, none of which are migratory. All recorded bird flights occurred below 30 meters, indicating minimal risk from the wind farm project. Bat monitoring confirmed their absence on-site and in surrounding areas, supported by local accounts of distant roosting sites. The Operation’s O&M monitoring program including monitoring flight and fatalities of birds and bats by CBE’s ESG Team and with the involvement of a biodiversity consultant.  

As part of its ESMS, CBE is developing a Biodiversity Management Framework (ESAP Item #7). The framework will address potentially applicable PS6 requirements and provide for standardization in developing Biodiversity Management Plans (BMPs) and Biodiversity Action Plans (BAPs).   

Among existing Operations, wind power projects may pose residual risks of bird and bat collision. Thus, CBE will develop a procedure in the ESMS for bird and bat collision and fatality prevention and monitoring of wind power Operations and transmission lines (ESAP Item #8). 

Washington, DC 20433 USA 

Tel: 1 202 458 1973 

Fax: 1 202 522 7400

E-mail: cao@worldbankgroup.org