Approach to Conflicts of Interest

Introduction

Carbon Direct Inc. dba Relae ("Relae") is committed to operating with transparency and integrity, maintaining the independence and impartiality of its scientific and business practices. Recognizing the potential for conflicts of interest ("COI") due to the diversity of its operations and the nature of carbon management itself, Relae has implemented safeguards to manage, mitigate, and disclose these conflicts effectively. This framework outlines Relae's approach to addressing a potential COI.

Commitment to Integrity

Relae is dedicated to maintaining the trust of its clients and stakeholders through:

• A science-first approach across all operations. Every decision and recommendation is grounded in rigorous scientific evaluation, reinforcing Relae's priorities of technical integrity, environmental impact, and long-term sustainability.
• Robust governance frameworks. Relae has implemented internal policies and structures designed to prevent undue influence from suppliers, clients, affiliated entities, or internal factors so that it maintains the objectivity of project evaluations, procurement decisions, and advisory services. This includes clear separation of roles and responsibilities, protection and firewalling of data, and adherence to conflict mitigation protocols.
• Transparent communication about potential conflicts. Relae discloses relevant relationships and safeguards to clients, providing timely information to support informed decision-making. It works collaboratively with clients to address questions or concerns about potential conflicts throughout an engagement.

Managing Potential for Conflicts Between Relae and Affiliates

Relae provides scientific advisory services to investment funds affiliated with Carbon Direct Capital Management, LLC ("CDCM") under a formal service agreement. Relae maintains distinct operations from CDCM and its affiliated funds, including separate compliance programs.

Managing Potential for Conflicts of Interest Between Science and Supply Teams

Relae's Science and Supply teams have distinct roles within carbon markets:

• Science assists clients across a variety of projects, including evaluating carbon removal projects to support purchasing decisions.
• Supply sources, structures, and sells high-quality carbon removal credits, including co-designing projects with developers.

Relae has implemented the following safeguards to address actual or perceived conflicts of interest:

1. Information Barriers: Project reviews are conducted blind to prevent bias. Science team members assessing a project are unaware of its origin (scientific advisory client-requested or Supply team-sourced, beyond what can be deduced from typical project documentation) unless the client requests a different approach. Supply does not have access to proprietary information or data rooms provided by clients to Science, safeguarding scientific advisory client confidentiality.
2. Disclosure: If Relae has an existing commercial relationship with a supplier—such as including the supplier's credits in a portfolio or co-designing a project—scientific advisory clients are informed of the nature of this relationship prior to the commencement of related work. Disclosure enables informed decision-making, and inclusion or exclusion of such projects at the client’s discretion.
3. Division of Responsibilities: Supply and Science operate as distinct divisions within Relae, maintaining the objectivity of client engagements. The Relae Science team conducts project reviews with the same rigorous standards and processes for both scientific advisory clients and Supply. Access to Science team information and work product for scientific advisory clients is carefully protected to uphold client confidentiality and retain objectivity. This approach allows clients to confidently engage with project developers. 
4. Unified Criteria: Relae strives to achieve the highest level of consistency and scientific rigor. All carbon dioxide removal project evaluations adhere to Relae's publicly available and annually-updated quality criteria, the Relae and Microsoft Criteria for High-Quality Carbon Dioxide Removal (the "Criteria").
5. Co-Designed Projects: Supply collaborates with select project developers to develop credits. Co-designed projects must meet or exceed Relae's Criteria. Only projects that meet these Criteria and other key requirements are included in Relae's portfolios or offered to clients, reinforcing its commitment to quality. Each of these projects is clearly identified as a Supply project and operates in accordance with the protections outlined in this document. 

Additional Safeguards

1. Transparency in Processes: Relae regularly publishes the Criteria, the State of the Voluntary Carbon Market report, and other resources and information to promote accountability and foster market confidence.
2. Monitoring and Training: Relae obligates periodic training to reinforce awareness and adherence to COI and other policies. Relae monitors to confirm compliance, including a review of disclosures and adherence to policy requirements. Employees are encouraged to raise questions or report concerns to promote alignment with Relae's standards.
3. Escalation Mechanisms: Employees and clients can report COI concerns through established channels, with oversight from Legal and the Conflicts Committee.

Conclusion

This approach to COI reflects Relae’s dedication to ethical practices and transparency. Conflicts policies and procedures are frequently reviewed and revised as needed to align with its commitment to transparency and integrity. By proactively managing potential conflicts, Relae aims to uphold the trust of its clients, collaborators, and stakeholders while advancing the voluntary carbon market.

For further information, please contact us at compliance@relae.co.