Detailed Business Plan

1. Executive Summary

Climera Carbon Offset Platform is a South African enterprise leveraging blockchain technology to create a transparent, scalable, and impactful approach to carbon offsetting. By integrating verified projects in reforestation, regenerative agriculture (including biochar), and renewable energy, Climera connects individuals and businesses to measurable climate action.

To support its rapid growth, Climera is raising a total of ZAR 20 million, split equally between:

• - ZAR 10M in equity at a ZAR 50M pre-money valuation
• - ZAR 10M via a convertible note at the same 50M valuation cap

By integrating biochar into its carbon credit model, Climera aims to onboard 50,000 farms by 2030 and sequester over 10.8 million tons of CO₂e, expanding its global reach in the Voluntary Carbon Market (VCM). This strategy positions Climera as a leader in delivering long-term, high-value carbon removal solutions, while driving both environmental impact and sustainable financial returns.

2. Company Overview

• Name: Climera (Pty) Ltd
• Registration Number: 2018/489844/07
• Address: 183 Albion Springs, Rondebosch 7700, Cape Town
• Website: www.climera.earth

Climera is committed to addressing the urgent challenges of climate change by creating a platform that combines cutting-edge technology with impactful environmental projects. We empower individuals, businesses, and organizations to take measurable steps toward sustainability, ensuring a healthier planet for future generations.

3. Market Analysis & Growth Strategy

The Voluntary Carbon Market (VCM) is experiencing exponential growth, reaching a valuation of $2 billion in 2021 and projected to grow to $10-40 billion by 2030. Key drivers include corporate net-zero pledges and rising demand for high-quality carbon credits. Climera's focus on nature-based solutions, regenerative agriculture (including biochar), and renewable energy positions it to capitalize on these trends and deliver verifiable climate impact.

Market Trends

• Rapid Market Expansion: The VCM has seen swift growth, surpassing $2 billion in 2021-quadrupling from the previous year. Projections estimate the market could escalate to between $10 billion and $40 billion by 2030.
• Corporate Commitments: Companies globally are pledging net-zero targets, driving the need for carbon offsets. For instance, Microsoft has committed to purchasing 3.5 million carbon credits over 25 years to offset data center emissions.

Opportunities in Key Sectors

1. Biochar & Regenerative Agriculture

• Permanent Carbon Sequestration: Biochar can lock CO₂ into the soil for centuries, making it one of the most effective and sought-after offset solutions.
• Increased Revenue for Farmers: Integrating biochar into regenerative farming creates new income streams via premium carbon credits.
• Soil Health & Agricultural Resilience: Biochar improves water retention, nutrient absorption, and soil fertility, boosting crop yields and food security.

2. Reforestation & Land Use

• High-Value Nature-Based Solutions: Protecting and restoring forests is fundamental in carbon offset markets, offering sizable co-benefits for biodiversity and local communities.
• Market Expansion: With blockchain-based tracking, Climera ensures transparent allocation of reforestation credits, attracting investors seeking credible, nature-based offsets.

3. Renewable Energy Integration

• Decentralized Clean Energy: Climera supports farms and communities adopting solar, wind, and biochar-powered systems to reduce fossil fuel dependence.

By prioritizing biochar and regenerative agriculture, Climera ensures long-term, verifiable carbon sequestration with measurable co-benefits for farmers. This high-impact model further enhances Climera's attractiveness to climate-conscious investors seeking robust, future-proof offsets.

Strategic Considerations for Climera

• Blockchain Integration: Leveraging blockchain for tamper-proof carbon credit issuance and tracking improves trust and transparency, a key differentiator in a market often criticized for opacity.
• Diverse Project Portfolio: Offering reforestation, biochar-based agriculture, and renewable energy projects caters to varied investor preferences and mitigates single-sector risks.
• Community Engagement: Partnering with local communities ensures equitable benefits, smoother project adoption, and long-term sustainability of carbon offset initiatives.

By aligning with these global trends and leveraging its competitive strengths, Climera is well-positioned to capture a significant share of the rapidly expanding Voluntary Carbon Market. The company's ZAR 20 million raise-split between ZAR 10 million in equity and ZAR 10 million via a convertible note-will further enable Climera to scale biochar-based solutions, enhance blockchain integration, and broaden its project portfolio to meet diverse corporate and individual offset demands.

4. Products and Services

Carbon Offset Marketplace

Climera's marketplace offers a variety of verified carbon offset projects, including reforestation, biochar-based regenerative agriculture, and renewable energy integration. These projects are carefully vetted to ensure measurable climate impact, transparent credit allocation, and alignment with the UN Sustainable Development Goals (SDGs).

Deforestation and Land Use

Goal
Halt deforestation, restore degraded landscapes, and promote biodiversity.

Initiatives
- Reforestation and afforestation in critical regions.
- Enhanced land management to maximize carbon sequestration.
- Promotion of sustainable land use to protect ecosystems.

Regenerative Agriculture

Goal
Maximize carbon sequestration through biochar while improving agricultural productivity.

Initiatives
- Scaling biochar production and integrating it into regenerative farming.
- Establishing verification mechanisms for biochar carbon credits.
- Partnering with farms to generate high-value soil carbon offsets.

Renewable Energy Integration

Goal
Reduce dependence on fossil fuels by implementing clean energy solutions.

Initiatives
- Partnering with farms to deploy solar and wind power systems.
- Promoting energy-efficient technologies to lower agricultural carbon footprints.

Subscription Plans

Climera offers customized subscription plans for individuals, businesses, and non-profits. Subscribers can neutralize their carbon footprint by directly supporting high-impact projects, including biochar-based initiatives, reforestation efforts, and renewable energy installations. Each plan delivers transparent reporting, enabling participants to see measurable progress toward climate goals.

5. Business Model

6. Operational Plan

Climera leverages blockchain technology to tokenize farm assets, ensuring transparency and traceability across the carbon offset lifecycle. By blending cutting-edge tech with rigorous verification (Verra, Gold Standard) and integrating biochar-based regenerative agriculture, Climera delivers a scalable, efficient platform for carbon credit creation and allocation.

Key Operational Steps

• Farm & Asset Tokenization: Each farm project is uniquely recorded on the blockchain, reflecting its carbon-sequestration activities (e.g., reforestation, biochar application). This immutable ledger ensures full traceability and data integrity.
• Biochar Production & Soil Carbon Sequestration: Climera supports farmers in producing and applying biochar, boosting soil fertility while creating high-value, long-lasting carbon storage credits.
• Carbon Credit Generation: Verified reductions from tokenized farm assets (including biochar-enhanced soils and regenerative practices) are converted into accredited carbon credits, ensuring global market acceptance.
• Verification & Monitoring: Advanced tools-satellite imagery, soil sampling, remote sensors-continuously validate project performance. On-ground checks for biochar application confirm accurate carbon removal calculations.
• Customer Allocation: Credits are transparently allocated to customers based on subscription plans or one-time purchases. Blockchain technology logs each transaction for secure, tamper-proof records.
• Market Access & Bulk Credit Trading: Climera partners with corporate ESG buyers and high-volume carbon marketplaces to ensure liquidity. Bulk purchase agreements emphasize permanent, biochar-based offsets.
• Platform Scalability: Climera's infrastructure supports a wide user base-from individual offsetters to multinational corporations-without sacrificing performance or transparency.

This seamless operational workflow-combining biochar integration, regenerative farming incentives, and blockchain-driven transparency-empowers individuals and businesses to confidently offset emissions while ensuring trust, accountability, and measurable climate impact in every transaction.

7. Marketing and Sales Strategy

Climera's marketing and sales strategy is designed to establish its brand as a trusted leader in the carbon offset market. By leveraging digital platforms, strategic partnerships, and community engagement, Climera ensures a strong presence across diverse target audiences, including individuals, businesses, and institutional clients. Additionally, Climera will highlight biochar-based carbon credits as a premium, long-term carbon sequestration solution, appealing to corporate sustainability leaders seeking high-integrity offsets.

Key Marketing Channels

• Digital Marketing: Targeted campaigns on search engines, social media, and sustainability-focused platforms to drive traffic and conversions. Retargeting ads are used to engage potential customers based on their browsing behavior, with a focus on biochar's long-term climate benefits.
• Content Marketing: Development of high-quality blogs, videos, infographics, and case studies emphasizing biochar's role in carbon sequestration, regenerative agriculture, and soil health improvements. These materials help position Climera as an authority in the sustainability space.
• Email Campaigns: Personalized newsletters and automated email sequences to nurture leads, announce new biochar projects, and retain subscribers.
• Event Marketing: Sponsorships and participation in key industry events, such as sustainability conferences and carbon markets expos, to increase visibility and network with potential corporate partners seeking premium biochar offsets.
• Community Engagement: Partnering with local communities to promote grassroots climate action and provide educational workshops on biochar's agricultural and environmental benefits.

Sales Strategy

• Corporate Outreach: Proactive engagement with businesses seeking ESG compliance, offering tailored carbon offset packages focused on biochar-based credits.
• Referral Program: Incentivizing existing customers to refer others by offering discounts or additional benefits, increasing customer acquisition through word-of-mouth.
• Partnering with Sustainability Organizations: Collaborating with NGOs, environmental groups, and government agencies to co-promote Climera's biochar projects and expand its reach.
• Customer Success Teams: Dedicated account managers for corporate clients to ensure seamless onboarding, satisfaction, and long-term relationships focused on biochar carbon offsets.
• Subscription Upselling: Encouraging existing customers to upgrade their plans by highlighting the additional benefits of biochar-based carbon credits.

Brand Positioning

Climera positions itself as an innovative, transparent, and trustworthy partner for carbon offset solutions. By emphasizing blockchain-powered transparency, verified projects, and real-world impact, Climera differentiates itself from competitors. The integration of biochar into its offset portfolio strengthens Climera's credibility as a leader in high-quality, permanent carbon sequestration solutions.

Metrics for Success

• Customer acquisition cost (CAC) and lifetime value (LTV).
• Conversion rates from marketing campaigns.
• Customer retention rates and subscription renewals.
• Corporate partnerships established annually.
• Brand recognition and online engagement metrics, such as website traffic and social media following.

8. Financial Plan

Climera's financial plan is designed to support its growth strategy and establish a sustainable revenue stream while maintaining operational efficiency. The focus is on leveraging a split funding strategy (ZAR 20 million total: ZAR 10 million equity + ZAR 10 million via a convertible note) to scale operations, enhance technological infrastructure, and expand customer acquisition efforts-particularly around biochar integration and regenerative agriculture.

Funding Goals

• Target Amount: Climera aims to raise ZAR 20 million in two components:
• 1. ZAR 10M in straight equity for ~20% ownership (at a ZAR 50M pre-money),
• 2. ZAR 10M in a convertible note at the same ZAR 50M valuation cap and 5-8% interest.


• Use of Funds:
  • 35% for biochar infrastructure & farm onboarding (ZAR 7,000,000).
  • 30% for marketing and corporate acquisition (ZAR 6,000,000).
  • 20% for blockchain & verification tech (ZAR 4,000,000).
  • 15% for R&D & operational scaling (ZAR 3,000,000).

Revenue Projections

Based on Climera's growth strategy and the seed-stage funding, the financial projections for the next five years are as follows:

• Year 1 (2025): Early-stage biochar credits and corporate partnerships. Projected revenue: ZAR 20M.
• Year 2 (2026): Expansion of farm onboarding, trading platform integration, and increased biochar credit sales. Projected revenue: ZAR 50M.
• Year 3 (2027): Full-scale biochar credit monetization, corporate bulk sales, and scaling regenerative agriculture initiatives. Projected revenue: ZAR 100M.
• Year 4 (2028): Expansion into new biochar applications, research-backed soil carbon projects, and advanced verification features. Projected revenue: ZAR 150M.
• Year 5 (2029): Global biochar market expansion, strategic corporate partnerships, and full-scale integration into high-value voluntary carbon markets. Projected revenue: ZAR 250M.

Cost Management

To align with Climera's revenue projections, cost management focuses on maintaining financial efficiency while supporting growth objectives. Key areas of cost allocation ensure the sustainability and scalability of Climera's operations.

Projected Cost Allocation (in ZAR million)

Key Areas of Cost Management

• Operational Costs:
  Regular monitoring and evaluation processes are in place to ensure operational efficiency and minimize wasteful spending. Resources are allocated strategically to support priority projects and maximize impact.


• Technology Investment:
  Investments are focused on maintaining and upgrading blockchain infrastructure to handle increased demand as Climera scales. Ensuring platform stability and security remains a top priority to support the growing customer base.


• Marketing Optimization:
  Data-driven marketing campaigns are designed to maximize return on investment (ROI). By leveraging advanced analytics, Climera ensures customer acquisition efforts are targeted and effective, reducing overall marketing expenditure while increasing conversions.


• Staffing:
  Strategic hiring plans aim to build a multidisciplinary team, including:
  • Environmental Specialists: Experts to oversee project validation and compliance with global carbon offset standards.
  • Blockchain Developers: Technologists to enhance Climera's blockchain-based platform for transparency and scalability.
  • Marketing Experts: Professionals to design impactful campaigns and expand Climera's reach in target markets.

Focus on Financial Efficiency

Climera is committed to balancing growth with financial efficiency. By optimizing costs and focusing on high-impact investments, Climera ensures that its revenue projections are met while maintaining sustainability in operations.

Break-Even Analysis

Climera is projected to break even by the end of Year 2 (2026), driven by increasing subscription revenue and bulk carbon credit sales. The combination of steady recurring income and high-margin consulting services ensures a sustainable financial model.

Long-Term Financial Goals

• Achieve a 50% profit margin by Year 5.
• Reinvest 15% of annual profits into research and development to maintain innovation leadership.
• Build a reserve fund to support new projects and unforeseen operational costs.

9. Management Team

Climera is driven by a dedicated, multidisciplinary team with expertise spanning agriculture, blockchain technology, sustainability, and business operations. This collective experience underpins Climera's mission to deliver innovative and impactful carbon offset solutions.

Key Team Members

• Johan Immelman - Founder & CEO: A visionary entrepreneur with extensive background in commercial agriculture and blockchain integration. As both a landowner and farmer, Johan has firsthand insight into the challenges of implementing sustainable practices on the ground. His leadership drives Climera's platform development and strategic partnerships with farmers, corporations, and other stakeholders.
  
  

Future Talent Acquisition

As Climera expands, the company will recruit additional talent to strengthen its capabilities and maintain a competitive edge:

• Environmental Specialists: Experts to ensure projects meet international environmental standards, providing rigorous verification and monitoring for carbon credit generation.
• Blockchain Developers: A dedicated technical team to oversee Climera's blockchain infrastructure, ensuring secure and transparent transactions.
• Marketing & Sales Professionals: An experienced group tasked with broadening Climera's market reach through targeted campaigns, corporate partnerships, and community engagement.
• Financial Analysts: Specialists managing investments, budgeting, and compliance to support sustainable growth and effective resource allocation.
• Data Scientists: Professionals focused on optimizing project impact tracking and developing advanced analytics for carbon credit performance.
• Partnership Managers: Relationship builders who forge alliances with international organizations and large-scale corporations, expanding Climera's impact.
• Legal & Compliance Advisors: Advisors who navigate regulatory requirements and maintain Climera's alignment with global carbon standards.

Leadership Philosophy

Climera's leadership embraces transparency, collaboration, and innovation. By fostering a culture of continuous improvement and inclusivity, the team ensures every project meaningfully contributes to the fight against climate change and adheres to the highest standards of environmental and social responsibility.

10. Estimated CO₂e Reduction by 2030

Climera's model blends biochar-based regenerative agriculture, reforestation, and renewable energy initiatives to produce verifiable carbon credits. By partnering with farmers and landowners, Climera channels funding from individuals and corporations directly into high-impact sustainability projects. This section outlines the projected CO₂e reductions facilitated through Climera's platform, serving as a quantitative reflection of our long-term climate impact.

Key Assumptions

• Number of Farms Onboarded: Climera targets 50,000 farms by 2030, scaling from 5,000 farms in 2025 onward.
• Average CO₂e Reduction per Farm: Each farm yields about 100 tons of CO₂e reduction or avoidance yearly (via agroforestry, methane reduction, biochar soil enhancements, etc.).
• Fulfillment Rate: Approximately 90% of the carbon credits generated on-boarded farms will be fulfilled (purchased) through the Climera platform.

Projected CO₂e Reduction per Year

Scenarios

• Conservative Scenario: With a 75% fulfillment rate, total reduction could be about 9,000,000 tons by 2030.
• Baseline Estimate: At 90% fulfillment, Climera reaches 10,800,000 tons by 2030.
• Optimistic Scenario: With improved farm-level efficiency (120 tons/farm), total reduction might exceed 12,960,000 tons by 2030.

Key Insights

Climera's platform-driven approach-combining robust technology, verified project standards, and comprehensive farm onboarding-can substantially contribute to global climate targets. By reaching 50,000 farms and maintaining operational efficiency, Climera is poised to avert millions of tons of CO₂e by 2030, underscoring the platform's high-impact potential within the Voluntary Carbon Market.

11. Fundraising Strategy

11.1 Overall Structure

Climera is raising a total of ZAR 20 million through a split round: ZAR 10 million in straight equity (at a ZAR 50 million pre-money valuation) and ZAR 10 million via a Convertible Note with Hybrid Features. This two-part approach provides both immediate capital for expansion (equity) and flexibility for investors (note), while maintaining a consistent valuation framework.

Convertible Note Details

The convertible note portion of ZAR 10 million allows Climera to defer a portion of the valuation until a future equity event while offering investors:

• Principal Amount: Minimum principal of ZAR 50 000 per investor.
• Valuation Cap: ZAR 50 million, ensuring early valuation advantage for note holders.
• Interest Rate: 5-8% annually, accrued until maturity or conversion.
• Maturity Period: 18-24 months, or convertible at the next qualified financing round.


• Hybrid Repayment Options:
  • Investors can opt to receive up to 50% of their principal in tokenized carbon credits at a predefined rate (e.g., ZAR [100/ton CO₂e]).
  • All tokenized credits are recorded on Climera's blockchain platform for transparency and verifiability.

11.2 Target Amount

Climera's total raise for this round is ZAR 20 million, divided equally between:

• ZAR 10 million in equity (20% ownership at a ZAR 50 million pre-money valuation)
• ZAR 10 million in the convertible note described above

This capital will accelerate Climera's capacity to:

• Build large-scale blockchain infrastructure to tokenize 1 million+ tons of carbon credits.
• Scale farm onboarding to 10,000+ farms within the first two years.
• Expand marketing and corporate engagement to solidify Climera's leadership in carbon offset markets.

This target aligns with the growth milestones outlined in Section 8: Financial Plan.

11.3 Use of Funds

The combined ZAR 20 million (equity + convertible note) will be allocated as follows:

• Platform Development: ZAR 5 million to finalize blockchain infrastructure.
• Farm Onboarding & Verification: ZAR 3 million for certification and compliance.
• Marketing & Acquisition: ZAR 6 million for outreach, events, and digital growth.
• Team Expansion: ZAR 4 million to hire blockchain engineers, sustainability specialists, and corporate sales managers.
• Contingency & Miscellaneous: ZAR 2 million to cover unforeseen operational costs.

For a more detailed breakdown, refer to Section 8: Financial Plan.

11.4 Investor Benefits

Whether investing through equity or the convertible note, supporters benefit from:

• Transparency: Real-time blockchain-powered dashboards to track investments and associated carbon credits.
• Hybrid Returns: Partial repayment in tokenized carbon credits, aligning financial returns with sustainability objectives.
• Recognition: Public acknowledgment as early supporters, plus branding opportunities in Climera's marketing and sustainability events.

11.5 Cross-References

- Refer to Section 8 (Financial Plan) for the revenue projections and detailed allocation of funds.
- Refer to Section 12 (Share Structure) for equity allocation and how note conversions factor into future ownership.

11.6 Consistency with Market Trends

As outlined in Section 3 (Market Analysis), the split between equity and a Convertible Note strategy aligns with Climera's commitment to the rapidly growing Voluntary Carbon Market (VCM). It appeals to impact-driven and ESG-conscious investors, leveraging Climera's blockchain technology to assure transparency, credibility, and measurable climate impact.

11.7 Investor-Focused Details

The convertible note (ZAR 10 million) carries a 20% discount at conversion or the ZAR 50 million valuation cap, whichever yields a better price for investors. This approach ensures fair distribution while maintaining founder control and providing ample runway to achieve key milestones before the next equity round.

• Any note conversions automatically adjust the cap table at the next equity financing.
• The separate equity portion of ZAR 10 million guarantees immediate capital at a known ownership stake (~20%).

12. Share Structure

The proposed share structure for Climera is designed to support growth, attract investors, retain talent, and maintain founder control while ensuring scalability for future funding rounds. Note that this structure primarily reflects the ZAR 10 million equity portion of our total ZAR 20 million fundraising (the other ZAR 10 million is via a convertible note, which may convert into equity in the future).

1. Authorized Shares

Total Authorized Shares: 10,000,000
This represents the maximum number of shares Climera can issue.

2. Initial Issued Shares

• Founders and Early Team: 60% (6,000,000 shares)
  • - Founder (Johan Immelman): 50% of total shares (5,000,000 shares).
  • - Early Team Members: 10% of total shares (1,000,000 shares), distributed among key team members.


• Seed Investors (Equity Portion): 20% (2,000,000 shares)

  Represents the ZAR 10 million equity investment at a ZAR 50 million pre-money valuation.



• Equity Pool for Future Employees: 10% (1,000,000 shares)

  Reserved for stock options and incentives to attract and retain top talent.



• Future Funding Round (e.g., Series A): 10% (1,000,000 shares)

  Reserved for additional funding rounds to attract institutional investors.

3. Share Classes

To balance control and investment appeal, Climera will introduce two share classes:

• Class A (Voting Shares): Held by founders and key early employees, representing 60% of the issued shares. These shares include full voting rights.
• Class B (Non-Voting Shares): Issued to seed investors and in future funding rounds, representing 40% of the issued shares. These shares offer financial returns without voting rights.

4. Valuation and Price Per Share

• Pre-Money Valuation: ZAR 50,000,000
• Seed Equity Investment: ZAR 10,000,000 for 20% equity
• Price Per Share: ZAR 5/share
• Post-Money Valuation (Equity Only): ZAR 60,000,000

Note: The additional ZAR 10 million in this funding round is raised via a convertible note at the same ZAR 50 million valuation cap. Those note holders do not initially appear in the cap table below, but will convert in the future according to the note terms (see Section 11).

5. Equity Allocation Over Time

Note: Upon conversion, convertible note holders will be added to the cap table based on the discount or valuation cap (ZAR 50 million), potentially adjusting these percentages for subsequent financing events.

6. Employee Stock Option Plan (ESOP)

Allocation: 10% of shares reserved for employee incentives.
Vesting Period: 4 years with a 1-year cliff.

Employees earn 25% of their allocated shares after the first year and the remaining 75% over the next three years.

Benefits of the Proposed Share Structure

• Founder Control: Class A voting shares ensure founders retain control over strategic decisions.
• Investor Appeal: Class B non-voting shares and a reasonable equity allocation make it attractive for investors.
• Talent Retention: The equity pool incentivizes employees, aligning their interests with Climera's growth.
• Scalability: Room for future funding rounds without significant dilution of founder ownership.