information document - greentoken public offering - amf ......2020/05/13 · founding partners:...

Information Document - GreenToken Public Offering - AMF Visa ndeg ICO20-189 delivered on 12 May 2020 - WPO SAS

2

GENERAL WARNING

Investment in an initial coin offering as defined in Article L 552-3 of the Monetary and Financial Code

entails risks of a partial or complete loss of the investment No guarantee is given regarding the

liquidity of the tokens acquired in the offering the existence of a secondary market for said tokens

the value of the tokens acquired in the offering and the exchange value of said tokens in legal

currency Tokens do not constitute financial instruments within the meaning of Article L 211-1 of the

Monetary and Financial Code and confer no other right than those described in the Information

Document In addition the regulatory framework applicable to the offering and to the tokens as well

as the tax regime applicable to the holding of tokens are not defined to date in certain jurisdictions

The approval issued by the AMF concerns only the offering covered by this Information Document

As from the end of the offering the AMF will not monitor the issuer or its project Any communications

subsequent to the offering and relating thereto will not be reviewed by the AMF


3

TABLE OF CONTENTS

GENERAL WARNING 2

TABLE OF CONTENTS 3

PART 1 - INFORMATION ON THE TOKEN ISSUER 5

1 About WPO 5

2 GreenToken Project Team 15

3 Interests including conflicts of interest that may affect the Public Token Offering 20

4 Governance of WPO 22

5 Statutory Auditor 23

PART 2 - THE GREENTOKEN PROJECT 25

1 Our Project 25

2 Current business model (2008-19) consultancy 26

3 New business model monetisation of Production Data 26

4 Legal and regulatory aspects specific to WPO or the GreenToken Project 37

5 Deployment Strategy 39

6 Value analysis 42

7 GreenToken Project Decision-Making and Governance Mechanisms 44

8 GreenToken Project Business Plan 47

9 Fees related to the Public Token Offering 52

10 Allocation of funds and Digital Assets collected and use of self-held tokens 53

PART 3 - RIGHTS AND OBLIGATIONS ATTACHED TO GREENTOKENS 57

1 The GreenToken 57

2 Operating costs of the GreenToken 61

3 Previous GreenToken issues 62

4 Rules and conditions for use and operation of GreenTokens 62

5 System on which GreenTokens will be registered 65

6 GreenTokens time frame of use 65

7 66

PART 4 - RISK FACTORS 68

1 Economic risks 68

2 Technological risks 70

3 Risks linked to the Project 71

PART 5 - CHARACTERISTICS OF THE TOKEN OFFERING 74

1 Number of GreenTokens to be issued 74

2 Amounts of the issue 75


4

3 GreenToken Subscription Price 76

4 Accepted Currencies and Digital Assets 78

5 Steps prior to the Public Token Offering 78

6 Terms of subscription for GreenTokens 79

7 Time frame of the Public Token Offering 84

8 Information on the period after the Public Token Offering 85

PART 6 - TECHNICAL TERMS AND CONDITIONS FOR THE ISSUE OF GREENTOKENS 86

1 Description 86

2 Parameters of the automated computer programme and objective of the functions 88

3 Security and Compliance Audits 88

PART 7 - CUSTODY AND RESTITUTION OF FUNDS AND DIGITAL ASSETS 89

1 Monitoring and safeguarding of funds and digital assets collected 89

2 Refunding of Subscribers 92

PART 8 - KNOWLEDGE MECHANISMS OF SUBSCRIBERS ANTI-MONEY LAUNDERING AND

COMBATING THE FINANCING OF TERRORISM AND SECURITY 95

1 Knowledge of subscribers and AML-CFT 95

2 Cybersecurity and detection systems for technical malfunctions 101

PART 9 - APPLICABLE LAW RESTRICTIONS AND JURISDICTION 102

1 Applicable law 102

2 Restrictions on the Public Token Offering 102

3 Competent courts in the event of a dispute 102

4 Tax regime applicable to the holding of GreenTokens in France for French subscribers 103

PART 10 - DECLARATION 105

PART 11 - GLOSSARY 106


5

PART 1 - INFORMATION ON THE TOKEN ISSUER

Public Token Offering 1 comprises the issuance of Digital Assets GreenTokens classified as

Utility Tokens within the meaning of article L 54-10-1 of the Monetary and Financial Code (CMF)

GreenTokens entitle the holder to GoCert certificates private certificates created registered and

transferred through a Distributed Ledger Technology (DLT)

1 About WPO

11 Who we are

Founded 12 years ago WPO is a leading independent European platform for asset management and

specialist services in wind power and solar photovoltaic energy (wwwwpoeu) We offer a full range

of technical administrative commercial and financial as well as insurance and power aggregation

expertise in electricity production from renewable sources

We oversee a capacity of more than five gigawatts and the production of ten terawatt hours per

year of electricity from renewable sources WPO is active in over 600 wind and solar energy sites

located in 12 European countries and overseas territories (the Caribbean Indian Ocean and Pacific

Ocean)

The value of the renewable assets under mandate is nearly seven billion euros and each year the

sale of electricity produced from these renewable energy sources is more than 900 million euros

12 Legal entity

The issuer of the GreenTokens is WPO a simplified company limited by shares with a capital of 31112

euros registered on the Paris Trade and Companies Register under the unique identification number

SIREN 507 735 199 and having its registered office at 22 rue de Palestro 75002 Paris

13 Contact details

Address

WPO SAS

22 rue de Palestro

75002 Paris

France

Website wwwwpoeu

Email welcomewpoeu

1 The terms marked by (or capitalised terms) are defined in PART 11 - GLOSSARY at the end of the document


6

14 Shareholder structure

WPO is

bull 85 owned by PAMIR HOLDING SARL itself owned by Bartheacuteleacutemy Rouer (LinkedIn)

bull 1325 owned by DALCO HOLDING SARL itself owned by Duncan Levie (LinkedIn)

bull 175 owned by EVGAN SAS itself owned by Alexandre Bertrand (LinkedIn)

15 WPO subsidiaries

WPO wholly owns (100 ) several subsidiaries

bull Germany WPO DEUTSCHLAND GMBH

bull Ireland WPO IRELAND LTD

bull United Kingdom WPO UK SERVICES LTD

bull Sweden WPO SVERIGE AB

16 Structure of WPO Group

Figure 1 Structure of WPO Group and its owners


7

17 Our history

The current history of WPO begins in 2008 but its roots go back to 1992 the date of the Rio de

Janeiro Earth Summit and the founding of Wind Prospect the renowned multinational wind energy

business

Figure 2

2020 GreenToken Public Offering approved by the AMF

2019 We service over 600 project sites in 12 European countries

We are located in 28 regional offices and service points

52 GW under service

2018 10th anniversary of WPO

Launch of the GreenToken Project

35 GW under service

2017 The company becomes WPO Group

29 GW under service

2016 Sweden office opens

19 GW under service

2015 Merger of Wind Prospect Operations Ltd and Wind Prospect SAS

We operate from 22 regional offices and service points

10 GW under service

2014 Germany office opens

Launch of the Inspection and Insurance Broking business streams

2013 Seven local service points open in French regions

2012 Wind Prospect SAS becomes an affiliate of Wind Prospect Group Ltd

Pamir Holding SARL takes control

2011 Launch of the Solar business stream

2010 Incorporation of Wind Prospect Operations Ltd - United Kingdom amp Ireland

Founding Partner Duncan Levie

2008 Incorporation of Wind Prospect SAS - France

Founding Partner Bartheacuteleacutemy Rouer

2007 Launch of operations in France (mainly Advisory Services) from Wind Prospect Ltd

2005 Ireland office opens

2000 Australia office opens

1997 Wind Prospect formally established in the UK (Bristol)

Founding Partners Euan Cameron and Colin Palmer

1992 Cons nd wind farm by Euan Cameron and Colin Palmer


8

18

Figure 3 WPO

WPO Group Certified consolidated accounts

In thousands of euros (1) 2016 2017 2018 2019

Revenue 6502 6939 6847 6507

Sale of GreenTokens (2) - - - 216

EBITDA 430 313 (304) 473

Operating profit or (loss) 365 184 (467) 312

Profit or (loss) for the year 230 311 (467) 338

Equity 1389 1767 1309 1670

Average number of full-time

equivalent employees (FTE) 61 74 78 73

RevenueFTE 107 94 88 90

Notes

(1) 2019 consolidated revenue is made up of approximately 55 euros (EUR) 35

pounds sterling (GBP) and 10 Swedish krona (SKR)

(2) Sales of GreenTokens are accounted for as deferred income and not as revenue (see Section

)

19 Our distinctions

WPO has been the leading independent provider of Asset Management Services in France for the

past seven years2 and more recently in Luxembourg Finland Sweden the UK and Ireland

Our estimated average market share is 73 in these markets

WPO is listed in the Financial Times FT1000 - stest Growing Companies 2017 ranking

2 Source France Energie Eolienne - Energy annual reports 2013-2019


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110 Our orderbook

More than 85 of our revenue is recurring

Our secured order book amounts to 216 million euros ie the equivalent of more than three years of

revenue3

In 2019 orders for GreenTokens reached the invoiced and paid amount of 216000 euros For the 2020-

29 period contractual commitments to purchase GreenTokens reached 16 million euros and the

options to purchase GreenTokens reached 14 million euros (see Section Sales)

Supported by the strong growth of the renewable energy sector and our Services-For-Data business

innovation orders have increased by 27 over the past twelve months ie one gigawatt of added

capacity in Europe and overseas

Figure 4 Renewable Power Capacity serviced by WPO

111 Our brand name

An acronym for Wind Prospect Operations the three letters of our current name simply WPO

continue to proudly recall our pioneering roots Today they also refer to strong constitutive elements

of who we are and our mission We sincerely believe that the essence of our work is to help make the

world a better place by ensuring the delivery of reliable clean and sustainable energy in a word

positive

in the business of positive

112 Our experience

ble assets under management has grown to comprise

nearly two thousand wind turbines 12 million photovoltaic modules and 360 project companies Real-

time supervision of these power plants is the bedrock of our experience

At the crossroads of the renewable energy and green finance ecosystem in Europe we have advised

3


10

of wind and solar power projects at all stages of maturity On site each year WPO performs 1000

technical inspections and 500 expert inspections for commissioning and end-of-warranty purposes

and carries out occasional on-site audits

The average availability of European assets managed by WPO is 39 greater than those managed

by third parties4 For our clients this performance represents a cumulative additional income of seven

million euros per year

113 Our team

We are driven by our desire to contribute to the Energy Transition together

Our 73 employees are based in Paris Manchester Dublin Stockholm and Frankfurt and in over

twenty additional service points across Europe All of whom are experienced professionals whose

skills integrity and commitment are fully recognised

Figure 5 Expertise at WPO

The WPO team is managed by a Management Committee a group of the most senior professionals

activities

If our experience and technical expertise are the pillars of our success the safety of our operations is

its keystone

In 12 years we have not experienced any major accident relating to our teams on site and the assets

under our supervision a source of pride and a mark of quality for our team and our clients

4 Automatic algorithmic calculation on all wind installations monitored in Europe by WPO defining a non-contractual average technical and energy availability on 18 Nov Lake)


11

114 Where we are in Europe

Figure 6 Wind and solar sites serviced by WPO

Figure 7 WPO offices and service points


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115 Our clients

Our clients are the major players in the renewable energy sector owners investors lenders insurers

and reinsurers The activities of many of them are regulated and overseen by the European or North

American financial authorities

Some of our clients have been placing their trust in us for more than ten years Other clients trust us

to the point where they appoint us as executive officers (chairmen or directors) for their operations

In turn we trust them by accepting these responsibilities

116 Our references

Figure 8

INVESTMENT FUNDS

123 INVESTMENT MANAGERS GOODYIELDS CAPITAL

ACCESS CAPITAL PARTNERS GRAVEL CAPITAL

ACOFI GREENCOAT CAPITAL

ALLIANZ CAPITAL PARTNERS HG CAPITAL

ALLIANZ GLOBAL INVESTORS JOHN LAING

AREAM RENEWABLES KGAL INVESTMENT MANAGEMENT

AXA PRIVATE EQUITY (ARDIAN) MARGUERITE FUND

BLACKROCK RENEWABLES INVESTORS MEAG MUNICH ERGO ASSET MANAGEMENT

BLUE ENERGY NTR

BNP CLEAN ENERGY PARTNERS (GLENNMONT) OBTON

DYNAMIC CAPITAL OCTOPUS INVESTMENTS

CDC INFRA OFI-INFRAVIA

EWC GROUP CAPITAL PREMIUM

COILLTE QUAERO CAPITAL

CREDIT AGRICOLE ASSURANCES RESONANCE ASSET MANAGEMENT

CUBICO SUSTAINABLE INVESTMENTS PRIVATE INVESTMENT BANK

DIF - DUTCH INFRASTRUCTURE FUND SAMFI-INVEST

DOWNING TREIS PARTNERS (MANOR)

ENCAVIS TRUFFLE CAPITAL

EUROFIDEME 2 (MIROVA) TTR ENERGY

FORESIGHT GROUP WHEB INFRASTRUCTURE


13

DEVELOPERS

ABO WIND NORDEX

AREVON ENERGY OVERALL RP

ARKOLIA ENERGIES SUN DEVELOPMENT

ENO ENERGY VELOCITA

ENERGIETEAM VENTO LUDENS

FORSA ENERGY VOLKSWIND (AXPO)

FUTUREN (EDF) WIND CLUSTER

INVENERGY WPD WPD OFFSHORE

ENERGY AND ELECTRICITY COMPANIES

BADENOVA EWZ - ELEKTRIZITcurrenTSWERK DER STADT ZUumlRICH

BKW GEgraveCTRIC

EDGE NA MONA GEG - GAZ ELECTRICITE DE GRENOBLE

CNR NATIONAL HRONE COMPANY IWB - INDUSTRIAL WERKE BASEL

EDP RENEWABLES TOTAL QUADRAN

EKZ RENEWABLES SERGIES

ENGIE GREEN ENGIE SOLAR SHELL NEW ENERGIES

EOS - ELECTRICITY OUEST SWITZERLAND STEAG - STEINKOHLEN-ELEKTRIZITAumlT AG

BANKS amp ADVISORY

BARCLAYS KFW IPEX

BNP PARIBAS MACQUARIE

BPIFRANCE MUFG - MITSUBISHI UFJ FINANCIAL GROUP

CAISSE DEPARGNE NATIXIS (BPCE ENERGIEECO)

CM-CIC NORD LB

COMMERZBANK RBS - ROYAL BANK OF SCOTLAND

AGRICULTURAL CREDIT SAAR LB

CREDIT COOPERATIF SOCIETE GENERALE

HCOB (HSH NORDBANK) TEVALI PARTNERS

LAZARD FRERES transaction R (ROTHSCHILD amp CO)

LLOYDS TRIODOS BANK

ING ULSTER BANK

INDEPENDENT PRODUCERS

AALTO POWER INNERGEX RENEWABLE ENERGY

AKUO ENERGY LEGENDRE ENERGIE (ARMORGREEN)

ATALANTE ENERGIES NEOEN

BORALEX OEKOSTROUM

EDD (ECO DELTA DEVELOPMENT) STABEDIX

SPECIAL ENERGY (ENERCOOP) TAALERI ENERGIEIA

FALCK RENEWABLES THRIVE RENEWABLES

REGIONAL PLAYERS amp MIXED ECONOMY COMPANIES

WIND ASSET SEM NIEVRE ENERGIES

BEGAWATT SICECO

CITEOLE REGISTERED OFFICE 27

EOLYS SIPENR

SEM RENEWABLE ENERGY SITE IN OUAGADOUGOU

SDESM ENERGIES WEST ENERGIES

Figure 8


14

117 Our historical services

Asset Management Services As a private adviser and asset manager for world-renowned clients our team ensures the safety and

optimum performance of their assets through the expert resources we deploy 247365 adjacent to

their sites in Europe

bull Health safety and environment management

bull Technical and performance management

bull Commercial management and supplier contracts

bull Continuous monitoring and management of production facilities

bull Management of on-site activities

bull Management of stakeholders residents and public relations

bull Hosting and analysis of Production Data

bull Administrative and financial management

bull Management of credit agreements

bull Management of insurance policies and claims

bull Management of contracts for the purchase and sale of energy certificates and capacities

bull Management of REMIT obligations

bull Directorship mandate

Specialised Services We also provide a range of independent bespoke technical services at key points in the life cycle of

wind farms and solar installations Our experts advise our clients on the purchase sale financing and

refinancing of the assets on acceptance for guarantee purposes and on renewal of agreements

bull Technical due diligence

bull Tendering and procurement

bull Performance analysis

bull Post-construction wind amp solar energy capacity studies (recalibration)

bull Negotiation of contracts (equipment supply contract Operation amp Maintenance contract

aggregation contract etc)

bull Strategy to extend the life of production plants (Repowering Revamping or Retrofitting)

bull Audit inspections and technical measures (building oversight acceptance of works and

drawing up list of reservations inspection and end of warranty study video-endoscopy

inspection of blades and measurement of the angle of inclination electrical testing of

generators thermography etc)

bull Audit and Inspection of health safety and environmental controls

bull Advice on aggregation and trading of electricity

bull Insurance broking


15

2 GreenToken Project Team

21 Our Executive Committee

The members of our Executive Committee are invested in the GreenToken Project Each of them

brings their experience know-how and particular expertise to ensure its success Client Relations

Technical Operations Health Safety Environment amp Quality Administration amp Finance Human

Resources Marketing amp Communication and - of course - IT amp Digitalisation

They are supported by all 73 WPO Group employees and by the network of partners institutions and

clients that are intrinsic to the ecosystem of the GreenToken Project

Bartheacuteleacutemy Rouer

CEO and cofounder

LinkedIn

Duncan Levie

Managing Director and cofounder

LinkedIn

Bartheacuteleacutemy Rouer graduated from INSA Lyon and is a

qualified mechanical engineer He joined the

renewable energy sector when France launched its

first renewable support mechanism in 2001

He worked as a project manager or director for several

companies such as Schlumberger Vergnet EnXco

(EDF Renewables) Shell Wind Energy (Royal Dutch

Shell) and UPC Renewables

He developed onshore and offshore wind projects in

France Spain Greece Italy the United Kingdom the

Netherlands Cuba Dominican Republic and China

before creating WPO in 2008

With 20 years of international experience in the

renewable energy sector Bartheacuteleacutemy sits on various

boards of directors for major institutional financial

investors

Duncan Levie graduated from Trinity College Dublin

with degrees in engineering and mathematics He

also holds a certified diploma in accounting amp finance

(ACCA) and qualified as a Chartered Engineer while

working for BP International where he held various

key positions in major projects for onshore and

offshore energy projects around the world

Subsequently Duncan co-founded and managed an

engineering services company in the energy

petrochemical and heavy industry sectors in Ireland

In 2010 he co-founded the UK amp Ireland asset

management business at Wind Prospect now WPO

Duncan sits on various boards of directors for large

institutional financial investors in the renewable

energy sector


16

Lara Moretti

Director of Human Resources

LinkedIn

Alexandre BERTRAND

Managing Director Digitalisation amp Data

LinkedIn

Lara Moretti holds a

from ESSEC Business School with an expertise in

human resources She also has a degree in Public

Relations and a background in metaphysics and

psychology from the State University of New York

Lara began her career as a teacher at Education

Nationale and then worked at Vogue magazine

(Condeacute Nast Group) as a personal assistant to the

President Prior to joining WPO Lara was HR manager

at an American oil company

At WPO since 2012 she has been responsible for the

development and deployment of HR

management policy in line

strategy in a context of strong international growth

Alexandre Bertrand graduated from Eacutecole Centrale de

Marseille He joined WPO for the first time in 2010 as

Operations Manager He was then responsible for

setting up WPOs Technical Management

Department This department continues to occupy a

central position in services

Alexandre subsequently furthered his managerial

experience as Services Manager for Alstom Wind

(France Middle East and Africa) then as Leader of

Wind Services (Operations and Maintenance France

and Belgium) at GE Renewable Energy

With 17 years of experience in the renewable energy

industry Alexandre returned to WPO in 2020 where

business model focused on the collection security

and monetisation of Energy Data in connection with

the GreenToken Project


17

Delphine Hubas

Health Environment and Quality Director

LinkedIn

Youri Pasquier

Information Systems Director

LinkedIn

Delphine Hubas graduated from Agrocampus de

Rennes and is a qualified engineer She also holds a

and Sustainable

Development

Delphine has been working in HSEQ since the

beginning of her career in various industrial groups

and consultancy firms

She has been working in the renewable energy

sector for over ten years and has developed her

career in Europe at several international companies

such as Vestas EDPR and EDF Renewables for

which she has put in place and managed the HSEQ

management systems certified according to ISO

OHSAS and MASE standards

At WPO she is responsible for developing and

putting in place the integrated HSEQ management

system and oversees the HSE operational control of

all wind and solar assets in Europe

Youri Pasquier first graduated in international

commerce from IPAG Paris and then as an engineer

(specialising in IT at ESIEE in Paris)

While working in pioneer companies such as Club-

internet and Vivendi Universal during the 2000s he

developed his IT technical expertise (security high-

availability infrastructure high-traffic digital platforms

e-commerce) He was then involved in the

development of ViaDirect a software editor and

international integrator specialised in information and

guidance in buildings Youri put in place digital amp IoT

equipment around the world on various cloud

platforms

rs by

operations management He then joined WPO in 2018

to take char

and their security


18

Christophe Cuzol

Operations Director

LinkedIn

Herveacute Gagnaire

CFO

LinkedIn

Christophe Cuzol graduated from INSA in Lyon and

is a qualified mechanical engineer In 1999 he took

his first job in the renewable energy sector in

Germany before returning to France when the first

renewable support mechanism was launched in

2001

His first responsibilities were in the development of

wind farms and then in technical studies with more

than 200 wind measures deployed in 10 European

countries

In 2008 he set up the operating division at VSB

Energies Nouvelles This division enabled the

company to become a major player in technical

management services for renewable assets on the

French market with more than 600 MW of wind

farms and supervised photovoltaic installations

He joined WPO in 2018 to head-up the technical and

operating management services on behalf of third

parties at group level and to guarantee the same

quality of service to all its European clients

After graduating from HEC Paris Herveacute Gagnaire

began his career as a strategic and organisational

consultant in a firm founded by former consultants at

Bain amp Mc Kinsey

After ten years in the firm he then joined the

Management of System U (central retailer of Super U

stores)

After working at the textile company Jennyfer as

Director of Flow Management Herveacute then held

management control and financial management

positions in sectors such as engineering and non-

structural building works while studying for a

management accounting diploma at Cnam Intec

(Diploma obtained in 2014) Before joining WPO Herveacute

worked with SMEs as an external financial director

including the INSEAD Business School

At WPO he is responsible for corporate administration

and financial management both internally and on

behalf of third parties as well as financial consolidation

and management control of the GreenToken Project


19

22 Legal advice

CMS LEFEBVRE AVOCATS SELAFA (SIREN 722 047 164 RCS Nanterre) 2 rue Ancelle 92522 Neuilly-

sur-Seine France

The CMS network (wwwcmslaw) of which CMS Lefebvre Avocats is a member has nearly five

thousand lawyers in 43 countries and 75 offices

Missions Legal and tax validation of the business plan drawing up of commercial contracts legal and

regulatory assistance for the structuring of the GreenToken and GoCert certificate and assistance in

drafting the Information Document

23 GreenToken technology

EQUISAFE SAS (SIREN 845 383 645 RCS Paris) 18 rue des Capucines 75002 Paris France

EQUISAFE (wwwequisafeio) is a technological infrastructure provider for the issuance distribution

and management of the life cycle of Digital Assets and financial securities EQUISAFE has the status

of Payment Service Provider Agent approved by the ACPR-Banque de France under number

REGAFI 85392

Missions Design and issue the GreenToken through the EQUISAFE platform

24 Escrow and Conservation of Legal Currencies

(wwwfinuzesfr) is an Investment Services Provider (ISP) approved by the

ACPR-Bank of France under number REGAFI 19112

Missions Receive hold in escrow and custody of subscriptions made in legal currency

25 Custody and holding of Digital Assets in escrow

COINHOUSE SAS (SIREN 815 254 545 RCS Paris) 35 rue du Caire 75002 Paris France

COINHOUSE (wwwcoinhousecom) is an online platform and physical foreign exchange counter to

buy sell and store Cryptocurrencies COINHOUSE CUSTODY SERVICES is the sister company

specialising in the custody of digital assets on behalf of third parties COINHOUSE has both

mandatory registrations issued by the AMF for the purchase and sale of Digital Assets against euros

and the custody of Digital Assets COINHOUSE CUSTODY SERVICES has obtained the mandatory

registration issued by the AMF for the custody of Digital Assets

Missions Receipt holding in escrow and custody of subscriptions made in Cryptocurrencies through

a multi-authorisation system At the end of the process and on instruction conversion of

subscriptions into euros


20

26 Identification of subscribers

Lemon WAY SAS (SIREN 500 486 915 RCS Bobigny) 14 rue de la Beaune 93100 Montreuil France

Lemon WAY (wwwlemonwaycom) is a Payment Service Provider (PSP) approved by the ACPR-

Banque de France under number REGAFI 16568

Missions Identification of subscribers (KYC and KYB) anti-money laundering and combating the

financing of terrorism (AML-CFT) collection and ring-fencing of funds for subscriptions contracted

by EQUISAFE and that are in foreign currencies which are legal tender

27 GreenToken Listing

CRYPTOEXCHANGE SAS (SIREN 828 416 123 RCS Paris) 7 rue Poirier de Narcay 75014 Paris France

SAVITAR (wwwsavitario) is the platform for trading and exchanging Digital Assets carried out by

CRYPTOEXCHANGE

Missions Pricing the GreenToken on the day after the issue date and fair management of market

activity and conditions of exchange for users

28 Bank

CREacuteDIT COOPEacuteRATIF SCA (SIREN 349 974 931 RCS Nanterre) 12 boulevard Pesaro 92024 Nanterre

Cedex France

Credit COOPERATIF (wwwcredit-cooperatifcoop) is a French credit institution authorised by the

ACPR

Missions Depository of funds in euros collected by WPO after the release of the escrow accounts and

the provision of traditional banking services

3 Interests including conflicts of interest that may

affect the Public Token Offering

WPO is not aware of any internal or external situation constituting a conflict of interest that could

significantly affect the Public Token Offering or harm the public or the smooth running of the

GreenToken Project

In particular no free distribution of GreenTokens will be made before or during the Public Token

Offering with the exception of a distribution of tokens to WPO employees as described below

31 Free distribution of GreenTokens to WPO employees

As agreed with its Social and Economic Committee WPO plans to distribute 30 GreenTokens to each

WPO Group employee free of charge for each month of service (intern apprentice employee or

corporate officer) present on the closing date of the subscription period of the Public Token Offering

subject to reaching the minimum amount (Soft-cap)


21

This initiative represents a maximum distribution of around 100000 GreenTokens

The free distribution of GreenTokens is limited to 07 of the Quantity

This allotment based on length of service promotes social geographical and corporate cohesion

within the company It -term commitment regardless of their hierarchical

position or salary level

The distribution is planned to take place on the same date as that of the allocation of GreenTokens

to subscribers (See Section Time frame of the Public Token Offering) If applicable the non-allocated

GreenTokens will be placed in the Reserve

WPO employees may choose to acquire more GreenTokens in connection with the Public Token

Offering under the terms and conditions of subscription set out in this Information Document

without any particular advantage These subscriptions will not represent a significant portion of the

Public Token Offering

32 List of exposed beneficiaries

To date there are five identified beneficiaries of the Free distribution of GreenTokens to WPO

employees who are involved in the Governance of WPO and the GreenToken Project

They will receive a total of 13776 GreenTokens representing less than 01 of the total tokens to be

issued (See Figure 9 below) This quantity does not have a significant impact on the Public Token

Offering

Figure 9 List of exposed beneficiaries and details of their allocation of GreenTokens

First name Last name Function(s) and any conflict(s) of interest

Seniority Number of free

tokens of the Quantity

Bartheacuteleacutemy Rouer Chairman and co-founder majority shareholder of WPO

2008 4562 003

Duncan Levie Managing Director and co-founder minority shareholder of WPO

2010 3406 002

Lara Moretti Director of Human Resources

2012 3067 002

Alban Jehu Optimisation and Innovation Manager Member of the Investment Advisory Committee

2014 2218 001

Alexandre Bertrand Managing Director minority shareholder of WPO

Member of the WPO Investment Advisory Committee

2020 523 Not

significant

Total 13776 009


22

4 Governance of WPO

41 Governing bodies

Executive Officers WPO is a French simplified company limited by shares The executive officers assigned are those of

CEO and Managing Director and form the executive management of the company (the WPO

Directorate) These executive offices are governed by the articles of association of the company and

bull Since the creation of WPO in 2008 its CEO has been Bartheacuteleacutemy Rouer

bull Since the merger with the Irish and UK platform in 2015 its Managing Director has been

Duncan Levie

bull Since 2020 its Chief Digitalisation Officer responsible on putting in place the GreenToken

Project has been Alexandre Bertrand

Strategic Committee Th

implementation A number of decisions and acts of the WPO Directorate must be previously

authorised by a resolution of the Strategic Committee and cannot be implemented in the event of

an unfavourable decision of the Strategic Committee

Its ex officio members are the shareholders WPO executive officers

Management Committee The purpose of the Management Committee is to oversee and steer the functional and operational

governance of WPO It is structured into two sub-committees

Executive Committee (ExCom)

The ExCom is composed of the WPO Directorate and the functional directors of the company (eight

members) It provides advice and makes collegial decisions on all WPO functional and operational

topics including strategic directions the budget and proposals from the different departments The

ExCom also manages the GreenToken Project as has been seen above

Operating Committee (OpsCom)

The OpsCom

It expresses the needs and proposes the budgets and solutions that it believes are necessary for the

smooth operation of WPO operations and implements decisions with field teams and support staff

Social and Economic Committee Provided for by law put in place in 2012 the WPO Directorate and elected staff representatives meet

each month In particular they conduct an annual company climate survey open to all employees of

the WPO group in order to assess the overall level of satisfaction of employees and to work together

in implementing improvement actions


23

Investment Advisory Committee Set up in 2019 the Investment Advisory Committee advises management on the good

governance of the GreenToken Project and Production Data

For more details see Section GreenToken Project Decision-Making and Governance Mechanisms

42 Principles

The principles of governance th -control

and collegiality These principles apply to the six companies in the WPO group and to the transactions

relating to the 360 companies that have placed their trust in us

The powers and cap Delegated which is updated

annually and at each staff movement

The collegial decision-making operates through the Strategic Committee the Management

Committee the Social and Economic Committee and the Investment Advisory Committee or their

working groups

The directors and departmental heads comprise of two-person teams in the event that one of them

resilience allow for cross-approvals and minimise silo or solitude effects associated with the

responsibilities of management

43 Results

As proof of our rigorous and agile management we have observed since the creation of WPO in 2008

bull The certification without qualification of our parent company (and consolidated) accounts by

the Statutory Auditor including the 2019 accounts

bull The absence of disputes with any employee or former employees

bull The absence of commercial disputes with any client or former clients

bull The absence of any refusal of insurance

bull No insolvency

bull Completion of a company audit (URSSAF) without any penalty

bull Completion of a VAT tax audit without any penalty

5 Statutory Auditor

A Statutory Auditor has been appointed and has audited the WPO parent company financial

statements in accordance with the laws and regulations since the company was founded in 2008 It

has also audited the WPO Group consolidated accounts since the internationalisation of our activities

in 2016

The Principal Statutory Auditor is CECAM (SIREN 311 306 591 00034 RCS Paris) in the person of its

Associate Managing Director Paul Foubert (LinkedIn)


24

The mission of the Statutory Auditor has been extended5 to include this Public Token Offering

In this context it will

bull produce an audit report specific to the subscription of the Private Token Sale attesting to

the amounts effectively subscribed on the opening date of the public offering

bull produce an audit report specific to the subscription of the Public Token Offering attesting to

the Amount Effectively Collected and if it reaches the Minimum Amount (Soft-cap) and the

Maximum Amount (Hard-cap) on the closing date of the public offering

bull carry out the due diligence required to release the escrow accounts and to transfer the funds

to the bank account of WPO or where applicable to buy the tokens back from the

subscribers

bull produce an annual audit report specific to the management of GreenTokens including

events related to the issuance prices and stock of GreenTokens at each year end on 31

December

These reports are sent to the WPO Directorate and the Investment Advisory Committee They are

published on the WPO website (wwwwpoeu)

5 According to engagement letter reference CLHBPF dated 5 December 2019


25

PART 2 - THE GREENTOKEN PROJECT

1 Our Project

The GreenToken Project aims to create the conditions of trust required to accelerate the Energy

Transition through the transforming power of the decentralised web

WPO wishes to create a new energy business model based on the reliability of renewable energy

production and the involvement of all stakeholders (business and citizens)

WPOs real-time supervision of wind and solar assets enables it to collect a vast amount of data on a

daily basis either electrical mechanical meteorological etc The intelligent use of this data improves

the profitability of wind farms and solar installations by reducing production costs (eg anticipation

of maintenance problems automation of management actions etc) and maximising energy

efficiency

The use of data will also enable WPO to produce and market private real-time renewable energy

production certificates called GoCert certificates registered and transferred through a Distributed

Ledger Technology (DLT) Through these certificates and for each planned use of this technology

new solutions will be provided that will optimise existing processes beyond traditional applications

for the operation of wind farms and solar installations

The GreenToken Project is a new business model based on the issuance of GreenTokens These

tokens will be the only instruments for obtaining GoCert certificates It will also be possible to pay

using these tokens andor legal tender currencies for the other goods and services offered by WPO

and the GreenToken Network a network of professional partners operating and optimising the

production of renewable energy

By holding a GreenToken an individual or company owns a tool for optimising and certifying the

production of green energy It is also an alternative source of pre-financing and an innovative means

of payment to reward individuals and companies engaged in environmental matters The use of

GreenTokens in the renewable energy ecosystem will eventually create a true network of

professionals organised around this tool thus increasing traceability

The regulatory and tax compliance of the business plan the technical and commercial capacity to

access production data and the ability to sell GoCert certificates and GreenTokens have been

validated A Private Token Sale has been under way since April 2019

This Public Token Offering approved by the AMF will create the primary market for GreenTokens It

is planned for between 8 September and 12 November 2020

The admission of the GreenTokens to trading on one or more Digital Asset exchange platforms

scheduled immediately after the issuance of the tokens will create the secondary market


26

2 Current business model (2008-19) consultancy

intermittent and short-term by nature bring clients to

subscribe to our Asset Management Services which are recurring and long-term

These Asset Management Services provide the operational knowledge necessary for the relevance of

the Specialised Service

Figure 10 expertise

After the Public Token Offering WPO will continue to offer its historical services with the same level

of quality according to our new business model as this quality is why our clients give us access to

their data

3 New business model monetisation of Production

Data

Faced with the drive to accelerate the Energy Transition WPO has chosen to innovate

As an innovation WPO services may be exchanged for the right to access and use the Production

Data owned by our clients through our Services-For-Data innovation

This grows our Data Lake a source of Our new certified goods and services based on the knowledge

of WPO and presented below They are embodied in the form of private GoCert production

certificates accessible through our Utility Tokens the GreenTokens

Thus WPO will proceed with acquiring vast amounts of energy production data from renewable

sources in exchange for its services and then monetisating them through the Blockchain and

Artificial Intelligence


27

Figure 11 Monetisation of Production Data

31 Our Services-For-Data

Through a major commercial and contractual innovation in place since summer 2018 WPO has

acquired the right to monetise its Production Data in exchange for its historical and future

services and its new certified goods and services this is called Services-For-Data

In practice WPO sells services to its client which it invoices In return the client sells to WPO the right

to use their Production Data which it invoices Thus one invoice offsets the other

To balance the model the client is obliged to purchase GreenTokens from WPO When the contract

is recurring the purchase of GreenTokens is also recurring

The client may also purchase GreenTokens from other holders or from the Digital Asset exchange

platform(s) on which the GreenTokens will be admitted for trading

As a result Services-For-Data is a powerful growth lever that feeds our Data Lake substantially

Figure 12 Services-For-Data contractual features (Click on the frame or here)


28

32 Our Data Lake

Positioned on an extensive and economic Redshift Cluster (multi-nodal cloud-based Amazon Web

Service data warehouse) our Data Lake contains more than 645 Gigabytes of production data

Already remarkable in size and quality it is now growing exponentially (+30 per annum)

Our digital remote management platform is compatible with most of the markets SCADA systems

It extracts and standardises the Real-time Production Data For example the task planner

automatically launches approximately 250000 daily tasks mainly imports to or operations on our

data warehouse

Developed for the operational needs of WPO it is now sold in exchange for euros or GreenTokens

under a SaaS licence under the name WPO Dashboard to world-renowned clients6 owners of wind

farms and solar installations in 12 European and overseas countries

Figure 13 Screenshot of WPO Dashboard

Its main role today is to unify the various data sources so that the production data is in a

homogeneous structure for storage and visualisation purposes

On this solid and industrialised base our first algorithms have already been validated and are used

daily by our engineers

Today developed on the basis of algorithms by our engineers already allow us to

simulate the behaviour of power plants under given conditions WPO has thus been able to detect

the issues requiring immediate corrective action or recommend operational improvements and

predictive maintenance actions valued at around 7 million euros of additional production

6 For example Allianz Capital Partners (Allianz Group) and Total Quadran (Total Group)


29

For the future we are considering deploying high value-added Artificial Intelligence systems in a Big

Data environment in partnership with our clients and other members of the GreenToken Network

33 Our GoCert

Hitherto we have been known as the European manager of positive energy We now wish to become

trusted third-party high-tech certifier

Using Distributed Ledger Technology (DLT) WPO creates private secure and reliable production

certificates called GoCerts

Each GoCert cert

certified goods and services

A separate GoCert certificate type will be created for each line of certified goods and services

marketed by WPO These lines are described in the Section Our new certified goods and services

below

Each GoCert certificate is issued in real time from production sites and is linked by a computer key to

all the production data stored in our Data Lake (eg meteorological geographical pricing etc)

Figure 14


30

In the field WPO will equip the facilities it supervises with very-low-consumption (or even standalone)

IoT type Oracles acting as secure data capture tools and as trusted entry points for our Distributed

Ledger Technology (DLT)

The GoCert Consortium will certify the uniformity authenticity and history of ownership of GoCert

certificates

Ownership of a GoCert certificate may be obtained on the GoCert Consortium in exchange for

GreenTokens by using Smart Contracts Once the GoCert certificate is cancelled (voluntarily or

failing that on the expiry date ie 36 months after the issuance of the certificate) it will allow its last

owner to benefit from a positive unique and reliable contribution to the development of energy

production from renewable sources (see the Section Value analysis)

GoCert certificates will feed the various lines of monetisation of the Production Data developed by

WPO through its new certified goods and services

The value in euros of GoCert certificates will be set by WPO for each line of monetisation of the

Production Data

The value of all GoCert certificates assigned to the client will be equal to the services provided by

WPO for this client

Under no circumstances will the transfer of ownership of a GoCert certificate result in the transfer of

ownership of the Production Data that the certificate represents

Finally the only instrument by which GoCert certificates may be obtained will be our Utility Token -

the GreenToken - which is the compensation unit for the work of calculation and operation (also

called Gas) of the GoCert Consortiums Smart Contracts

34 Our GreenToken

We have created our own Utility Token called GreenToken which is the instrument needed to

acquire GoCert certificates through the GoCert Consortium

GreenTokens are issued by WPO on a public network accessible by everyone around the

world and at any time The transactions stored therein are encrypted non-modifiable

non-deletable accessible in read mode by everyone without a central governance body

and fully decentralised

GoCert certificates will be issued by WPO on a semi-permissioned Distributed Ledger

Technology (DLT) the GoCert Consortium where each of the thirty participants will have

a node of the network in its infrastructure and where a sufficient number of participants

will need to validate transactions to add a block to the chain


31

The GreenToken and the functions rights and obligations attached to it are described in PART 3 -

RIGHTS AND OBLIGATIONS ATTACHED

35 Our new certified goods and services

Anyone will be able to exchange GreenTokens for WPOs new goods and services Even if the price of

these new WPO goods and services is still expressed at market value in foreign currencies their

corresponding value in GreenTokens their Utility Value will be accepted by WPO

WPO will offer industry players not only more efficient secure and transparent applications but also

a new business model and where applicable a new revenue Partnerships will therefore be facilitated

and encouraged Through multilateral and decentralised exchanges everyone will be able to better

manage their contributions and make use of their contributions to accelerate the Energy Transition

There are already and will be a network of partners in our professional ecosystem the GreenToken

Network which will also accept the GreenToken as a means of exchanging their own goods and

services

The Project is intended to operate in all countries where WPO is active regardless of the outcome

and where applicable the terms of Brexit

Specifically WPO has developed its Information Systems to promote the use of GreenTokens in the

energy sector according to the four lines of monetisation of the Production Data via GoCert

certificates presented below

GoCert1 - enhanced technical expertise

Case of WPO

service offering (see Section Our historical services ) The client base business flow and European

footprint will be gradually converted to the new business model

In practice anyone - historical or new client data holder or not - will be able to exchange their

GreenTokens for analyses audits advice expertise inspections licences tests and measurements

etc carried out by WPO These services are a source of Production Data which will feed our Data Lake

in return


like the receipt issued on payment by credit card for example The value of all GoCert certificates

assigned to the client will be equal to the services provided by WPO for this client

WPO will also produce indicators of general interest for the general public to contribute

to the sharing of knowledge and the dissemination of technical and economic markers

for renewable energy These will be published online and will allow for example the

benchmarking of its performance with existing plants or resource or

production index to ensure reliability of its own indicators and to monitor the progress

of the Energy Transition in its region or in the world


32

l size and is growing at an exponential rate This data is valued

by the continued development of algorithms including Machine Learning Algorithms so that WPO

services continue to improve in quality and efficiency and thus strengthen its position as an

undisputed leader in its historical business

The implementation of this enhanced technical expertise depends solely on our know-how and the

quantity of available Production Data which is quickly growing

Case extended to the GreenToken Network

ill also be able to accept the GreenToken as a

means of exchanging their own goods and services (see Section GreenToken Network) and will allow

the issuance of the corresponding GoCert certificates

GoCert certificates proof of purchase of goods and services from the GreenToken Network could

ultimately become proof of a contribution to the Energy Transition

This service will be operational at the end of the Public Token

will launch the GoCert Consortium and enable it to achieve the required maturity to serve as the

below

HOW IT WORKS

A WPO client wishes to have an assessment of a renewable power plant

bull WPO submits a quote with equivalent value in GoCert certificates and

GreenTokens

bull Client mandates WPO

bull WPO carries out the examination and invoices for its service

bull The client must have (and if necessary acquire) GreenTokens to purchase the

required number of GoCert certificates

bull The clients GreenTokens are exchanged for the required number of GoCert

certificates issued by WPO

At the end of the transaction

bull The client has received its assessment report and the GoCert certificates which he

can take advantage of

bull WPO has received the GreenTokens and if any the Production Data recorded in

its Data Lake


33

GoCert2 - Short circuit electricity trading With the programmed stoppage of public subsidies for the production of energy from renewable

sources and with the spread of green electricity offers the dynamics of prices and energy supply will

become even more erratic As a result speculation on Power Purchase Agreements will intensify

In keeping with its mission to contribute to creating the conditions of trust in the Energy Transition

WPO will be able to provide reliable and decentralised contractual solutions between producers and

off-takers through the Smart Contracts of the GoCert Consortium Distributed Ledger Technology

(DLT)

GoCert certificates will represent the contractual value of traded electricity and GreenTokens will be

needed by the co-contracting parties to access the trading service

These Smart Contracts will be marketed by WPO under the name Smart PPAs or blockchain Power

Purchase Agreements They will be designed to provide End-to-End traceability and to emulate the

contractual features of the value chain of each megawatt hour

This solution capitalises on the ability of Distributed Ledger Technology (DLT) to remove the role of

intermediaries in traditional business and in this case energy In 20177 companies actively

consumed around 465 terawatt hours of electricity from renewable sources a comparable figure to

the electricity consumption of a large economy such as France and its 67 million inhabitants

WPO plans to achieve a granularity level of exchanges as fine as those of collective or individual

consumption for example

business position alongside producers and other

market players (aggregators suppliers) to test our Smart PPA pilot offer within 24 to 36 months of

7 Forward-

IRENA (Source)

Power Purchase Agreement also embodies the will of electricity consumers who

wish as the case may be to promote the construction of new facilities (additionality

concept) local facilities close to its consumers to develop an economic activity close to its

allow the

demonstration of this commitment monitoring real-time consumption and production

using Blockchain and S

CAP GEMINI 27052019 (Source)

Not all electricity suppliers are the same Many of them deceive consumers by offering

green electricity supplies that are in fact not renewable power offers [] By changing

electricity provider we can therefore become a player in the energy transition Alix

MAZOUNIE Energy Campaign Manager at Greenpeace France on 28092018 (Source)


34

the Public Token Offering However the implementation of Smart PPAs will depend on the rate at

which wind farms and solar installations no longer rely on subsidies and the maturity of a market free

of public support mechanisms

GoCert3 - The provision of high-reliability certificates to Certificate Markets Because blockchain certificates are an obvious perfectly reliable and cost-effective traceability

solution the Certificate Markets will at maturity whole heartily adopt them

For the first time in the world a project to issue energy certificates in the form of WPO GoCert

certificates has been brought to the required industrial and commercial scale8

WPO will therefore enhance the value of the GoCert Consortium vis-agrave-vis the Certificate Markets by

supplying GoCert certificates as White Label certificates and thus contribute to creating the

conditions of trust in these different labelling mechanisms

GoCert certificates issued by WPO will be the reliable unbranded digital support for a given

Certificate Market which will acquire them from WPO and issue them under their official name

GreenTokens will be required for users at each stage of the certificate life cycle (issuance transfer

export etc)

Initially we are considering the Market of Certificates of Guarantees of Origin targeting the

ified by RECS International9

Figure 15 Certification of renewable energy production Source USA Environmental Protection Agency

European North American or Asian national registry managers of Guarantees of Origin (or equivalent)

will be able to acquire GoCert certificates as White Label certificates They will formally issue them in

8 Quote from Isabelle Kocher former chairwoman of the ENGIE energy group during the presentation of the GreenToken Project on 9 February 2019 at the Top 2019 organised by the French Association of Private Enterprises (AFEP)

9 Opinion report in Engits summary in French (Source)


35

their name in the form of blockchained Guarantees of Origin (or equivalent) on their respective

Certificate Markets

The GoCert Consortium will create the conditions for the compatibility of international certificate

systems (such as the European EECS the North American REC or the I-REC for the rest of the world)

and the conditions for interoperability

Inclusively Certificate Market players including national registry managers will be invited to

participate in the GoCert Consortium as the network authority ie its administrators with the same

rights as WPO

If the GoCert Consortium administers the registers in an extremely reliable manner the reliability of

the input Production Data that feeds them will also be guaranteed Indeed Oracles installed by WPO

on the production sites will evaluate the data from End-to-End In addition this data is systematically

certified at source by two third parties that are independent trustworthy and long standing

1 On the one hand the electricity distribution or transmission network operator acting as the

operator of the electric meter who measures the quantities of electricity injected by the

power plant on its network and

2 On the other hand the statutory auditor of the company that owns the power plant which

independently corroborates with third-parties and validates the invoicing and payment of

these quantities by a market participant aggregator or buyer

According to the projection of the RECS International Association (Figure 16 see below) the Market

of Certificates of Guarantees of Origin will reach its maturity from 2022-23 By then the number of

Guarantees of Origin sold and cancelled will equal the number of Guarantees of Origin issued in

Europe for a volume of approximately 1100 terawatt hours ie approximately 11 billion certificates to

be issued

We want

of the Certificates Market (aggregators suppliers and above all registry managers) to test our White

Label offer within 24 to 36 months of the Public Token Offering

look very closely at the various developments in blockchain technology and consider

that this technology could support the Guarantees of Origin me Dirk VAN

EVERCOOREN President of the AIB - ASSOCIATION OF ISSUING BODIES in The

Renewable Energy Journal special edition March 2019 (Source)


36

Figure 16 European Market of Certificates of Guarantees of Origin 2016-2025 in terawatt hours Source RECS International GO Monitoring 2018 Report

GoCert4 - The provision of digitalized insurance tools for renewable energy WPO has been active in claims and claims management and insurance brokerage in the renewable

energy sector since 201410 In an increasingly competitive and highly financialised sector WPO

certification tools developed as part of the GreenToken Project will also be able to help optimize some

aspects of the current insurance market

Firstly this can be done by automating the declaration phase of a cover or claim Indeed Distributed

Ledger Technologies and in particular the automatic performance of Smart Contracts allow us to

avoid the traditional declaration (form claim verification triggering compensation) for a whole series

of risks whose severity or compensation are now uneconomical for both the insured and the insurer

As a loss adjuster certifier of the production it supervises WPO is naturally able to initiate the Smart

Contracts for the automatic handling of claims in respect of certain covers and losses

10 Through its sister company ENRSUR SAS a company of the WPO group registered with the Paris Trade and Companies Register under the SIREN number 804 735 777 and the Register of Insurance Intermediaries under number ORIAS 140 065 63

69

6

718 79

1

853 920 99

3

107

1

1155 12

46

134

4

234

197 17

6 144 10

7 64 16

0

0

0

225

258 27

7 303 33

2 363 39

7 435

47

6 520

0

200

400

600

800

1000

1200

1400

1600

1800

2000

2016 2017 2018 2019 2020 2021 2022 2023 2024 2025

Production not certified because of receiving subsidiesstate aids

Production available for certification with Guarantees of Origin

Production for which Guarantees of Origin are issued

Total Guarantees of Origin Cancelled


37

ent in an orderly fashion

allowing for a statistical comparison of a claim (cover or loss) to a representative operational reference

for a given compensation scheme both for damage to equipment and associated production losses

GoCert certificates will represent the contractual value of the loss or the negotiated cover and

GreenTokens will be necessary for the co-contracting parties to access the automated declaration

service

These Smart Contracts will be marketed by WPO under the name Smart CLAIMS or blockchained

claims

Beyond that an insurance model based on our Smart Contracts could be that of index-based or

parametric insurance ie insurance linked to an index such as wind speed or solar irradiation The

Smart Contract between the client and WPO (or the insurer) could stipulate that a payment is made

after a number of days without enough wind or sun The contract is based on reliable external

meteorological data allowing Oracles to automatically trigger a payment without the intervention of

a loss adjuster or the need for the insured to make a claim

This model also applies to the case of warranties granted by manufacturers and maintenance

companies A Smart Contract between a client and WPO (or the manufacturer or maintenance

company member of the GreenToken Network) may stipulate that a payment be made after a

number of days of equipment failure or when a component is replaced or certified as being defective

by the control system or if the work is not completed within the guaranteed time frame

We want

manufacturers and insurance market players (insurers brokers and loss adjusters) to test our Smart

CLAIMS offering within 24 to 36 months of the Public Token Offering

4 Legal and regulatory aspects specific to WPO or the

GreenToken Project

s consulting and asset management services in the energy sector

The new WPO business model will be based on the issuance of private certificates and cryptographic

tokens Since this model is disconnected from the supply of energy to end-consumers it is

independent of the Guarantees of Origin moreover exclusively financed by private funds freely

allocated it does not constitute or affect any state aid scheme We have taken care to validate its legal

Blockchain technology is a unique point of truth on which we can build partnerships

Above all it is a means by which we can respond to our clients faster and offer the best

possible service by optimising processes and identifying low added value tasks

Crozier Head of the Global Blockchain Skill Centre at ALLIANZ TECHNOLOGY (Source)


38

basis and have received nihil obstat11 from the relevant departments of the European Commission

and the authorities of our key markets

41 European Commission

DG for Energy The Directorate-General for Energy confirmed in writing that our GoCert certificates are not

Guarantees of Origin and are not incompatible with the European framework for Guarantees of

Origin

DG for Competition The Directorate-General for Competition confirmed

renewable sources could sell their data to WPO and participate in WPOs certificate and token system

without affecting their right to state aid granted under public financial support schemes

42 France

bull President of the Republic - Energy Environment and Transport Council [o]

bull President of the Republic - Councillor for Digital Transition [o]

bull Prime Ministers Office - Technical Energy Adviser [o]

bull Ministry of Economy and Finance - Treasury Directorate-General (DG Tresor)

bull Ministry of Economy and Finance - Tax Legislation Directorate (DLF) [o]

bull Ministry of Ecological and Community Transition - Office of the Minister [o]

bull Ministry of Ecological and Community Transition - Directorate-General for Energy and

Climate (DGEC)

bull Agency for the Environment and Energy Management (ADEME) [o]

bull Financial Markets Authority (AMF)

bull Banque de France [o]

bull Caisse des Deacutepocircts et Consignations [o]

bull Bpifrance [o]

43 Ireland

bull Commission for Regulation of Utilities (CRU) [o]

11 When nihil obstst has been given orally the relevant authority is followed by the symbol [o]

guarantees of origin of electricity produced from renewable sources ie for the

purpose of demonstrating the origin of electricity supplied by a supplier in

connection with a commercial offer the issue and transfer of GoCert certificates are

not likely to call into question the contracts referred to in articles L121-27 L311-12

L314-1 L314-18 and where applicable L314-26 of the French Energy Code as

provided for by paragraphs 3 and 4 of article 314-

DGEC - Letter of 1 July 2018


39

bull Department of Communications Climate Action and Environment (DCCAE)

44 Sweden

bull The Swedish Energy Agency (Energimyndigheten)

45 United Kingdom

bull Office of Gas amp Electricity Markets (OFGEM)

bull Department for Business Energy amp Industrial Strategy (BEIS)

5 Deployment Strategy

51 Access to Production Data

The renewable electricity production Data Lake compiled on W or secured through

contractual commitments (or options) already represents a volume of approximately 100 terawatt

hours or the annual electricity consumption of approximately 17 million Europeans

The Production Data comes from our continuous supervision of a portfolio of more than 600 wind

and solar sites operating in 12 European countries for more than 10 terawatt hours a year

Figure 17 Hourly import of Production Data to WPO servers (click on image or here)

The first results are conclusive In 12 months the industrial capacity of one gigawatt has already been

secured under the Services-For-Data model and more than two additional gigawatts are currently

the subject of advanced discussions

Future mandates will concern new clients based on a transformation drive staggered over the 2018-

2022 period (see Figure 18 below)


40

Figure 18 Deployment forecast of the Services-for-Data model and quantity of Production Data on WPO systems

To realise this potential we have developed standardised connection acquisition and storage

technologies that can quickly be deployed on a very large scale and at controlled costs

52 Create a long-term buyer category of GreenTokens

Our traditional clients are required to buy GreenTokens from WPO as long as they want to benefit

from Our Services-For-Data It works in a way similar to mutual societies or cooperatives that require

their customers to become members prior to having access to their goods or services to perpetuate

the model

As a result of this compulsory acquisition purchases of GreenTokens grow with the growth of WPO

according to the principle one GreenToken bought is worth [X] euros of services effectively provided

by WPO which services have at each moment a real market value

Between April and December 2019 90000 GreenTokens had already been purchased and paid at

Nominal Value to WPO by some of our clients institutional infrastructure fund managers and

alternative energy producers in seven countries (France Sweden Finland Ireland Italy United

Kingdom and Sweden)

85 90100

113129

165

314

750

70

700

0

10

20

30

40

50

60

70

80

90

100

2017 2018 2019 2020 2021 2022 2023 2024

Standard Services Services-For-Data WPOs Data Lake (TWh)

ess model is that its traditional clients alternative producers

and regulated investment fund managers are contractually committed to the recurring

purchase of GreenTokens at market value each year for periods of up to ten years A

category of long-term buyers is thus created Subsequently WPO plans to register a

price-floor for new contracts to support the trading price of the tokens


41

In 2020 the contractual purchase and sale not yet invoiced at Nominal Value of more than 100000

GreenTokens by 8 different clients has already been secured And we are observing an acceleration

in demand (see Section Sales below)

For the period 2020-2029 recurring contractual commitments and options to purchase GreenTokens

now secured stand at 16 million euros and 14 million euros respectively

Our traditional clients will be inclined to use their GreenTokens to access Our new certified goods and

services If they need more GreenTokens they could first obtain them from the other GreenToken

holders on the Digital Asset exchange platform(s) and where applicable from WPO

Gradually our new order book will be Tokenised (see Tokenisation) while our existing order book

and business flow will allow for a smooth transition to the New business model monetisation of

Production Data

53 Create a primary market and a community of GreenToken

buyers

By offering the public the opportunity to buy our tokens through the Public Token Offering we aim

to establish a community of GreenToken users to respond to the drive to accelerate the mobilisation

and promotion of renewable energy

54 Create the conditions to ensure liquidity of GreenTokens

underpinned by the unavoidable growth of the renewable energy sector

GoCert certificate exchanges will be directly linked to the expansion of Our new certified goods and

services To obtain GoCert certificates GreenTokens must first be acquired

The trading of GreenTokens will therefore first be stimulated by the demand of clients

network of professional partners (as defined in the Section GreenToken Network) interested in

participating in GoCert certificate exchanges

Finally GreenTokens will be exchangeable on one or more Digital Asset exchange platforms Their

value will depend on the level of supply and demand (see Section GreenToken listing)

55 Organise the expiry of GreenTokens

GreenTokens which will be redeemed by WPO in exchange for GoCert certificates in connection with

Our new certified goods and services excluding Gas transaction fees and annual fees will be

cancelled (destroyed) within eight days As the GreenTokens are fixed this will result in a gradual

reduction in the number of GreenTokens available over time

Additional GreenTokens could be issued in connection with a change in technology (see Section

GreenToken technology)


42

6 Value analysis

61 For GoCert certificate owners

Because they are proof of work in favour of the production of energy from renewable sources produced here and now GoCert certificates allow their owners to certify on a voluntary basis their contribution to the development of this production and the Energy Transition

GoCert certificate holders will have the tool both new standard and proof of purchase of Our new

certified goods and services to stimulate the increase in electricity production from renewable

sources They may take advantage of a voluntary approach to assessing responsible investments

Evaluation frameworks and supports to socially responsible investments which include

environmental social and governance criteria in addition to the purely financial criteria are rapidly

evolving in Europe and across the world Today WPO makes available to the greatest number an

alternative tool to achieve a voluntary contribution to the Energy Transition

The RE100 initiative and public procurement12 demonstrate a growing global institutional demand

for renewable energy sources But this mobilisation is still incomplete All stakeholders unlisted

companies start-ups cooperatives and individuals must also be able to participate

The GoCert tool aims to create the necessary conditions of trust in the energy sector through the

transforming power of the decentralised web to ensure as many stakeholders as possible can

accelerate the Energy Transition

It should be noted that the GoCert certificates issued by WPO are not Guarantees of Origin Their

purpose is not to demonstrate the source of energy provided by a supplier to an end consumer

GoCert certificates are proof of a voluntary contribution to improving the production of renewable

energy sources

12 See note 7 above

responsible medium-sized

companies such as F2A to participate in the energy transition directly and transparently

through the acquisition of GoCert certificates F2A therefore participates in the financing

of 110000 MWh produced from renewable energy sources The use of blockchain

technology secures the traceability of our certificates and irrefutably certifies the

production of renewable energy to which we participate in all confidence Jean-

Philippe Margrita Managing Director F2A


43

62 For GreenToken owners

GreenTokens are Digital Assets classified as Utility Tokens within the meaning of article L54-10-1 of

the CMF GreenTokens are the only instrument for obtaining GoCert certificates and the full range of

and the GreenToken N

In the GreenToken Public Offering WPO offers GreenTokens at a Subscription Price of between 5 and 50 below their Nominal Value (see Section GreenToken Subscription Price)

Subsequently the value of GreenTokens and GoCert certificates will not be correlated However the

higher the traded price or volume of GoCert certificates the higher the Exchange Value of

GreenTokens could be by influence positively impacted13

Conversely a decrease in the traded price or volume of GoCert certificates could adversely affect the

Exchange Value

63 For producers of energy from renewable sources

All goods and services provided to our clients may be covered by WPO in return for access to

production data and the acquisition of GreenTokens (see Section Our Services-For-Data) In other

words the GreenToken Project creates a new revenue for renewable energy producers

Our innovation is a powerful growth lever that substantially underpins our Data Lake analysis

algorithms and ultimately WPO Artificial Intelligence systems or the GreenToken Network The

community of renewable energy producers thus has access to more qualitative transparent and

shared information

64 For local communities

Community actions will be undertaken by WPO as soon as the Target Amount of the Public Token

Offering is exceeded (See Figure 24) They will take the form of local community or participatory

initiatives in support of the Energy Transition They will be selected by the Investment Advisory

Committee which will communicate to the public their social and environmental performance

The Community actions thus envisaged are non-profit investments such as contributions to the

financing of renewable energy production facilities and promotional actions and contributions to

promote their acceptance and effective integration

WPO will also produce indicators of general interest to the general public and companies to

contribute to the sharing of knowledge and the dissemination of technical and economic markers of

renewable energy in local communities

In the event that the Maximum Amount (Hard-cap) is reached the allocation in favour of Solidarity

actions would amount to 750000

13 See also the Section Organise the expiry of GreenTokens


44

7 GreenToken Project Decision-Making and

Governance Mechanisms

71 Investment Advisory Committee

Missions The Investment Advisory Committee is an independent body dedicated to assisting the WPO

Directorate in the governance of the GreenToken Project and communicating to stakeholders

In particular the Committee is responsible for advising the WPO Directorate and for issuing public

statements on the issuance sale stocks of GreenTokens and GoCert certificates and the use of funds

invested in respect of the commitments particularly strategic commercial technological and

solidarity commitments made in this Information Document

The Committee also ensures the implementation of data governance which deals with organisations

and procedures at WPO to oversee data collection security and use In particular it ensures

compliance of the GreenToken Project with the European Data Protection Regulation (GDPR) in

relation with the WPO Data Protection Officer

Arrangements

Composition

The Committee is composed of at least six members and up to twelve members half of which must

be external to WPO

bull A President external to WPO

bull Three members appointed by WPO

bull Up to three external members who bring their technical skills in renewable energy

Blockchain technology andor Artificial Intelligence

bull Up to six members representatives of WPO clients subscribers of the Services-For-Data offer

andor of GreenTokens

Members are appointed for a term of three years In the event of vacancy or renewal the Committee

shall co-opt the candidate(s) proposed by the Chair or failing that by at least one-third of its

members

Upon appointment members sign a declaration of absence of conflict of interest and adhesion to the

arrangements of the Investment Advisory Committee In the event of a serious or repeated breach of

its ethics the Chair may submit to a vote by the Committee the reasoned exclusion of a member In

this case the member concerned does not participate in the vote

Remuneration

Members will be entitled to receive remuneration in euros and will be paid in a legal tender currency

upon presentation of supporting documents The remuneration is decided by the WPO Directorate

and is reviewed annually It is made public in the annual audit report specific to the management of

GreenTokens prepared by the Statutory Auditor


45

Decisions of the Committee Quorum

Decisions of the Committee including those taken by the Committee relating to the issuance of an

opinion or public statement shall be taken by a simple majority The President shall have a casting

vote if no majority is formed The quorum is reached when half of the members present express

themselves and half of them are external to WPO

Obligations of WPO

The WPO Directorate must consult and obtain the reasoned opinion of the Investment Advisory

Committee prior to its decision to incur any expense investment or sale of more than one hundred

thousand euros ( 100000) relating to the GreenToken Project By definition the Committees

opinions are advisory

WPO Directorate must provide the Committee with the means and resources needed to carry out its

duties

In the event that no quorum is assembled on two occasions or in case of force majeure incapacitating

the Committee the WPO Directorate will take over the Obligations and capacities of the Committee

until its capacity is restored

Obligations and capacities of the Committee

The opinions of the Investment Advisory Committee given to the WPO Directorate and the content

of their exchanges are confidential

The public statements of the Investment Advisory Committee never precede an opinion of the

Committee to the WPO Directorate and a reasonable response period from the WPO Directorate to

the Committee

At any time the Investment Advisory Committee has the capacity to produce opinions and public

statements in relation to its missions regardless of the opinions and public statements of the WPO

Directorate stakeholders of the

GreenToken Project of changes in the Project or significant elements affecting it The information

provided by the Committee is true factual and complete

At least once a year the Committee publishes on the WPO website (wwwwpoeu) an activity report

of the GreenToken Project over the past period supported by the report of the Statutory Auditor

specific to the management of tokens over this period (see Section Statutory Auditor) This activity

report informs the public of the issuance sale and stocks of GreenTokens (including self-held tokens)

and GoCert certificates and the use of invested funds

The Investment Advisory Committee has authority over the Community actions that will be

undertaken as soon as the Target Amount (Target) has been exceeded (See Figure 24) These actions

are not-for-profit investments in local community or participatory initiatives in support of the Energy

Transition

The Investment Advisory Committee has authority on deciding the Exchange Value in the event of

listing on several Digital Asset exchange platforms (see Section Exchange Value)

The Investment Advisory Committee also intervenes during the subscription period and at the end

of the Public Token Offering


46

During the subscription period of the Public Token Offering the Committee oversees subscriptions

and verifies the interim calculations of the Amount Effectively Collected by WPO

At the close of the Public Token Offering

bull The Committee verifies the final calculation of the Amount Effectively Collected by WPO and

in the person of its chairman puts its sign

a public declaration

bull The Committee in the person of its chairman conducts the due diligence required for the

opening of the escrow accounts or where applicable repays funds to the subscribers

Founder members

Chairman

bull [A civil society personality independent of WPO will be appointed before the Public Token

Offering]

Members WPO Professionals

bull Alexandre Bertrand Manging Director Digitalisation and Data - Linkedin

bull Youri Pasquier Information Systems Director - Linkedin

bull Alban Jehu Technical Product Manager Optimisation amp Innovation Group - Linkedin

Members Independent Experts

bull Imtiaz Adam Founder and Director of the Machine Learning Department at Deep Learning

Strategies Ltd - Linkedin

bull Philipp Schulden COO of the Frankfurt School Blockchain Center (FSBC) - Linkedin

Members WPO clients GreenToken subscribers

bull AREAM Renewables (1 member) - Markus Voigt - Linkedin

bull GOODYIELDS CAPITAL (1 member) - Christian Auer - Linkedin

72 Subscribers to whom the offer is addressed and any restrictions

For the Public Token Offering priority is given to natural and legal persons residing in France

individuals associations professionals companies or communities etc wishing to access the goods

and services offered today and in the future by WPO and the GreenToken Network

GreenTokens andor the Information Document may be subject to restrictions with regard to certain

persons or in certain cases under national regulations applicable to such persons or countries

including citizens andor residents of the United States of America

No action has been taken or will be taken by WPO to obtain any licence authorisation visa approval

or other form of authorisation prior or subsequent from any foreign authority for WPO GreenTokens

Authorisation

the dissemination of all or part of this Information Document in a country or jurisdiction where such

an Authorisation is required Accordingly GreenTokens may not be offered or transferred directly or

indirectly nor may this Information Document or any circular prospectus presentation advertising

or other offering material concerning the GreenTokens may be distributed in whole or in part from


47

or to a destination or published in a country or jurisdiction where such action is prohibited or for

which such Authorisation is required for WPO the Information Document andor the GreenTokens

In this regard WPO has not taken any action to allow the GreenToken Public Offering or the

distribution of the Information Document in a jurisdiction other than France In addition no one is

permitted to disclose information or make statements regarding the issuance or sale of GreenTokens

other than that contained in the Information Document

Accordingly whether directly or indirectly GreenTokens will not be offered or sold and the

Information Document and any other document relating to the Public Token Offering may not be

distributed or published in any other jurisdiction that requires such an Authorisation for WPO andor

of the GreenTokens A description of some of these restrictions on the offer and sale of GreenTokens

and the distribution of this Information Document is provided in PART 9 - APPLICABLE LAW

RESTRICTIONS AND JURISDICTION

The subscription of GreenTokens implies in particular an undertaking is given to WPO not to transfer

GreenTokens andor the Information Document in countries requiring an Authorisation In addition

the subscription agreement implies a commitment to stipulate in any contract for the transfer of

GreenTokens to a third party for the benefit of WPO that the beneficiary of this transfer will not

transfer GreenTokens andor the Information Document in countries requiring an Authorisation for

GreenTokens andor for the dissemination of all or part of this Information Document

8 GreenToken Project Business Plan

81 Our objectives at a glance

Figure 19 5-year growth objectives

Objectives 2019 2020 2021 2022 2023 2024 TOTAL

GROW GW 5 7 9 19 72 216 216

TWh 10 13 16 36 149 435 660

SCALE-UP Team 73 77 87 88 154 209 209

CASH EUR (millions) 6 8 9 16 42 107 189

Cumulatively over five years we intend to

bull GROW oversee a portfolio of 216 gigawatts and certify 660 terawatt hours of production

through Our new certified goods and services

bull SCALE-UP employ 209 professionals among the most experienced and passionate

professionals in the sector

bull CASH generate 189 million euros in revenue and cash flow from the sale of GreenTokens to

finance all of the above transactions The funds collected during the Public Token Offering

(assuming the Target Amount is reached) are factored in for 2020 and 2021

The Public Token Offering is the real lever of launch of the GreenToken


48

82 Timeline

With the onset of digitalisation WPO acquires vast amounts of Production Data from renewable

energy sources and monetises this data through Blockchain technology and Artificial Intelligence

Figure 20 Timeline

83 GreenToken Project Timeline

Initiated in the winter of 2018 the GreenToken Project was developed with the support of our clients

our supervisory authorities and our partners across Europe


access the Production Data the ability to sell GoCert certificates and GreenTokens have been

validated

A Private Token Sale has been under way since April 2019 and the Public Token Offering is expected

between September and November 2020 The aim is to deliver the GreenTokens and complete the

Listing of the Tokens by the end of 2020 and to deliver the Minimum Viable Consortium of the GoCert

certificate and issue the first GoCert certificates in 2021

Figure 21 GreenToken Project timeline

2018 January Launch of the GreenToken Project

June Proof of Concept (POC) of GoCert certificates and GreenTokens with DAG

technology

July Administrative approval by the French Directorate-General for Energy and

Climate (DGEC)

August Administrative approval by the Swedish Energy Agency

(Energimyndigheten)


49

September Vote at first reading of the PACTE law governing in particular the regime

for public token offerings in France

December Tax validation by the Tax Legislation Directorate (DLF)

2019 January

Administrative approval by the DG for Competition of the European

Commission

February Administrative approval by the DG for Energy of the European Commission

April First Private Sale of GreenTokens through simple Vesting to a French buyer

May - Promulgation of the PACTE law governing ICOs in France

- Sale of the first GoCert certificates to F2A

June Administrative approval by the Irish Department of Communications

Climate Action and Environment (DCCAE)

July 900 megawatts supervised by WPO secured under the Services-For-Data

contract model

August

- First Private Sale of GreenTokens through annualised Vesting over ten

years in France Germany Finland Italy and Sweden for wind and solar

power plants

- First gigawatt serviced by WPO and secured under the Services-For-Data

contract model

October First Private Sale of GreenTokens through simple Vesting to German

institutional buyer

November

- First Private Sale of GreenTokens through annualised Vesting over five

years in the United Kingdom for a wind power plant installation

- Audit of the WPO order book by the Statutory Auditor

December Security audit of WPO Information Systems

2020 January

fully subscribed in less than 24

hours

April Security audit of the Distributed Ledger Technology (DLT) - underpinning

GreenTokens

May - Obtention of the optional visa ICO20-189 from the AMF

- Opening of the reservation of GreenTokens

July parametering in compliance with the

provisions contained in this Information Document


50

August Proof of Concept (POC) of the GoCert certificate under Tezos technology

September Opening Tuesday 8 September

October Public Token Offering (See Time frame of the Public Token Offering)

November

Closing Thursday 12 November

- Publication of the result of the Public Token Offering

- Issuance of the GreenTokens and if applicable cancellation (destruction)

of unsold GreenTokens

December

- Attribution of GreenTokens to subscribers

- GreenGreenToken listing

or (in case the Minimum Amount [Soft-cap] is not reached)

- Repayment of subscriptions

2021 March

- Delivery of the Minimal Viable GoCert Consortium

- Issuance of the first GoCert certificates


See also Sections Time frame of the Public Token Offering and GreenTokens time frame of use

84 Milestones

Technical In 2018 and 2019 our Blockchain-pilot produced 110000 GoCert1 certificates representing 110

gigawatt hours of green electricity production from ten wind sites in France We secured the ability

to issue around 15 million GoCert1 certificates representing 1500 gigawatt hours from nearly 200

wind and solar photovoltaic sites operating in 7 European countries

Figure 22 Example GoCert certificates produced by WPO


51

In 2020 we doubled this ability to issue GoCert1 certificates to reach a volume of 3000 gigawatt

hours We produce proof of concept of the GoCert certificate in PoS technology (eg Tezos)

Regulations The GreenToken Project is intended to operate in all countries where WPO already services wind and

solar power plants regardless of the outcome and where applicable the terms of Brexit (see Section

Legal and regulatory aspects specific to WPO or the GreenToken Project)

In particular the Competition Directorate of the European Commission has informed us that

Furthermore we are expanding our consultations with the administrations of each Member State of

the European Union based on the progress of our commercial deployment

Taxes We received a statement (tax rescript) from the Tax Legislation Directorate of the French Ministry of

Economy and Finance approving our proposal to process VAT on GoCert certificates and

GreenTokens for WPO and their buyers See Section Tax regime applicable to the holding of

GreenTokens in France for French subscribers)

Accounting The sales of GreenTokens recorded in 2018 and 2019 were certified by the Statutory Auditor as part of

its audits of the WPO financial statements (see Section

accounts)

Sales More than 1000 megawatts of new Services-For-Data mandates were signed in a year and a half with

for example the producers AALTO POWER BALLAMAN ENERGIE PARTAGEE and TOTAL QUADRAN

(TOTAL group)

Today Services-For-Data is deployed in seven countries (France Germany Finland Ireland Italy the

United Kingdom and Sweden) for all types of wind and solar photovoltaic installations

Our first GreenTokens were sold for example to EacuteNERGIE PARTAGEacuteE a subsidiary of the alternative

green energy supplier ENERCOOP to the local community

infrastructure funds AREAM RENEWABLES and GOODYIELDS CAPITAL and to the UK local

community producer WINDCLUSTER The total amount of commitments to purchase GreenTokens

thus contracted is 16 million over the period 2020-29 The contract model used is the standard

contract for the sale-purchase of GreenTokens through simple or multi-year Vesting

to WPO and

participate in the WPO certificate system without affecting their entitlement to receive

European Commission Directorate-General for Competition (Unit B2 - State aidEnergy

and Environment) on 25 January 2019 (Email)


52

Other institutional clients of WPO have signed options to purchase or have expressed intentions to

purchase GreenTokens For example the German infrastructure fund PRIME CAPITAL and Irish fund

NTR The total amount of options for the sale-purchase of GreenTokens is 14 million over the period

2020-29

9 Fees related to the Public Token Offering

WPO has financed the GreenToken Project for two years using self-financing and short-term debt

bull In 2018 WPO self-funded the launch of the GreenToken Project for an amount of 361457 for

875 of Private Token Sale

bull In 2019 WPO self-funded the GreenToken Project for an amount of 204096 for 216271 of

Private Token Sale

bull In January 2020 WPO completed a bond issue14 of 600000 which was fully subscribed in

less than 24 hours as part of a crowdfunding facility for among other things pre-financing

the development of the GreenToken and the Minimum Viable Product of the GoCert

certificate

Part of the funds received from the Public Token Offering will cover these costs (see Section Allocation

of funds and Digital Assets collected)

14 The bond issue to accelerate WPO Innovation launched on the crowdfunding platform LENDOSPHERE (wwwlendospherecom) wwwlendospherecom under the reference P1531 in January 2020 (Source)

The sale of GreenTokens effectively invoiced and paid for in 2019 amounted to 216000

plus a total contracted purchase amount of 16 million and purchase options of

14 million over the 2020-29 period to be delivered from the Reserve

All the GoCert certificates issued in 2018 were sold to French company F2A at the

exchange rate of four GoCert certificates for one GreenToken (ie 110000 GoCert

certificates for 27500 GreenTokens)


53

10 Allocation of funds and Digital Assets collected and

use of self-held tokens

101 Use of self-held tokens

- e GreenTokens attributed to WPO as part of the Project

when the tokens are issued and allocated to the Reserve together with the GreenTokens that WPO

buys back

The governance of self-held tokens and the information to the public of their use comes under the


Use of the GreenTokens Reserve Part of the GreenTokens issue is allocated to the Reserve The Reserve holds the initial amount of

GreenTokens defined in the Section Allocation structure plus any unsold tokens from the Private

Token Sale

This Reserve held by WPO is intended to meet the demand for GreenTokens of the Services-For-

Data long-term buyer category The price of WPO services is set at the market value in legal tender

currency and the price of the GreenToken is set at its Nominal Value

In the event of a lack or excess of liquidity of the GreenTokens WPO will act reasonably and may use

the Reserve to at its discretion and after giving notice to the Investment Advisory Committee

purchase and sell GreenTokens

When a GreenToken is redeemed by WPO in exchange for GoCert certificates it is cancelled As a

result the Reserve is expected to run out within 5-10 years (see Section Organise the expiry of

GreenTokens)

Redemption of GreenTokens by WPO Anyone - historic or new client data holder or not - will be able to exchange their GreenTokens for

WPOs new goods and services

It will be possible to pay in whole or in part for the goods and services in legal tender currency andor

with GreenTokens at their Utility Value

Thus on the date of invoicing by WPO and

bull before the Token Listing the Utility Value is equal to the Nominal Value ie one (1) euro

bull after the Token Listing the Utility Value will be the lower of one (1) euro and the Exchange

Value as illustrated in Figure 23 below


54

Figure 23 Redemption of the GreenToken by WPO at Utility Value (non-contractual example)

Finally when a GreenToken is redeemed by WPO in exchange for GoCert certificates it is cancelled

(see Section Organise the expiry of GreenTokens)

102 Allocation of funds and Digital Assets collected

Highly innovative the success of the GreenToken Project requires strong commercial investment

Figure 24) and of course technological investment (see

Figure 24) for at least 24-36 months

To support the growth of its Data Lake WPO must quickly recruit new staff to work in its historical

Figure 24) while GoCert certificate sales will only begin once the

governance of the GoCer Figure 24)

Our new certified goods and services are promoted by a sustained marketing and communication

strategy (se Figure 24)

The Project Management and Legal Works undertaken and Financial Costs incurred associated with

all the transactions represent the overheads of the GreenToken Project (see the corresponding three

lines Figure 24)

Finally Community actions will be undertaken as soon as the Target Amount (Target) has been

Community a Figure 24 These Community actions are not-for-profit

investments in local community or participatory initiatives in support of the Energy Transition They

are placed under the authority of the Investment Advisory Committee


55

Figure 24 Allocation of funds and Digital Assets collected according to the amount reached

AMOUNT COLLECTED

USES

SOFT-CAP

15m

TARGET

5m

HARD-CAP

10m

Business Development

To enable the deployment of Data Services and the GreenToken Network on a large scale

25 29 25

Technology

For the development and implementation (Design Build Test Deploy) of DLTs underpinning the issuance of GreenTokens and GoCert certificates

25 20 15

Recruitment

siness activities 25 20 20

Governance

To create and then frame (Plan Launch Articulate) the GoCert Consortium within the meaning of its governance - on-chain (directly executed by the code and Smart Contracts) - off-chain (executing in committees between founding players)

5 10 5

Marketing amp Communication

To promote and enhance the value of GreenTokens and GoCert certificates 5 10 10

Legal Works

5 5 4

Project Management

For the Project management including the Strategic Committee Investment -ordination of the

GreenToken Network

5 5 4

Financial Costs

Interest fees and commissions due in respect of the financing

exchange risk part of the bond issue carried out in January 2020 and the escrow and Lock-up fees associated with the public offering

5 2 2

Community actions

Non-for-profit investments purpose in local community or participatory initiatives in support of the Energy Transition representing 15 of the amount collected from the first euro beyond the Target Amount (Target) when the Tokens are offered to the public

0 0 15

If the Target Amount (Target) is reached the detailed allocation of funds and Digital Assets collected

during the Public Token Offering breaks down as shown in Figure 25 on the next page


56

Figure 25 Allocation of funds and Digital Assets collected in euros (where Target Amount is reached)

Financial requirements for the development of the Project and any financing

already obtained

Figure 26 details the funding needs and corresponding resources (already obtained or to be obtained)

in the event that the Target Amount is reached

Figure 26 GreenToken Project Funding (where Target Amount is reached)

NEEDS EUR

(thousands) RESOURCES

EUR (thousands)

Business Development 1500 Self-Financing (including Private Token Sale)

566

Technology 1030 Grant public support 0

Recruitment 1030 Public Token Offering (ICO) 5000

Governance 500

Marketing amp Communication 500

Legal Works 250

Project Management 250

Financial Costs 100

Repayment short-term debt 600 Short-term debt (Lendosphere crowdfunding) 600

Contingencies (7 ) 406 Other liabilities 0

TOTAL (NEEDS) 6166 TOTAL (RESOURCES) 6166


57

PART 3 - RIGHTS AND OBLIGATIONS ATTACHED TO

GREENTOKENS

1 The GreenToken

The token offered in the public offering is the GreenToken and its code is GTK

Figure 27 GreenToken logo

11 Rights and uses of the GreenToken

The holding of GreenTokens that correspond to the classification of Utility Tokens within the meaning

of article L54-10-1 1deg of the CMF entitles their holders to acquire the certified goods and services of

WPO and the GreenToken Network This right if exercised enables holders to exchange their

GreenTokens for GoCert certificates

Figure 28 Use of GreenTokens


58

GreenToken Network A network of professional partners engaged in the operation and optimisation of the energy sector

and that accept GreenTokens is being established It is the GreenToken Network

To date and subject to the success of the public offering the members of the GreenToken Network are

bull AREAM RENEWABLES Infrastructure Fund owner of wind and solar power plants

bull BCS ASSURANCES insurance broker

bull DREHPUNKT software solutions editor

bull ENDIPREV independent maintenance

bull ENRSUR insurance broker

bull GOODYIELDS CAPITAL Infrastructure fund owner of wind and solar power plants

bull SYNERIA independent technical advice

bull TALVEG WIND independent maintenance

bull WIND CLUSTER independent producer

bull WPO asset management for third parties and independent technical advice

The interest for professionals in joining the GreenToken Network is to expand their client base and

volume of business with GreenToken holders through a fit-for-purpose and innovative tool and to

access using GreenTokens the resources of other members of the Network (see Section GoCert1 -

enhanced technical expertise)

Practically a member of the GreenToken Network submits a quote to its client in euros The

client places an order with it The member renders the service and bills for it Its client must

hold (and if necessary acquire) all or part of the value in GreenTokens which will be used for the partial

corresponding GoCert certificates by WPO (See Section Redemption of GreenTokens by WPO)

It will be possible to pay in whole or in part for the goods and services in a currency that is legal

tender andor with GreenTokens at their Utility Value

In exchange for the GreenTokens the member has received it will be able to access the goods and

services of the other GreenToken network members including WPO finally if necessary it will be

able to resell its GreenTokens to the secondary market (see Section GreenToken listing)

Subject to sufficient liquidity of the GreenToken the GreenToken Network is the enabler for the

expansion of the business model (or Tokenisation) launched by WPO and this also applies to its entire

professional ecosystem

Within 24 to 36 months of the Public Token Offering we expect the GreenToken Network to achieve

the maturity and diversity required to contribute significantly through the use of the GreenToken to

the acceleration of the Energy Transition

Difference between GreenTokens and GoCert Certificates GoCert certificates underpin Our new certified goods and services To acquire GoCert certificates it is

necessary to purchase GreenTokens


59

Only GreenTokens are offered for public subscription under the Public Token Offering and will be

listed on a Digital Asset exchange platform

GoCert certificate Price WPO will apply a catalogue price for each type of GoCert certificate in euros and the buyer will have

the ability to pay for them with GreenTokens whose equivalent value in euros is the Utility Value

On the date of the Public Token Offering and for the year 2020 the price of a GoCert certificate is set

at 025 euros excluding tax which corresponds to the lower range of prices for comparable energy

certificates15

The price of each GoCert certificate sold or for sale in 2020 is fixed at 025 euros

Subsequently WPO may after a public declaration of the Investment Advisory Committee

periodically establish and if applicable revise the value of the GoCert certificate according to its type

(see Section Our GoCert) and market prices on the Certificate Markets

In addition to these prices transaction fees (eg issuance transfer custody andor execution of

certificates) and annual fees (eg admission to the register admission to tender registration of a

facility) are applied by WPO


GreenToken Distributed Ledger Technology The GreenToken is developed on the ERC20 protocol of the Ethereum network In particular it is

freely transferable to any person identified on the Ethereum network

Tradability To date more than four out of five initial coin offerings in the world (82 ) have been made on the

Ethereum network

The Sales Ether (code ETH) is listed on nearly 80 Digital Asset exchange platforms and accepted by

more than 400 trading places worldwide The daily volume traded in ETH is in the order of 14 billion

euros and the market capitalisation (marketcap) of Ethereum is in the order of 17 billion euros

making it the second most used cryptographic protocol after Bitcoin (code BTC)16

Energy consumption Electrical energy consumption related to GreenToken activity is of course an essential concern for

WPO

To date a transaction on the Ethereum network represents an electric consumption of around 29

kilowatt hours (kWh)

15 Source) 16 Figures shown on the Coinpaprikacom site on April 16 2020 at 2330 Paris time (Source)


60

Ethereum plans to change its proof-of-work (PoW) algorithm to a proof-of-stake (PoS) algorithm

called Casper which is a significantly more energy efficient approach This change is announced for

2020

The Investment Advisory Committee will include in its annual report an estimate of the consumption

of electricity related to GreenToken activity using the Ethereum Energy Consumption Index

(Source) or equivalent index as reference indicator

Technology changes Technologies relating to the Distributed Ledger Technology (DLT) rapidly change so WPO reserves

the right to opt for a more energy-efficient technology provided all other performance indicators are

at least equivalent It cannot be ruled out that WPO decides to migrate to Tezos (code XTZ)17 in the

medium term

Any technology change assessment will be carried out by WPO and its advisers and will be subject

to the approval of the Investment Advisory Committee Technologies will be assessed mainly on the

basis of security criteria (IT geopolitical regulatory) performance (speed cost and energy

consumption) marketing (control conservation and token broking) and interoperability with the

GoCert certificate

The public will be informed in advance of such a project and the various communications will detail

the conditions for porting andor additional issuances of GreenTokens of one network or another and

the associated risks

13 Division of GreenTokens

GreenTokens can be divided into billionths ensuring better liquidity

Figure 29 Fractionation of GreenTokens

Fraction 0 1 2 3 4 5 6 7 8 9

Name GTK DGTK CGTK mGTK - - microGTK - - nGTK

Value 1 10-1 10-2 10-3 10-4 10-5 10-6 10-7 10-8 10-9

Prefix - deci- centi- milli- - - micro- - - nano-

14 Cancellation of GreenTokens

The GreenTokens allocated to the Public Token Offering and that remain unsold are cancelled

(destroyed) within eight days of the closing of the Public Token Offering

See also the Section Allocation structure and Section Redemption of GreenTokens by WPO

17 COINHOUSE 8 April 2019

(Source)


61

2 Operating costs of the GreenToken

21 Subscription in currency that is legal tender

Subscribers subscribing to the GreenToken Public Offering in currencies that are legal tender bear

the costs associated with their subscription

The applicable fees are any fees and commissions applied by their own payment providers (banks

credit and payment card organisations foreign exchange agents etc) and the fees applied by the

operator of the EQUISAFE subscription platform These will be indicated at the time of confirming

the purchase of GreenTokens and will appear on the invoice issued for each subscription

22 Subscription in Digital Assets

Subscribers subscribing to the GreenToken Public Offering in Digital Assets bear the costs associated

with their subscription

The applicable fees are any fees and commissions applied by their own service providers (eg Digital

Asset exchange platforms brokers banks foreign exchange agents etc) underlying network fees

(Gas) and fees applied by the operator of the EQUISAFE subscription platform These will be indicated

at the time of confirming the purchase of GreenTokens and will appear on the invoice issued for each

subscription

23 Why does WPO not bear the subscription fee

By choosing the most accessible Minimum Subscription Threshold WPO is liable to pay fixed and

variable costs which combined would negatively affect the Amount Effectively Collected for the

GreenToken Project

As we want each subscription to have a useful impact on the Energy Transition we choose to leave

each subscriber to decide whether he or she agrees to help us by keeping the subscription costs at

his or her own expense

We also choose to apply a single subscription fee rule because for WPO subscriptions made in euros

Bitcoins or Ethers are of equal importance to the success of the GreenToken Project

24 Issuance of GreenTokens

The costs associated with the initial issuance and transfer of GreenTokens to their subscribers are

borne by WPO

These costs consist of any charges and commissions applied by the underlying network charges (Gas)

and the fees applied by the operator of the EQUISAFE subscription platform excluding fees and

commissions applied by the exchange platforms

brokers banks foreign exchange agents etc)

25 Lock-up of GreenTokens

If applicable the Lock-up custody fee is paid by WPO (see Section Conditions of custody of

GreenTokens held by subscribers


62

26 Subsequent operation of GreenTokens

Once issued to subscribers GreenTokens do not incur any WPO fees

Third-party custody fees may apply according to the terms and conditions for the safekeeping of the

GreenTokens held by the subscriber

WPO informs subscribers that subsequent transaction fees will most likely be applied to the transfer

of GreenTokens by third parties involved in these transactions as is generally applied to the transfer

of Digital Assets

3 Previous GreenToken issues

No tokens have yet been issued by WPO

4 Rules and conditions for use and operation of

GreenTokens

41 Principles

The purchase or subscription of GreenTokens is subject to a number of conditions and in particular

bull eligibility conditions in relation to WPOs obligations to identify buyers or subscribers in the

context of inter alia the AML-CFT procedure and the due diligence obligations to which WPO

is subject and

bull Agreement

bull compliance with the General Terms and Conditions of Use of GreenTokens available on the

EQUISAFE site and to be accepted prior to the acquisition of GreenTokens

42 The Agreement

Regardless of the method of acquisition used (through the General Terms of Use or otherwise) the

subscriber or buyer of GreenTokens in the context of this Public Token Offering Buyer

required to comply with a number of obligations to ensure the security of the Project The purpose of

these obligations is to ensure security for everyone

Any subscriber or buyer in connection with the Public Token Offering is therefore invited to read

in particular the commitments below which will be in substance those which it must take in the

Agreement


63

General commitments (a) The Buyer agrees not to distribute in any way whatsoever all or any part of the Information

Document in any country or jurisdiction where such distribution is prohibited or requires an

Authorisation for WPO the Information Document andor GreenTokens

(b) The Buyer agrees not to transfer in whole or in part regardless of the form or terms of such

transfer (assignment contribution donation other Transfer

GreenTokens or the rights attached thereto in any country or jurisdiction where such Transfer

is prohibited or requires the Authorisation of WPO the Information Document andor the

GreenTokens In particular but not exclusively the Buyer agrees not to transfer the

GreenTokens andor a right to a GreenToken to an

i any private person resident in the United States

ii any partnership or company organised or incorporated in accordance with US

law

iii any property of which the executor or administrator is an American citizen

iv any trust whose agent is a US citizen

v any agency or branch of a foreign company based in the United States

vi any non-discretionary or similar account (other than a trust or property) held by

a broker or other trustee for or on behalf of an American citizen

vii any discretionary or similar account (other than a trust) held by a merchant or

other trustee who is organised constituted or (if it is a natural person) resident in

the United States

viii a partnership or company if

(aa) it is organised or constituted in accordance with the law of a foreign

jurisdiction and

(bb) it is constituted by a US citizen primarily for the purpose of investing in

unlisted securities under the United States Securities Act of 1933

unless it is organised or established and held by accredited investors

who are not individuals trusts or real property

(c) The Buyer agrees not to initiate or participate in any legal action arbitration proceedings or

to make an application to any other dispute resolution body in France or abroad (i) against

WPO in the event of total or partial non-performance of the WPO Products non-deployment

or non-performance of the Project even if its GreenTokens have lost all or part of their value

provided that WPO has respected its duty of best endeavours of substantially putting in place

the Project in the form described in the Information Document andor (ii) in any event

against WPO affiliates (including senior executives and employees of WPO affiliates) agents

Other Persons

Identified Identified Persons

the Information Document

(d) The Buyer agrees not to Transfer (including acquiring selling transferring assigning even

free of charge) GoCert certificates for use in support of a commercial offer made by an

electricity supplier to its end consumers to show the share or quantity of energy produced

from renewable sources contained in this offer


64

(e) The Buyer agrees to comply with French law and all applicable laws and regulations in each

jurisdiction in or from which heshe transfers a GreenToken a right to a GreenToken andor

all or part of the Information Document or if the foregoing is transferred to himher

(f) The Buyer agrees to return the Information Document to WPO who shall be entitled to

request its return at any time The Information Document and its content may not be

reproduced or used in whole or in part or disclosed by the Buyer to a third party other than

its legal financial or tax adviser provided that they are themselves subject to the same

Specific commitments The mechanism below known as

purchasing GreenTokens to ensure that the commitments it makes to the Identified Persons are also

made by the buyer to whom it transfers GreenTokens The purpose of this mechanism is to secure

the entire GreenToken ecosystem

(a) The Buyer agrees to stipulate as stipulator in accordance with the provisions of article 1205

of the French Civil Code to any person to whom it transfers a GreenToken or a right to a

Transferee ) in the capacity of promisor for the benefit of each Identified

Person as a beneficiary of this stipulation for the benefit of third parties that the Transferee

irrevocably

i undertakes the same commitments as those undertaken by the Buyer under this

Sect

benefit of the identified Persons and

ii makes the same representations as those made by the Buyer in the Agreement

for the benefit of the Identified Persons

the Stipulation

(b) the Buyer as stipulator waives its right to revoke this provision at any time

(c) the Buyer acknowledges as stipulator and WPO acting as a beneficiary for its own benefit as

well as that of all other beneficiaries that the Stipulation becomes irrevocable between the

Buyer as stipulator and the Persons identified as beneficiaries on the date of this Agreement

(d) the Buyer agrees that each Transferee expressly waives its right of revocation of any of its

and conditions of

token or a right to a GreenToken

Indemnification The Buyer agrees to indemnify upon first request any Identified Person for all damages liabilities

compensation financial losses costs disbursements and direct or indirect damages that such

Identified Person has suffered as a result of any breach by the Buyer of such general andor specific

commitments

Subject to the foregoing the Buyer agrees to indemnify the Company in the event of gross

negligence or wilful misconduct under the Agreement

These provisions shall survive termination of the Agreement for a period of ten (10) years


65

43 General Terms and Conditions of Use

The General Terms and Conditions of Use set out the terms and conditions of use of the site for the

purchase of GreenTokens The General Terms and Conditions of Use will be available on the

EQUISAFE and WPO websites at the Creation of the User Account stage

5 System on which GreenTokens will be registered

The description of the Distributed Ledger Technology (DLT) on which the GreenTokens will be

registered is specified in the Section GreenToken technology and in the Section PART 6 - TECHNICAL

TERMS AND CONDITIONS FOR THE ISSUE OF GREENTOKENS

6 GreenTokens time frame of use

61 Issuance

The GreenTokens will be issued on the business day following the Publication of the outcome of the

Public Token Offering if the Minimum Amount (Soft-cap) has been reached in accordance with the

Time frame of the Public Token Offering

62 Use

Initially WPO will accept GreenTokens issued as a means of exchanging its new certified goods and

services immediately after the of the Section

GoCert1 - enhanced technical expertise)

We are currently establishing a network of partners of our professional ecosystem the GreenToken

Network which will also accept the GreenToken as a means of exchange for their own goods and

services

63 GreenToken listing

The listing of the GreenToken is already pre-secured18 on the French Digital Asset exchange platform

SAVITAR (wwwsavitario)

Subject to the minimum amount (Soft-cap) being reached the first Listing of the Token is scheduled

for the day after the date of publication of the results of the Public Token Offering

Subject to sufficient liquidity the GreenTokens will then be exchangeable between participants

against the other Digital Assets or currencies listed on the platform The Exchange Value will depend

on the level of supply and demand

The conditions for admission of participants and the operation of the Digital Asset exchange platform

are specified on the website wwwsavitario Prior to any use of its services it is important to refer to

the terms and conditions of use of SAVITAR

18 According to the letter of intent signed between WPO SAS and Exchange SAS on 11 February 2020


66

7

accounts

71 Monitoring of the token issue using the accounting annex as per

French gaap

The GreenTokens will be issued on the day following the publication of the result of the Public Token

Offering if the Minimum Amount (Soft-cap) has been reached At this time we will proceed with

allocating the GreenTokens shown in the Section Allocation structure according to the following

eight steps which will be included in the notes to the financial statements

Issue of the Quantity

Step 1 Issue of the Quantity of GreenTokens (15 million tokens)

Allocation in connection with the Public Token Offering

Step 2 Deduction of the [X] GreenTokens subscribed for in the Public Token Offering (maximum allocation of 11 million tokens)

Step 3 Destruction of the non-subscribed GreenTokens of the allocation for the Public Token Offering (= 11 million tokens - [X])

Allocation to the Reserve

Step 4 Deduction of the 3 million GreenTokens allocated to the Reserve

Allocation for the Private Token Sale

Step 5 Deduction of the [Y] GreenTokens subscribed for the Private Sale (maximum allocation of 900 thousand tokens)

Step 6 Allocation of non-subscribed GreenTokens to the Reserve (= 900 thousand tokens - [Y])

Allocation for the free distribution to WPO employees

Step 7 Deduction of the [Z] GreenTokens distributed for free to WPO employees (maximum allocation of 100 thousand tokens)

Step 8 Allocation of undistributed GreenTokens to the Reserve (= 100 thousand tokens - [Z])

72 Monitoring subscriptions through accounting

The GreenTokens subscribed for shall be recorded in various recoverable liability accounts (EUR

account BT

counterpart for the Cryptocurrencies collected (account 5205)

During the Private Token Sale During the Private Token Sale accounting entries are made as and when sales occur 2018 and 2019

During the Public Token Offering During the Public Token Offering accounting entries are made on a weekly basis except in the following cases where the accounting entries are made on a daily basis (


67

bull The first five days following the opening of the Offering to the Public bull The last five days before the closing of the Offering to the Public bull If applicable when approaching the Minimum Amount (Soft-cap) or the Maximum

Amount (Hard-cap)

Funds in currencies that are legal tender will be confined to the LEMON WAY Payment Service

Provider until as the case may be their payment to the Escrow Account of the UZES Financial

Custodian or their repayment

il where applicable

repayment

Collected funds in currencies that are legal tender and Cryptocurrencies will be recorded in an

aggregated manner (and not by subscriber) in WPO accounts

The cases of freezing of assets or rejection of a subscription shall be managed at the level of the

Custodians and no accounting entries shall be entered by WPO

GreenTokens taken to the Reserve not proposed for subscription will not be recorded under assets

but will be shown in the notes to the financial statements

At the end of the Public Token Offering

If the Minimum Amount (Soft-cap) is not reached

A deduction is made in the amount recognised in the various recoverable liability accounts with a

cash counterpart in euros or in Cryptocurrencies collected which is repaid (see Section Refunding of

Subscribers)

If the Minimum Amount (Soft-cap) is reached and up to the Maximum Amount (Hard-cap)

The amounts recognised as recoverable liabilities are transferred to deferred income which is then

the subject of a release of the escrow accounts and a transfer to the WPO accounts (see Section End

of subscription period and restitution)

If the Maximum Amount (Hard-cap) is exceeded

A deduction is made in the amount recognised in the various accounts of recoverable debts with an

excess cash counterpart in euros or an excess counterpart in Cryptocurrencies which is repaid (see

Section Refunding of Subscribers)

Use of GreenTokens in exchange for WPO goods and services

After the issue WPO will recognize on the liabilities side of its balance sheet the total amount of

services remaining to be provided in return for GreenTokens in the form of deferred revenue on

issued tokens The sale of goods or services will give rise to the issue of invoicing in euros which will

trigger the reversal of deferred products in return for the turnover of the number of GreenTokens

used The amount of reversal and turnover corresponding to the goods and services produced will be

equal to the number of GreenTokens used multiplied by the Subscription Price which will be

determined according to the FIFO method in application of article 619-7 of the regulations of the

Accounting Standards Authority (ANC) on the issuance and holding of tokens

At the end of the use by the bearers of the entire quantity of tokens issued in exchange for goods and

services the products recorded in advance will have been reversed


68

PART 4 - RISK FACTORS

1 Economic risks

11 Risk of partial or total loss of investment

During the GreenToken Public Offering If the Public Token Offering does not meet its target (Non-

Achievement of Minimum Amount (Soft-cap)) subscribers will be fully reimbursed for the amounts

of their subscriptions less any transaction and commissioning costs related to transactions by which

funds are collected and held in escrow

After the GreenToken Public Offering To the extent that it is not certain whether the Project will be

carried out in whole or in part or even whether there will be any interest in the products and services

linked to the Project subscribers are advised that the value of the GreenTokens is not guaranteed

and can rise or fall even to zero Subscribers should not subscribe for GreenTokens if they are unable

to bear the consequences of such a loss

There is no guarantee that the Project will be fully or partially completed and more generally there

is no guarantee that subscribers will be able to resell their GreenTokens or that the GreenTokens will

enable them to obtain products or services other than those covered by the Project

12 Foreign exchange risk in particular to the Euro or any foreign

currency borne by the subscriber

The GreenTokens can only be subscribed for in euros Bitcoins or Ethers If the Public Token Offering

achieves its threshold target (Achievement of the Minimum Amount (Soft-cap)) then the

subscriptions thus made will be in whole or in part converted to reach and retain an amount in euros

equal or by default approaching at most the Minimum Amount (Soft-cap) Subsequent conversions

could be deferred pending a favourable exchange rate and the Project could in whole or in part be

delayed accordingly

The subscriber alone bears the cost and risk of converting the value of hisher subscription from a

currency(ies) that are legal tender or from Cryptocurrency(ies) to the subscription currency or

Cryptocurrency(ies) ie euros Bitcoins or Ethers

If the Public Token Offering achieves its threshold target (Achievement of the Minimum Amount

(Soft-cap)) the risk of a change in the exchange ratio to euros of the Digital Assets collected in Bitcoin

and in Ether between the subscription value date and the closing value date of the offering is borne

by the subscriber This means that the number of GreenTokens specified when subscribing in

Cryptocurrency (BTC or ETH) may differ from the amount of GreenTokens effectively exchanged with

it on the closing date of the offering

Example If on the subscription date 1 Bitcoin is worth 1000 euros and 1 GreenToken is worth 1 euro

(non-contractual values indicated to simplify without any applicable charges or commissions)

- If at the close of the offering to the public 1 Bitcoin is still worth 1000 euros the

subscriber will obtain 1000 GreenTokens


69

- If at the close of the offering to the public 1 Bitcoin is worth no more than 500 euros the

subscriber will ultimately obtain only 500 GreenTokens

- If at the close of the offering to the public 1 Bitcoin is worth 2000 euros the subscriber

will ultimately obtain 2000 GreenTokens

Similarly in case of repayment repayments are made in the legal tender currency or in the

Cryptocurrency used for subscription either euros Bitcoins or Ethers The risk of a change in the

exchange ratio to euros of currencies that are legal tender (other than the euros) or of Digital Assets

(other than Bitcoins and Ethers) between the subscription value date and the refund value date is

borne by the refunded subscriber

13 Risk associated with the valuation of tokens

ter alia correlated to the value of the services and products

included within the framework of the Project and to the Exchange Value

services and products offered by

professional partners) In the event of the insolvency liquidation or dissolution of WPO (or of the

professional partners of the GreenToken Network) the Utility Value of the GreenTokens could

become zero

The Exchange Value of the GreenTokens for legal tender currencies or for Digital Assets is correlated

to the supply and demand on the Digital Asset exchange platforms

WPO assumes no responsibility for the exchange purchase or resale of GreenTokens on the Digital

Asset exchange platforms

14 Secondary market absence risk

GreenTokens are Utility Tokens that are included in a new class of digitalised assets These assets are

described as Digital Assets within the meaning of the PACTE law In view of the lack of maturity of

the market for the Utility Tokens in France and the rest of the European Union as well as in most

geographical areas of the world the application for the GreenTokens to be listed on the Digital Asset

exchange platforms may not be accepted Thus no assurance can be given as to the existence of a

secondary market

If a secondary market for GreenTokens develops this market may not be liquid As a result

subscribers may not be able to sell their GreenTokens easily or at prices that would provide them with

a valuation gain comparable to similar investments benefiting from a developed secondary market

15 Risk of GreenToken market volatility

There is a strong likelihood of volatility in the GreenToken market due to factors inherent to

GreenTokens and to external factors For example the market value of GreenTokens is likely to be

strongly correlated with the value of the main Cryptocurrencies Also in the event of volatility the

market value of GreenTokens could be less than the value of the services to which they give access

or the Subscription Price discounted or not of the GreenTokens


70

16 Risk related to the commitments of the subscriber

The subscriber of GreenTokens is subject to a number of obligations In particular the purchase of

GreenTokens requires the purchasers whether following the subscription of the GreenTokens or their

purchase to undertake to (i) not transfer them to purchasers in jurisdictions requiring an

Authorisation for WPO GreenTokens or for the Information Document and (ii) that the persons to

whom they transfer the GreenTokens make the same type of undertaking to WPO and to the other

Identified Persons The subscriber bears the risk of having to indemnify WPO and more generally

the Identified Persons in the event that the transferee fails to respect such an undertaking

17 Risk associated with the use of GoCert certificates

GoCert certificates cannot underpin a commercial offer that an electricity supplier makes to its end

consumers to show the energy contained in the offer is produced from renewable sources

2 Technological risks

21 Risk of errors or security flaws allowing for hacking or theft of the

issuance platform

Hackers or other malicious or criminal groups or organizations may attempt to interfere with the

WPO Information Systems the platform managed by EQUISAFE on behalf of WPO or the

GreenTokens in several ways including but not limited to service denial attacks Sybil attacks

spoofing malware attacks or attacks based on consensus or theft of WPO identification information

In order to reduce these risks Cybersecurity and detection systems for technical malfunctions are

put in place

22 Risk of loss or theft of the vate key

Any subscriber of GreenTokens that holds their GreenTokens in safe keeping themselves must be

careful not to disclose their private keys Any third party who has access to private keys including by

accessing the connection IDs of an electronic wallet or of a vault service used by a token carrier (the

Wallet could steal the GreenTokens andor hack the Wallet

Similarly any subscriber of GreenTokens can only access their Wallet by using their personal

identification information The loss of such identification information could result in the impossibility

of accessing or using the GreenTokens Theft of this identification information could result in the theft

of the GreenTokens In fact any third party who obtains access to the identification information or

s

In order to minimize this risk subscribers must protect themselves against persons who access their

electronic devices without authorisation It is also recommended that the subscribers of GreenTokens

securely store their identification information in one or more separate location(s)

23 Risks related to the monitoring and safeguard of Digital Assets

Despite the efforts made by the COINHOUSE Depository the holding accounts and escrow accounts

(as indicated in Figure 40) allowing the Cryptocurrencies collected in connection with the Public


71

Token Offering to be held in escrow are vulnerable to attacks as well as sudden and significant

fluctuations in value Any successful attack or significant fluctuations in value poses a risk to the

subscribers of GreenTokens of losing part or all of their funds

24 Risks linked to the Distributed Ledger Technology (DLT) on

which GreenTokens are registered and the platforms on which

GreenTokens can be exchanged

Consensus algorithms are essential to maintaining the integrity and security of a Cryptocurrency

network They provide the distributed nodes with a means of reaching an indisputable consensus on

the Blockchain register

The Proof of Work (Pow) consensus algorithm is considered one of the most effective solutions

against consensus attacks such as the 51 attack (or majority attack) or other Byzantine attacks Not

only because the network is decentralised but also because the high costs associated with the

mining process make activity by miners with the aim of disrupting the network unlikely Any

successful attack poses a risk to the subscribers of GreenTokens of losing all or part of their funds

A security audit of subscription platform and a compliance audit of the subscription and

issuance process with this Information Document will be carried out by the opening of the Public

Token Offering

Similarly the SAVITAR Digital Asset exchange platform has initiated a continuous security campaign

on the YOGOSHA platform since January 2018 No security flaws have been reported for several

months showing a level of security consistent with current best practices

It is specified that CRYPTOEXCHANGE SAS and its Digital Asset exchange platform (wwwsavitario)

provide or could provide one or more services concerning Digital Assets listed in article L 54-10-2 of

the French Monetary and Financial Code Consequently it cannot be ruled out that

CRYPTOEXCHANGE SAS and its Digital Asset exchange platform (wwwsavitario) will have to be

registered with the AMF and that the conditions for this registration will not be met Where

applicable WPO may be required to use the services of another exchange platform previously

registered with the AMF The subscriber may have to ensure compliance with these conditions in the

event of a change of platform

However there may be a risk of malfunction inherent to any computer programme and despite the

checks carried out by WPO or its partners a technical failure remains possible The same

considerations should be taken into account in the event of a migration to another Distributed


3 Risks linked to the Project

31 Risk asso

on the Project or any event that may impact the Project

At least once a year the Investment Advisory Committee publishes on the WPO website

(wwwwpoeu) an activity report of the GreenToken Project for the year just ended together with the

Annual Report of the Statutory Auditor specific to the management of tokens over the year In the


72

event that the Committee is unable to publish the report the WPO Directorate would take over its

communication obligations until such time that the Committee can resume its work Also the risk

associated with the lack of regular communication by the issuer on the Project or any event that may

impact the Project is low

32 Risk of failure in the launch or technical and operational

development of the Project

The GreenToken is designed to be a service token (Utility Token) to obtain goods or services offered

by WPO in connection with the Project and in particular private production certificates (GoCerts) to

be issued by WPO in connection with the Project The issuance of the GreenTokens and their sale by

WPO is thus intended to enable the Project to be carried out There is no certainty that WPO will be

able to implement the Project under the terms set out in the Information Document or even if the

Project as such will be implemented WPO being bound only by an obligation of best endeavours

for its implementation WPO disclaims any liability and provides no

assurance as to the accuracy and reliability completeness or timeliness of the services offered by

WPO or the results obtained from the use of these services Any change or new fact likely to have a

significant influence on the investment decision of any potential subscriber that occurs between the

AMFs approval and the closing of the offering must be described in an amended information

subscribers with prior information pursuant to article L 552-6 of the CMF and specified in the AMF

Instruction 2019-06 the Project may at any time evolve according to what WPO considers to be in its

best interest in order to implement the Project as set out in the Information Document andor as it

may or may have evolved

33 Risk of material modification of the Project and of rights attached

thereto

We do not anticipate a change in the rights attached to GreenTokens regardless of (i) the commercial

commitments made and (ii) the expected changes in renewable energy development Thus without

change in the laws and regulations in France the GreenTokens once they have been issued will

continue to give access to GoCert Certificates However no assurance can be given as to the adoption

of a European Union text harmonising the legal qualification of Digital Assets and which could have

an impact on the current qualification of GreenTokens and related rights WPO excludes any liability

that such an event could have on the recognition of rights and the value of GreenTokens

34 Risks related to the requalification of the scope of the offering from

the point of view of consumer law

If a court considers that under the consumer law it is not an offering of digital content not supplied

on a material medium but rather a financial service the waiver of the right to withdraw as provided

for in connection with the offering may not meet the legal conditions


73

35 Risks related to the lack of visibility on the regulations applying to the

offer of tokens in all jurisdictions in which the tokens will be offered as well

as the taxation applying to the token subscribers

The terms and conditions of offer sale and taxation of GreenTokens are governed by French law in

force on the date of this Information Document and in particular by the provisions of the PACTE Law

for marketing on French territory

No assurance may be given as to the consequences of any court or administrative decision or

amendment of French laws or regulations after the date of this Information Document Such a

decision or change may have a medium to high negative impact on subscribers and have an adverse

effect on the value of GreenTokens

WPO also disclaims any liability for the adoption of a European Union text harmonising the legal

qualification of Digital Assets which may have an impact on the current qualification of GreenTokens

and rights attached thereto


74

PART 5 - CHARACTERISTICS OF THE TOKEN OFFERING

1 Number of GreenTokens to be issued

11 Quantity

The Quantity of GreenTokens is set at fifteen (15) million tokens

12 Allocation structure

bull Eleven (11) million GreenTokens are allocated to the Public Token Offering Unsold tokens will

be cancelled (see Section Cancellation of GreenTokens)

bull Three (3) million GreenTokens are allocated to the Reserve held by WPO and planned to

satisfy the mandatory demand for GreenTokens (see Section Our Services-For-Data)

bull Nine hundred thousand (900000) GreenTokens are allocated to the Private Token Sale

Unsold tokens will be placed in the Reserve

bull One hundred thousand (100000) GreenTokens are allocated to the Free distribution of

GreenTokens to WPO employees

Figure 30 GreenTokens allocation


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2 Amounts of the issue

21 Expected Amounts

The objectives of the issue for the Public Token Offering are as follows

Figure 31 Expected amounts of the issue

22 Amount Effectively Collected

At the end of the public offering the Amount Effectively Collected is determined as follows

bull The exchange ratios of the BTCEUR and ETHEUR pairs are recorded by the bailiff one hour

after the closing of the subscription

bull The amount in euros and the number of Digital Assets (BTC and ETH) effectively received on

the custodians escrow accounts shall be recorded by the judicial officer on the sixth working

day at 2pm after the closing of the subscription

bull Based on these findings the Amount Effectively Collected is (i) calculated by WPO (ii)

certified by the Statutory Auditor and (iii) published by the Chairman of the Investment

Advisory Committee at 4pm on the same day (See Section Time frame of the Public Token

Offering)

currencies that are legal tender and the amounts in Digital Assets effectively received on the escrow

accounts of the Custodians up to and including the sixth business day (T+6) converted into euros at

the Exchange Rates applicable on date T The proceeds from the Private Token Sale are excluded

from this sum

23 Exchange Rate

The applicable Exchange Rates for conversions of Digital are the

exchange ratios traded at 100 am in the morning (Paris time) of the following day (T+1) recorded on

the Kraken Digital Asset exchange platform (Source) or equivalent

The Cryptocurrency collected will be converted to euros only after the Public Token Offering (see

Section

or foreign currencies)


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3 GreenToken Subscription Price

31 Subscription Price

The Subscription Price for the GreenToken is set at 095 euros

32 Minimum Subscription Threshold

The Minimum Subscription Threshold is set at 100 euros

33 Discounts offered by category of subscribers

Category A Premium Subscriber Any subscriber without distinction benefits from an additional discount of - 5 of the Nominal Value

for each tranche of 50000 euros of purchases of GreenTokens (cumulative for each beneficial owner)

limited to 50 of the Nominal Value and within the limit of the stock of available tokens

Each half-tranche of 25000 euros of GreenToken purchases is subject to a lock-up period (Lock-up A)

of one month from the Listing of the Token (see Section Conditions of custody of GreenTokens)

Purchase tranche 0 -

50

50 -

100

100 -

150

150 -

200

200 -

250

250 -

300

300 -

350

350 -

400

400 -

450

450 -

500 (in thousands of euros)

Subscription Price A (EUR) 095 090 085 080 075 070 065 060 055 05

Category B Long-term subscriber Subject to making at least 10000 euros of GreenTokens purchases (cumulative for each beneficial

owner) any subscriber without distinction benefits from an additional discount of -5 of the

Nominal Value per lock-up year (Lock-up B ) granted limited to 50 of the Nominal Value and within

the limit of the stock of available tokens (see Section Conditions of custody of GreenTokens)

Lock-up (years) 0 1 2 3 4 5 6 7 8 9

Subscription Price B (EUR) 095 090 085 080 075 070 065 060 055 05

Cumulative discounts The discounts for the categories of subscribers A and B are cumulative and limited to 50 of the

Nominal Value within the limit of the stock of available tokens

Example Laura acquires 78000 euros of GreenTokens She qualifies for the Category A discount She

agrees to a 3-year lock-up period She also qualifies for the Class B discount The Issue Price that

applies to her purchase is Subscription Price A plied by Subscription Price B (3 years)


77

Cumulative Lock-up periods Lock-up periods (Lock-up A or B) are not cumulative only the longest of the two applies

Example The subscription of Laura of 78000 euros counts for 3 half-tranches that gives a lock-up

period of 3 months (Lock-up A ) However she also agrees to a 3-year lock-up period (Lock-up B )

therefore the 3-year period (Lock-up B) only applies in this instance

34 Explanations on the setting of the Subscription Price

The GreenToken will have different values during its life cycle The Nominal Value the Exchange

Value the Utility Value and during the Public Token Offering the Subscription Price

Figure 32 Values of the GreenToken over time (Non-contractual example)

Nominal Value

The Nominal Value of a GreenToken is the value of a GreenToken sold by WPO within the specific

framework of the Services-For-Data using the Reserve

In this context [X] euros of services give entitlement to [Y] GreenTokens Thus

bull Before the Listing of the Token the Nominal Value is set at one (1) euro

bull After the Listing of the Token the Nominal Value will be the greater of one (1) euro and the

Exchange Value

Exchange Value The Exchange Value of a GreenToken will be the value of a GreenToken on the secondary market (see

Section GreenToken listing)

In the event of listing on several Digital Asset exchange platforms the Exchange Value of a

GreenToken will be the average exchange value observed on these different platforms on the basis


78

of a representative exchange volume measured over a sufficient period prior to the setting of this

value The average exchange value shall be weighted by the exchange volume of each platform

In the event of disagreement over the value the Investment Advisory Committee shall make a public

declaration establishing the Exchange Value

Utility Value See Section Redemption of GreenTokens by WPO

Subscription price The Subscription Price offers a discount to promote the attractiveness of the Public Token Offering

This discount is - 5 compared to the Nominal Value before the Listing of the Token

Additional discounts may accrue for premium andor long-term subscribers

4 Accepted Currencies and Digital Assets

41 Currencies

The currency accepted is Euro (code EUR)(

42 Digital Assets

Accepted Cryptocurrencies are Bitcoin (code BTC) and Ether (code ETH)

43 Exchange ratios with the GreenToken

Currencies The exchange ratio for the [EUR-GTK] pair is equal to the applicable Subscription Price

Digital Assets The exchange ratio is the Exchange Rate applicable on the closing date of the Public Token Offering

as recorded by the bailiff (See Section Time frame of the Public Token Offering) multiplied by the

applicable Subscription Price

5 Steps prior to the Public Token Offering

51 Pre-offering issue

No GreenTokens including GreenTokens from the Private Token Sale are expected to be issued

before the end of the Public Token Offering


79

52 Private Token Sale

Between 1 April and 31 December 2019 254500 GreenTokens were sold as part of the Private Token

Sale at an average price of 085 euros for a total amount of 216000 euros

Between 1 January and 30 April 2020 167760 GreenTokens were sold as part of the Private Token Sale

These sales are contracted but not yet invoiced at the date of this Information Document

No GreenToken has yet been issued These sales do not contain any Lock-up condition

Any private-sale negotiation of GreenTokens not yet contracted at the opening of the Public Token

Offering will be suspended

6 Terms of subscription for GreenTokens

In order to subscribe to the Public Token Offering subscribers must follow the process of

downloading the Information Document Recording and identifying in advance any purchase of

GreenTokens (see Figure 34) In this context WPO will use the personal data communicated in

accordance with the GDPR

61 Downloading the Information Document

The Information Document is available for download on the Public Token Offering website

(wwwwpoeu ceptance of a prior notice

62 Pre-booking GreenTokens

Anyone who has downloaded the Information Document may without any commitment from their

part pre-book GreenTokens via an online form (pop-up) For this purpose they must

bull enter a valid email address

bull enter the amount of its pre-booking in the future Public Offering (eg [X] euros in pre-

booking of [Y] GreenTokens [Y] being automatically calculated)

bull If applicable subscribe to the information flow relating to the GreenToken Project

If a pre-booking amount has been entered they will have the option to create a User Account

Otherwise they will be able to create a User Account at any time on the website wwwwpoeu ICO

tab

63 Creation of the User Account

Creation of identifiers The creation of the User Account requires the provision of

bull a valid email address (verified by sending a security email)

bull a password

bull a mobile phone number allowing double-factor authentication (A2F)


80

Information requested The information to be entered online without threshold conditions is as follows (Figure 33)

Figure 33 List of information collected during the Registration

NATURAL PERSON LEGAL ENTITY

Mandatory information

First name of User Account Holder Company name of User Account Holder

Last name of User Account Holder Description of the project or activity of the User Account holder

Date of birth of the User Account Holder

Nationality of the User Account Holder Country of registration of the User Account Holder

Country of residence of the User Account Holder

First name of the legal representative of the User Account holder

Email address of the User Account Holder Last name of the legal representative of the User Account holder

Date of birth of the legal representative of the User Account holder

Title of Payer or Beneficiary Contact email of the User Account Holder

-

- Title of Payer or Beneficiary

Recommended information

Main phone of the User Account Holder Registration number (SIREN or equivalent) of the User Account holder

Politically Exposed Person (PEP) number

Supporting documents The list of these documents to download without threshold conditions is available here See the KYC2

List of Documents

Advanced Electronic Signature

by the YOUSIGN signature provider the signature occurs when the unique security code sent by


81

Figure 34 Registration Process


82

Information in the event of repayment of funds The Bank Identity Form provided at the identification stage will where applicable be used to repay

amounts subscribed in currencies that are legal tender The public address provided at the

identification stage will be used where applicable to repay the Digital Assets subscribed for in Digital

Assets (Figure 38)

-

- e identical Failing that the subscription process will be interrupted

Information on the origin of funds We monitor the origin of the funds collected in relation to (i) the processing of alerts (in the event of

suspicion) and (ii) the knowledge of the customer (KYCKYB) in accordance with our AML-CFT

Procedure This analysis will be delegated to LEMON WAY without threshold conditions in order to

detect any anomalies or abnormal behaviour In the event of suspicion additional information and

supporting documentation will be requested

UZES and COINHOUSE may carry out secondary audits in

accordance with their regulatory obligations or internal procedures

See also PART 8 - KNOWLEDGE MECHANISMS OF SUBSCRIBERS ANTI-MONEY LAUNDERING AND

COMBATING THE FINANCING OF TERRORISM AND SECURITY

Amendment of information The user agrees to inform WPO as soon as possible of any changes to the information provided during

n order to

update hisher information and in particular any change in hisher marital status legal capacity

address (tax postal or electronic) mobile phone number title (tax professional)

64 Subscription to GreenTokens

The analysis of the information provided may take from a few minutes to a few days After notification

by EQUISAFE that the Registration has been confirmed the subscriber may log in to his User Account

to purchase GreenTokens The main steps are as follows

1 The subscriber confirms that he has read and accepted the General Terms and Conditions of

Use available online (Figure 34 see above)

2 The subscriber indicates his choice of subscription in euros or Digital Assets (See the Figure

38)

3 The subscriber then indicates the amount of hisher subscription and the possible Lock-up

condition to which heshe voluntarily subscribes (see Section Category B Long-term

subscriber)

4 On this basis the following are shown to the subscriber (See Figure 39 and Figure 40)

a The number of GreenTokens heshe acquires

b The issue price applicable to himher

c The possible lock-up period (Lock-up) applicable to himher

d The subscription fees applicable to himher

e The total price of hisher purchase ie [a x b + d] in euros


83

5 The subscriber indicates how heshe will receive their GreenTokens In the first two cases (a)

and (b) below the subscriber will provide a public address for ERC20 compatible Digital

Assets in the third case (c) this address will be specified by the Depository COINHOUSE

a Where the holder is its own depository

b Via a third-party depository

c Via the third-party depository COINHOUSE

6 The subscriber confirms the information relating to the bank account (or public address) of

repayment which is the same as used for the subscription

7 The subscriber confirms their intention to purchase and pay for the GreenTokens subscribed

a The funds in euros are first received in an initial holding account placed in the LEMON

WAY environment and allocated to each subscriber They are then transferred to the

holding account alloc tion Custody of

subscriptions made in legal tender Currencies )

b Digital Assets are first received at one or other public holding addresses Each

business day EQUISAFE (See Section Custody of subscriptions made in Digital

Assets)

i reconciles the amounts received at these addresses with the registered

subscriptions

and subject to the minimum daily collection amount being reached

ii instructs the Depository COINHOUSE to place the Permitted Digital Assets

on the escrow account which executes the instruction

or if applicable

iii instructs the Depository COINHOUSE to return the unauthorised Digital

Assets received which executes the instruction

8 Subscriptions duly collected on the account or public holding addresses are thus deposited

as soon as a minimum amount is reached on one of the two escrow accounts

bull euros at FINANCIERE DUZES (See Figure 39)

bull Digital Assets at COINHOUSE (see Figure 40)


At the closing of the Public Token Offering the Statutory Auditor certifies the Amount Effectively

Collected and the WPO Directorate concludes on the outcome of the offering

As soon as the Minimum Amount is reached EQUISAFE mandated by WPO prepares the issuance

of the GreenTokens the allocation of GreenTokens to their subscribers and the cancellation of the

unsold GreenTokens (see Section GreenTokens time frame of use)

This allocation is made by sending to the public address indicated by the subscriber in paragraph 5

of section 64 above Subscription to GreenTokens


84

7 Time frame of the Public Token Offering

The time frame of the Public Token Offering is as follows

Figure 35 Detailed timeline of the Public Token Offering (the times shown are Central European Time)

Tuesday 8 September 2020

at 10 am

- Opening of the subscription to the Public Token Offering which

takes the form of the opening of subscriptions on wwwwpoeu

- Publication of the Statutory Auditors report on the Private Token

Sale to date

Thursday 12 November 2020

at midnight

Closing of the subscription to the Initial Coin Offering which results

in the suspension of the subscription function on wwwwpoeu

Friday 13 November 2020

at 1am in the morning ETHEUR pairs to determine the Exchange Rate applicable to the

Digital Assets collected


at 2pm

at 4pm

- Bailif

Digital Assets effectively collected (the period between the closing of

the subscription to the Public Token Offering and this statement is

the time required for the last bank transfers and transfers of Digital

Assets to be received and observed on the escrow accounts)

- Certification Amount Effectively Collected by the Statutory Auditor

b

- Publication of the result of the Public Token Offering by the WPO

Directorate and public declaration of the Investment Advisory

Committee in accordance with the certificate of the Statutory Auditor

Monday 23 November 2020

at noon

- Issuance of the GreenTokens and if applicable cancellation

(destruction) of the unsold GreenTokens

Tuesday 1 December 2020

at noon

- Allocation of GreenTokens to each subscriber

- Listing of the GreenToken



For a broader timeframe

bull timeline is given in the Section Our history

bull The timeline for the GreenToken Project is given in the Section Timeline


85

8 Information on the period after the Public Token

Offering

81 Dilution

The GreenTokens redeemed by WPO in exchange for GoCert certificates will be cancelled As the

GreenTokens are fixed this will result in a gradual reduction in the number of GreenTokens available

over time

Any new offering to the public of GreenTokens would be conditional upon obtaining a new optional

Visa from the AMF

82 GreenTokens buy-back conditions

In the event of excess or lack of liquidity of the GreenTokens on the secondary market WPO shall act

reasonably and may use the Reserve under the control of the Investment Advisory Committee

83 Conditions for cancelling GreenTokens

See Sections Cancellation of GreenTokens and Redemption of GreenTokens by WPO

84 Conditions for the custody of self-held tokens and their placing

on the market

The categories of self-held GreenTokens are listed in the Section Use of self-held tokens None of them

are subject to a custody obligation (no Lock-up)

85 Conditions of custody of GreenTokens held by subscribers

GreenTokens subject to a lock-up period (Lock-up A or Lock-up B as defined in the Section Discounts

offered by category of subscribers) mean that they will be kept by the Depository COINHOUSE in a

segregated account from the time of their issue and for the duration of the Lock-up They will be

delivered to their subscriber at the end of the lock-up period The custody costs are borne by WPO

86 Communications to the public



Statutory Auditor and Obligations and capacities of the Committee)


86

PART 6 - TECHNICAL TERMS AND CONDITIONS FOR THE

ISSUE OF GREENTOKENS

1 Description

The Distributed Ledger T e

Ethereum network which allow the creation registration and transfer of Digital Assets within the

meaning of article L54-10-1 of the CMF

Operational since June 2019 the Secure Financial Transaction Protocol provides a robust modular

and configurable framework It favours as much as possible the logic of permission by the IT code

through Smart Contracts in order to maximize transparency for all parties involved

The Secure Financial Transaction Protocol is designed to maximize interoperability between the

various network participants In general these participants can be divided into four categories

bull The Issuer (WPO) an entity that creates and sells GreenTokens

bull Subscribers entities that have successfully passed KYC identification and AML-CFT

compliance checks and are authorised to purchase GreenTokens

bull White lists (LEMON WAY) are trusted entities that provide LCB-CFT Compliance Identification

and Verification services to network participants

bull

funds collected without directly taking possession of them They can provide services such as

holding funds in escrow or custody of tokens or facilitate the secondary transfer of

GreenTokens

The Secure Financial Transaction Protocol was designed with two central concepts in mind

identification and permission Each subscriber has their identity verified by a White list registration

agent (LEMON WAY) and a unique identity footprint is associated with their portfolio address (see

below Figure 34) Based on this identity information the Issuer and Depositories apply a set of rules

in accordance with the provisions of this Information Document which determines how the

subscriber can interact with them

The Issuer White Lists and Depositories each have their own Smart Contract that defines how they

interact with each other These contracts allow different entities to provide each other with

information within the ecosystem

The security tokens of the Secure Financial Transaction Protocol are based on the ERC20 standard

The tokens are transferred via the transfer and transferFrom methods but the transfer will only

succeed if it passes a series of Blockchain authorisation controls A checkTransfer call returns true if

the transfer is possible (See Figure 36)

The basic configuration includes the identification of the subscriber the monitoring of the number

and limits of subscribers as well as restrictions on the countries and status of each accredited

subscriber The implementation of other modules allows for the addition of a variety of additional

features to meet the specifications set out in this Information Document


87

Figure 36 - GreenToken issuance process


88

2 Parameters of the automated computer programme

and objective of the functions

The following public link presents the system architecture httpsgitlabcomequisafenyx

The Distributed Ledger Technology (DLT) developed by EQUISAFE is operational and has already

operated on several digital financial transactions for amounts in euros above the Target Amount

(Target) of this offering19

3 Security and Compliance Audits

An audit (and if necessary a security counter-audit)20 of the Distributed Ledger Technology (DLT)

developed by EQUISAFE and an audit (and if necessary counter-audit) of compliance of the

GreenToken subscription and issue process with this Information Document will be carried out by

the opening of the Public Token Offering

Certificates certifying that the comments and recommendations made during these audits are taken

into account will be published on the websites of EQUISAFE and WPO no later than the day of the

opening of the Public Token Offering

The GreenTokens will only be issued once the threshold target (Achievement of the Minimum

Amount (Soft-cap)) has been achieved and after the closing of the Public Token Offering

19 See for example the MEDIA section of the website wwwequisafeio 20 To this end EQUISAFE has commissioned DIGITAL SECURITY SAS (SIREN 810570515 RCS Paris) 50 avenue Daumesnil (wwwdigitalsecurityfr) and the audit is scheduled for March 2020


89

PART 7 - CUSTODY AND RESTITUTION OF FUNDS AND

DIGITAL ASSETS

1 Monitoring and safeguarding of funds and digital

assets collected

11 Methods for collecting and managing the funds and Digital

Assets collected as referred to in article 712-6 of the AMF General

Regulation

Subscription in legal tender Currencies See Section Subscription to GreenTokens

See also Figure 39 Process of collecting and sequestration of funds in euros

Subscription in Digital Assets See Section Subscription to GreenTokens

See also Figure 40 Process for collecting and sequestration of Digital Assets

Custody of subscriptions made in legal tender Currencies As long as the cumulative amount of the funds in euros collected on LEMON WAY holding accounts

are less than the Minimum Amount (Soft-cap) the funds collected are held in these accounts

When this amount reaches or exceeds the Minimum Amount (Soft-cap) the funds collected are

h its

authorisations available on the website REGAFI (see Section Euro (EUR) Escrow Account below)

Funds held in escrow remain frozen in accordance with the provisions of this Information Document

and in particular the Section End of subscription period and restitution below

Custody of subscriptions made in Digital Assets Each day and if the equivalent amount observed on one of the public holding addresses at

COINHOUSE reaches or exceeds one thousand (1000) euros (calculated according to the method set

out in Section Exchange Rate) the Digital Assets collected are transferred to the escrow account of

the Depository COINHOUSE CUSTODY SERVICES under Ledger Vault technology (see Section

Bitcoin (BTC) Public Holding Address and Section Ether (ETH) Public Holding Address below)

Practically EQUISAFE reconciles the origin and quantity of the Digital Assets effectively received at

these public holding addresses with the identification information and the White list established by

LEMON WAY EQUISAFE then establishes the release(s) of the authorised transfers to either of the

escrow accounts (BTC or ETH) which is executed by COINHOUSE upon receipt The orphan Digital

Assets are either returned to their original -CFT

Procedure


90

This release is a digital file sent daily by EQUISAFE to COINHOUSE This file contains the last name

first name and date of birth of the subscriber the amount effectively received and indicates the status

(White list or not) of this subscription and the confirmed address for any refund

business day

The funds deposited in the escrow account remain frozen in accordance with the provisions of this

Information Document and in particular the Section End of subscription period and restitution below

WPO which holds public holding or escrow addresses positioned in the COINHOUSE environment

never possesses any of the associated private keys

12 End of subscription period and restitution

The release of the escrow accounts is subject to the certification by the Statutory Auditor of the

Amount Effectively Collected

If the Certified Amount is less than the Minimum Amount (Soft-cap Condition of non-achievement

of the Minimum Amount (Soft-cap) then the repayment procedure is followed

If the Certified Amount is greater than the Maximum Amount (Hard-cap) the Condition of exceeding

the Maximum Amount (Hard-cap) is met and the procedure for refunding the excess is followed

As soon as the Soft-cap is reached and after the closing of the Public Token Offering (or in advance

thereof in the event of the Hard-cap being exceeded) the funds and Digital Assets collected are

transfered to WPO by release of the escrow accounts according to the following sequence

Release procedure of the escrow account of the Digital Assets a

Effectively Collected the Depository COINHOUSE will open the Ledger Vault

according to the agreed multi-authorisation procedure and then retrieve the Digital

Assets collected

b Upon presentation of a WPO conversion order the Depository COINHOUSE will

convert all or part of the Digital Assets collected into euros (See Section Foreign

or foreign currencies) and then transfer the amount converted into euros from its

bank account (see Section COINHOUSE current account (EUR)) to the Escrow

c The Depository COINHOUSE will transfer the unconverted collected Digital Assets to

the WPO safekeeping and holding account at COINHOUSE

Procedure for releasing the euro escrow account Upon presentation of the Statutory Auditors certificate attesting to the Amount Effectively Collected

and where applicable after receipt of the Digital Assets converted into euros transferred by the

Depository COINHOUSE funds to the WPO bank

account (see Section WPO current account (EUR))


91

13 Identification of holding accounts and escrow accounts to hold

collected funds and Digital Assets

Euro (EUR) Escrow Account The Depository FINAN

below

CIC CREacuteDIT INDUSTRIEL ET COMMERCIAL

IBAN FR76 3006 6107 4100 0208 0642 501

BIC CMCIFRPP

Bitcoin (BTC) Public Holding Address ADDRESS21 [Will be communicated to the subscriber after its User Account has been validated]

This address is physically positioned in the environment of the Depository COINHOUSE on Ledger

Vault technology

Ether (ETH) Public Holding Address ADDRESS21 [Will be communicated to the subscriber after its User Account has been validated]


Vault technology

COINHOUSE current account (EUR) In the event of conversion of all or part of the Digital Assets collected the Depository COINHOUSE will

transfer the amount converted into euros to the bank account below

FIDOR BANK

IBAN DE82 7002 2200 0020 299 800

BIC FDDODEMMXXXX

WPO current account (EUR) At the end of the uro funds will be paid is as follows

CREDIT COOPERATIF

IBAN FR76 4255 9100 0008 0107 2529 312

BIC CCOPFRPPXXX

14

convert Digital Assets to euros or foreign currencies

The Cryptocurrencies collected during the Public Token Offering will be converted into euros only

after the Public Offering has been completed

21 According to Engagement Letter reference COINHOUSE-20191014 signed on 14092019


92

nge rate

applicable to the conversion of at least 80 of that recorded by the bailiff at the end of the Public

Token Offering If when the order is made the difference is greater than 20 the conversion will be

adjourned

By way of exception WPO intends to convert the Digital Assets as soon as possible to have a total

amount collected in euros at least equal to the value of the Minimum Amount (Soft-cap) or

depending on the currency effects as near to this value as possible

Subsequently if all of the Digital Assets collected have not already been converted WPO intends to

convert them cautiously for the purposes of the GreenToken Project in accordance with the

exchange risk management principle set out above

15 WPOs commitment to maintain or implement a monitoring

and safeguard mechanism for the funds and the Digital Assets

collected

The Digital Assets collected during the Public Token Offering and ultimately transferred to WPO

automatically are in part or in full converted into euros (see Section above)

Any balance of the Digital Assets shall be kept at COINHOUSE in accordance with the engagement

letter in place22 (or where applicable at any other custody provider of Digital Assets on behalf of third

parties (DASP) registered by the AMF

2 Refunding of Subscribers

21 Condition of non-achievement of the Minimum Amount (Soft-

cap)

At the closing of the Public Token Offering as shown in the Time frame of the Public Token Offering

the Statutory Auditor certifies the Amount Effectively Collected in euros and the WPO Directorate

records the result of the offering If the condition of non-achievement of the Minimum Amount (Soft-

cap) has been met WPO will return the funds and the Digital Assets collected within sixty (60)

working days from the date of the Statutory Auditors certificate

22 Condition of exceeding the Maximum Amount (Hard-cap)

Each day during the period open for subscriptions at 6pm (Paris time) WPO calculates the interim

value of the Amount Effectively Collected in euros If according to this calculation the Maximum

Amount (Hard-cap) has been exceeded the subscription function on wwwwpoeu will be

immediately suspended by WPO

22 See Note 21 on previous page


93

Having anticipated this overrun WPO will then note as quickly as possible as recorded by a bailiff

the exchange ratios of the Digital Assets collected in euros on the Digital Asset exchange platform

chosen for reference23

WPO then notes as recorded by a bailiff the amount of the legal tender currencies and the amount

of the Digital Assets collected and effectively received on the Custodians escrow accounts until the

fifth business day (inclusive) after the day on which the subscription function was suspended

the WPO Directorate records the result of the offering As soon as the condition for exceeding the

Hard-cap is met WPO returns the excess funds and Digital Assets collected within sixty (60) working

days of the date of the Statutory Auditors certificate The excess subscriptions are then repaid in the

order of the last subscriptions effectively received by the Custodians until the value of the Hard-cap

is reached

23 Procedure for refunding the subscribers

This procedure is the same in the event that the condition of non-achievement of the Minimum

Amount (Soft-cap) is met or the condition of exceeding the Maximum Amount (Hard-cap) is met

Case of a subscription in a legal tender currency Throughout the subscription period a subscribers register will be kept by the manager of the

EQUISAFE subscription platform and a payment register will be kept by the LEMON WAY payment

institution which will be reconciled with the statement of the escrow account of the Depository

In the event of a refund

1- Preparation of the list The documentation is made available to WPO drawing up the list of

repayments

2- Approval of the list The Investment Advisory Committee will audit and approve or as the case

may be cause the list to be corrected

3- Methodological approval The approved list and the elements enabling its establishment are

sent to the Statutory Auditor who certifies the compliance of the process for drawing up the

list of repayments

4- Placing orders The WPO Directorate sends the order of repayments accompanied by the

opinions of the Investment Advisory Committee and the Statutory Auditor to LEMON WAY

who executes it

5- Execution Lemon WAY returns the net euros received from its holding accounts to each

subscriber according to the payment method used on subscription

6- Costs WPO bears the escrow and transfer costs (Money-out) However the subscriber shall

bear all applicable fees and commissions if any by his bank foreign exchange agent etc

23 See Section Exchange Rate


94

Case of a subscription in Digital Assets Throughout the subscription period a subscriber register shall be kept by the manager of the

EQUISAFE subscription platform and a register of transfers of Digital Assets received shall be kept by

the Depository COINHOUSE



repayments





list of repayments

4- Placing orders The WPO Directorate sends in writing the order of repayments accompanied

by the opinions of the Investment Advisory Committee and the Statutory Auditor to

COINHOUSE who executes it

5- Execution COINHOUSE sends the Net Digital Assets received on its escrow accounts to each

public address recorded at the time of the Registration

6- Costs WPO bears the escrow and transfer costs (Money-out) However the subscriber bears

all applicable fees and commissions if any by its own custody or broking providers etc

24 Foreign exchange risk management at the time of refund

The risk of a change in the exchange ratio of legal tender currencies (other than the Euro) or of Digital

Assets and euros between subscription and redemption is borne by the refunded subscriber

25 Management of risk of incorrect or incomplete address during a

refund

If the information provided for repayment at the time of registration is incorrect or incomplete the

risk of non-repayment is borne by the subscriber However WPO will use its best endeavours (duty

of best endeavours) to correct or complete the address for a reasonable period of two (2) months

following the date of methodological certification of the list of refunds by the Statutory Auditor

26 Address risk management via Digital Asset exchange platform

Repayment is made only to the address used for sending the Subscribers Digital Assets If this

address is the address linked to a Digital Asset exchange platform the refund could be lost and WPO

cannot be held liable Subscribers must take care of organising this themselves in advance with their

provider(s)


95

PART 8 - KNOWLEDGE MECHANISMS OF SUBSCRIBERS

ANTI-MONEY LAUNDERING AND COMBATING THE

FINANCING OF TERRORISM AND SECURITY

1 Knowledge of subscribers and AML-CFT

Pursuant to article L561-2 7deg ter of the CMF WPO is liable to as an issuer in connection with the

Public Token Offering conduct identification and vigilance measures according to anti-money

laundering and combating financing terrorism regulations (AML-CFT)

In this regard WPO has put in place its AML-CFT Procedure consisting of

bull A system for collecting data regarding identification identity verification and knowledge of

GreenToken subscribers

bull A mechanism for assessing the risk of money laundering and terrorist financing

In this context WPO has outsourced on the basis of article R561-38-2 of the CMF the due diligence

measures to be implemented in connection with the subscription of GreenTokens

In accordance with article L 561-32 I paragraph 4 of the CMF the Money Laundering Reporting Officer

(MLRO) designated for the Public Token Offering holds a high hierarchical position within WPO and

has sufficient knowledge of risk exposure It has also implemented controls over WPO

providers

In this case the MLRO is

hervegagnairewpoeu)

11 Identification and verification of identity

The process of identifying subscribers (KYC and KYB) and the origin of the funds will be carried out

by LEMON WAY at the time of registration (see Figure )

KYC and KYB Process The steps to be followed and the documents to be provided are detailed in the Section Creation of

the User Account

In particular two proofs of identity (with no minimum subscription threshold condition) will be

required and subscribers will be required to sign the request to create the User Account by Advanced

Electronic Signature (see Section Advanced Electronic Signature)


96

Acceptance The type of subscribers that do not meet the internal procedures of the Payment Service Provider

LEMON WAY will not be accepted at the payment stage of the subscription platform

subscription presented for collection that is not in compliance particularly with regard to the

completeness of the information provided or with regard to their own AML-CFT provisions (See Figure

39 and Figure 40)

The WPO Directorate will question all third-party providers involved in the subscription process to

ensure compliance with applicable regulations and procedures

12 Risk Classification

The assessment of the level of risk may result from the analysis of the subscriber and the risk approach

in certain cases or from a legal or regulatory presumption (types of legal persons activities or

distribution channels listed by the texts as posing a low risk of money laundering)

RISK EXPLANATION

LOW

Equivalent to the lowest AML-CFT risk It can be shown by the ease by which subscribers are monitored by procedures that are not complex or that generate low flows by simple means by which GreenTokens are acquired (payment in a legal tender currency ) and for low volume (less than 1000 euros) The management of related risks is easy and a simplified due diligence system can be sufficient to manage AML-CFT risks

MODERATE Equivalent to a standard andor average AML-CFT risk corresponding to situations of preferred AML-CFT risk vectors

HIGH A high AML-CFT risk is associated with situations identified as preferred AML-CFT risk vectors

13 Risk assessment criteria

In summary -CFT Procedure provides that

bull the Public Token Offering is aimed at natural and legal persons in France without distinction

bull requests for subscriptionacquisition of GreenTokens from abroad (country of

residenceconstitution) are accepted unless they come from High Risk Jurisdictions China

or the United States of America

bull individuals considered at risk are Politically Exposed Persons (PEP) and those whose

professionactivity is related to real estate telecommunications games associative sector

and arts

The risk criteria categories that will be taken into account in determining the level of vigilance to be

applied are the place of residence professional activity currency of subscription amount invested

an abnormal transaction andor behaviour etc


97

Depending on the level of vigilance required the following due diligence will be applied

Figure 37 - AMLCFT Risk Assessment Criteria

VIGILANCE DUE DILIGENCE

SIMPLE Identification (collection of identification documents)

COMPLEMENTARY

Above diligence and

- verification of the activity - advanced identity verification

o Advanced electronic signature o Verification of sanctions lists

- if applicable validation by MLRO

REINFORCED

Above diligence and

- request on the origin of the funds - validation by MLRO - specific PEP due diligence

The following cases will imply a refusal to subscribe

bull Presentation of incomplete illegible or falsified documents

bull Use of an unjustified third-party account

bull Origin of funds in a High Risk Jurisdiction

bull Subscribers using anonymity

bull Subscribers subject to asset freeze

bull Subscribers on certain sanctions lists

Finally further restrictions on the Public Token Offering are set out in the Section Restrictions on the

Public Token Offering in the following section


98

Figure 38 KYC Identification and AML-CFT compliance process


99

Figure 39 Process of collecting and sequestration of funds in euros


100

Figure 40 Process for collecting and sequestration of Digital Assets


101

2 Cybersecurity and detection systems for technical

malfunctions

In 2015 WPO set up an IT Systems business unit With eight full-time employees today the team

Since 2018 WPO has taken out a fraud and cybercrime insurance policy with the insurer CNA

covering its data and third-party data including Production Data transiting or storage on its

Information Systems24

business unit25 carried out a security audit by XMCO concerning

an Penetration Test on its Internet-exposed information systems A follow-up audit to check that the

security recommendations had been implemented was conducted in January 2020

WPO has committed to the implementation of an ISO-27001 certification-backed Information

Security Management System with a certification start-up objective in 2020 The scope envisaged will

include the collection of Production Data from wind and solar production sites supervised by WPO

LT)

With regard to the implementation of the Public Token Offering WPO has chosen quality partners

(see Section GreenToken Project Team) operating according to current best practices in the market

bull The subscription processes for the Public Token Offering are entrusted to the care of

establishments or agents approved by the ACPR andor registered with the AMF namely

EQUISAFE LEMON WAY COINHOUSE COINHOUSE CUSTODY SERVICES FINANCIERE

DUZES and CREDIT COOPERATIF Our service providers meet or exceed the safety criteria

required by the regulations

bull The Listing of the Token will be entrusted to the care of SAVITAR which will soon apply for it

to be registered with the AMF SAVITAR is already following current best safety practices in a

highly changing technological context

WPO will conduct Penetration Tests on the Distributed Ledger Technology (DLT) of GreenTokens and

GoCert Consortium Audits are planned prior to the opening of the Tokens Public Offering and follow-

up audits before the issuance of the first tokens and the first certificates respectively

Thereafter annual follow-up audits will also be carried out The audit reports will be shared with the

Investment Advisory Committee

24 Policy reference 10200913 with CNA Insurance Company (Europe) SA dated 01012018 25 XMCO SAS (SIREN 430 137 711 RCS Paris) is certified QSA and is approved to perform PCI DSS compliance and certification audits The company is in the process of being qualified by the ANSSI under the PRIS (Source) rules


102

PART 9 - APPLICABLE LAW RESTRICTIONS AND

JURISDICTION

1 Applicable law

This Information Document and any contractual relationship arising from the goods and services sold

clause

2 Restrictions on the Public Token Offering

The GreenTokens have not been and will not be registered in any jurisdiction and the Information

Document has only been the subject of a visa application in France with the AMF and in no other

jurisdiction



including citizens andor residents of the United States of America In this regard WPO has not taken

any action to allow the Offering of GreenTokens to the Public or the distribution of the Information

Document in a jurisdiction other than France Accordingly whether directly or indirectly

GreenTokens will not be offered or sold and the Information Document and any other document

relating to the Public Token Offering may not be distributed or published in any other jurisdiction

that requires WPO andor GreenTokens any authorisation approval or other authority

In particular but not limited to with regard to US law and subject to certain exceptions

GreenTokens may not be offered or sold in the United States of America or to or on behalf of US

US persons of the US Securities Act

S Regulations

Accordingly the Public Token Offering is not carried out in ANY JURISDICTION requiring

Authorisation for WPO GreenTokens or for the Information Document

Finally WPO will not accept any subscription from the 23 High Risk Jurisdictions listed by the

European Commission under the 5th AML-CFT Directive

3 Competent courts in the event of a dispute

operating period as a business or during its liquidation between

WPO and the GreenToken subscribers or between the subscribers themselves regarding the rights


103

4 Tax regime applicable to the holding of GreenTokens

in France for French subscribers

41 Value Added Tax (VAT)

WPO filed an advance ruling request on 27 June 2018 This request received a response on 26

December 2018 from the Directorate-General for Public Finance (DLF)

From this letter it follows that the initial sale of GreenTokens does not result in VAT being due

However when the GreenTokens purchased are used by their beneficiaries to obtain a single property

or service from WPO the transaction will be subject to VAT in accordance with Article 256 of the

General Tax Code under the conditions of ordinary law The tax shall then become payable under the

conditions applicable to the underlying transaction subject to the rules of territoriality of the tax

42 Taxes on income or profits (French tax residents)

The rules set out below concern the tax treatment in the event of success of the Public Token

Offering

Natural person subscriber

Subscriber engaged in the purchasesale of Digital Assets on an occasional basis

Pursuant to Article 150 VH bis of the French General Tax Code and the administrative doctrine each

tax household is subject to income tax in respect of transfers for consideration of Digital Assets carried

out during a tax year by the members of the tax household

The transfer must have for consideration a price expressed in legal tender currency property or

service Exchanges of Digital Assets without payment of a cash balance are subject to a deferment of

taxation

In respect of each transfer transaction the gain or loss is equal to the difference between on the one

hand the sale price and on the other hand the product of the total purchase price of the entire

portfolio of Digital Assets of the members of the tax household and the quotient of the price of the

assets sold over the aggregate value of the Digital Assets held by the members of the tax household

on the date of the transfer

The purchase price is therefore determined in the form of a fraction of the total purchase price of the

portfolio of the members of the tax household corresponding to the sole assets sold This total

purchase price must be reduced by the fractions of cost prices used when determining the capital

gains or losses of previous transfers

For more details on these calculation methods see administrative doctrine

A gains are offset against the losses of the same year at the tax household level and in the

event of a net gain the tax is 30 of the gain (128 in respect of income tax and 172 in respect of

social security contributions plus where applicable the exceptional tax on high income) The net loss

is neither chargeable to capital gains of any other type nor chargeable on the net gains from the sale

of Digital Assets in the following years


104

Furthermore transfers made by the tax household whose total price does not exceed an annual

threshold of 305 in a year are exempt

It is also necessary to ensure compliance with all reporting obligations prescribed by law and in

particular the obligation to declare at the same time as the tax return references to the Digital Asset

accounts opened held used or closed abroad

Subscriber engaged in the purchasesale of Digital Assets on a regular basis

Natural persons who carry out transactions in the sale of Digital Assets on a regular basis are subject

to the rules governing the taxation of professional profits According to the administration the normal

or occasional performance criteria of the activity result from the examination on a case-by-case basis

of the factual circumstances in which the purchase and resale transactions are carried out the

deadlines separating the dates of purchase and resale the number of digital assets sold the

conditions of their acquisition etc

For a company subscriber liable for corporation tax

From an accounting perspective

Regulation No 2018-07 of 10 December 2018 of the Accounting Standards Authority (ANC) provides

that where a company owns by subscription or acquisition tokens that do not have the

characteristics of financial securities financial contracts or cash orders for the purpose of using the

services or associated assets and that are expected to be used beyond the current financial year

these tokens constitute intangible depreciated and impaired fixed assets

Where a company owns by subscription or acquisition tokens that do not have the characteristics of

financial securities financial contracts or cash orders without the intention of using the associated

services or the delivery of the related assets these tokens are recorded in the account number 5202

counterpart to transitional accounts under assets on the balance sheet in the event of an unrealised

loss and under liabilities on the balance sheet in the event of an unrealised gain In the event of an

unrealised loss a provision for risk is made

Tokens recognised as intangible assets of an unspecified period of use may be transferred on a final

basis into tokens held when the expected use of the associated services or goods no longer exists

The transfer is recognised for its net book value No tokens held may be transferred to fixed assets

(account 5202)

The capital gains and losses on disposal of the tokens held are calculated using the first in - first out

method (FIFO) or where applicable the weighted average cost of acquisition (WAC) and are

recorded as the case ma or in

Net expenses on disposals of tokens

From a tax perspective

In the absence of a derogation provided for in the tax texts the tax treatment in respect of income

tax should follow the accounting treatment If the token is sold the treatment of the gain or loss

should follow the ordinary tax treatment


105

PART 10 - DECLARATION

I certify after taking all reasonable measures for this purpose that the information contained in the

Information Document is to the best of my knowledge in conformity with the reality and does not

contain any omission likely to alter the scope thereof

In Paris on 12 Mai 2020


Chairman

WPO SAS

Duncan Levie

Managing Director

WPO SAS

Alexandre BERTRAND

Managing Director

WPO SAS]


106

PART 11 - GLOSSARY

2FA Means Double-Factor Authentication Method by which a

user can access a computer resource (a computer a smart

phone or a website) after having submitted two separate

proofs of identity to an authentication mechanism In this

case WPO will use Microsoft Authenticator

ACPR The Prudential Supervision and Resolution Authority is an

institution within Banque de France responsible for the

supervision of the activity of banks and insurance

companies in France

Advanced Electronic Signature Means an electronic signature which meets the

requirements of Article 26 of the European eIDAS

Regulation of 1 July 2016 ie (a) is unequivocally linked to the

signatory (b) identifies the signatory (c) has been created

using electronic signature creation data that the signatory

may with a high level of confidence use under his sole

control and (d) is linked to the data associated with that

signature so that any subsequent modification of the data

is detectable

AIB - Association of Issuing Bodies Means the pan-European body responsible for the

promotion of the European Energy Certification System

-registration of certificates

AMF Means the Autoriteacute des Marcheacutes Financiers which is a

French financial institution and an independent

administrative authority whose mission is to ensure the

protection of savings invested in financial instruments

investor information and the proper functioning of financial

instruments markets

AML-CFT Means all the legal and regulatory provisions of Anti-Money

Laundering and Combating the Financing of Terrorism

including Directive (EU) 2015849 of the European

Parliament and of the Council of 20 May 2015 on the

prevention of the use of the financial system for the purpose

of money laundering or terrorist financing as amended

by Directive (EU) 2018843 of the European Parliament

and of the Council of 30 May 2018 (the 5th AML-

CFT Directive) Order No 2016-1635 of 1 December 2016

reinforcing the French system of Anti-Money Laundering

and Combating the Financing of Terrorism Decree No 2018-

284 of 18 April 2018 reinforcing the French system of Anti-

Money Laundering and Combating the Financing of


107

Terrorism and Order No 2020-115 of 12 February 2020 and

Decrees No 2020-118 and 2020-119 of 12 February 2020

transposing the 5th AML-CFT directive

AML-CFT procedure Procedure established by WPO and implemented by WPO

and its service providers as part of the AML-CFT due

diligence provided for in the Information Document

Amount Effectively Collected Means the sum expressed in euros of the amounts

collected in legal tender currency and the amounts

collected in Digital Assets during the subscription period for

the Public Token Offering as defined in the Section Amount

Effectively Collected

ANC Means the Autoriteacute des Normes Comptables the main

accounting standardization body in France since 1 January

2010

ANSSI Means the Autoriteacute Nationale de la Seacutecuriteacute des Systegravemes

Information which is a French Department with national

competence in charge of IT security

Artificial Intelligence Refers to all the theories and techniques used to create

machines capable of simulating intelligence It comprises

methods of solving problems with high logical or

algorithmic complexity

Big Data Means sets of data that become so large that they exceed

the intuition and human analytical capabilities and even

those of traditional database management or information

tools

Bitcoin Means a Cryptocurrency whose code is BTC

Blockchain See Distributed Ledger Technology (DLT)

Brexit Refers to the proposed exit of the United Kingdom from the

European Union initiated following the UK referendum of

23 June 2016

Certificate Markets Means the various regulated markets of energy certificates

(eg Guarantees of Origin energy savings certificates

erasure certificates capacity certificates etc) or private

initiative labels which can be traded on a continental

national or regional basis

CMF Means the French Monetary and Financial Code


108

Contract Means an agreement for the subscription or purchase of

GreenTokens from WPO

Cryptocurrency Means Digital Assets falling within the scope of the

qualification of digital representation of a value that is not

issued or guaranteed by a central bank or a public authority

which is not necessarily attached to a currency having legal

force and which does not have the legal status of a currency

but which is accepted by natural or legal persons as a

means of exchange and which may be transferred stored

or exchanged electronically within the meaning of article

L54-10-1 2deg of the CMF

DAG Refers to Blockchain technologies using oriented acyclic

platforms where the need is high-speed or connected

DASP Means a Digital Assets Service Provider whose status and

activity are regulated by the PACTE Law and Decree No

2019-1213 of 21 November 2019

Data Lake Means a method of storing data used by Big Data This data

is kept in their original formats or undergo very little

processing

DepositoriesCustodians Refers to FINANCIERE DUZES andor COINHOUSE in their

capacity to receive the funds andor Cryptocurrencies

subscribed to the Public Token Offering on escrow

accounts

Digital Assets Means the intangible assets in digital form referred to in

article L54-10-1 1deg and 2deg of the CMF

Distributed Ledger Technology

(DLT)

IT system enabling the creation registration and transfer of

Digital Assets within the meaning of article L54-10-1 of the

CMF also referred to as Blockchain or Distributed Ledger

or DLT and whose acronym in French is DEEP (Dispositif

Electronique ageacute)

DLF Department of Tax Law of the French Ministry of Economy

and Finance (MINEFI)

EBITDA Means earnings before interest tax depreciation and

amortization

Ecological Transition Means changing towards a new economic and social

model a sustainable development model and changing

ways of consuming working and producing to address the

following environmental issues climate change


109

accelerated loss of biodiversity increased environmental

health risks and scarcity of resources

End to End A solut

offers all the software and hardware components required

to meet the needs of a customer

Energy Transition Means a profound structural change in how energy is

produced and consumed It is one of the components of the

Ecological Transition It results from technical

developments prices and the availability of energy

resources but also from a political will of governments and

populations businesses etc that want to reduce the

negative impacts of this sector on the environment Various

government institutions and NGOs have offered different

definitions and energy transition scenarios The scenarios

envisaged often consist of moving from the current energy

system based on the use of non-renewable resources to an

energy mix based primarily on renewable resources This

involves alternatives to fossil fuels limited and non-

renewable resources (human time scales) In Western

Europe the majority of scenarios also plan to gradually

reduce the use of fissile fuels (radioactive materials such as

uranium and plutonium) and replace them with renewable

energy sources for almost all human activities (transport

industry lighting heating etc)

ERC20

Ethereum network

Ether Means a Cryptocurrency whose code is ETH

Ethereum Means a Distributed Ledger Technology (DLT) support

network of Ether

Euro Means the currency of the economic and monetary union

whose code (ISO 4217) is EUR

Exchange Rate Means the conversion rates to the Euro applicable to

currencies or Digital Assets collected on the Public Token

Offering as defined in the Section Exchange Rate

Exchange Value Means the price of the GreenToken exchanged between

participants on a Digital Asset exchange platform It will be

determined at the level where supply meets demand The

Exchange Value is the average of transaction prices over a

period or number of representative transactions at a given

time


110

Executive Committee (ExCom) Means the sub-committee of the Management Committee

composed of the WPO Directorate and the functional

directors of WPO

FIFO Means First in - First out

Gas Means for each transaction executed on a Distributed

Ledger Technology (DLT) its cost which is expressed in a

number of Gas units Each transaction that a Smart

Contract contains has a defined Gas value

GDPR Means European Regulation No 2016679 known as the

General Data Protection Regulation which constitutes the

reference text for the protection of personal data It

strengthens and unifies data protection for individuals

within the European Union Its provisions are directly

applicable throughout the 28 Member States of the

European Union as from 25 May 2018 The main objectives

of the GDPR are to increase both the protection of

concerned data subjects by processing their

personal data and the accountability of data controllers

General Terms and Conditions of

Use (or GCU)

Refers to the conditions of use of GreenTokens The General

Terms and Conditions of Use constitutes a Contract

Gigabyte Measuring unit (unit symbol GB) equivalent to 1024

megabytes (MB) or 230 bytes (1073741824 bytes) of

memory space of a computer or optical or magnetic disk

Gigawatt Gigawatt (symbol GW) is a power unit that designates one

thousand Megawatts

Gigawatt hour Gigawatt hour (symbol GWh) is an energy unit that

corresponds to the amount of energy produced in one hour

by a Gigawatt ie a thousand megawatt hours

GoCert Means the private production certificate issued by WPO for

one megawatt hour produced from renewable energy

sources

GoCert Consortium Means the consortium Distributed Ledger Technology

(DLT) a private partially decentralized and shared

-

to jointly manage the business processes of GoCert

certificates where each partner has a network node in its

infrastructure and a sufficient number of nodes must

validate the transactions so that a block is added to the

chain In the case of the WPO Project the GoCert


111

Consortium participants will be in the number of thirty

composed of the Certificate Markets participants (eg

national registry managers) andor any other entity co-

opted by the participant community acting in the capacity

of the GoCert Consortium authority in other words its

directors at the same time as WPO Participants will be paid

in GreenTokens

GreenToken Means the Utility Token issued by WPO whose code is GTK

GreenToken Network Means the network of partners of the professional

ecosystem of Renewable Energy who will also accept the

GreenToken as a means of accessing and exchanging their

own goods and services

Guarantees of Origin Means a monitoring tool defined in Article 15 of the

European Directive 200928EC of April 2009 (RED I) A

Guarantee of Origin identifies electricity produced from

renewable sources to inform end users of the source of their

energy In particular a Guarantee of Origin is a green

electronic or follow-up document that guarantees that a

megawatt hour of electricity has been produced from

renewable energy sources Guarantees of Origin are traded

Guarantees of Origin are standardized by the European

EECS

of Intergovernmental Bodies (AIB)

Hard-cap Means the maximum amount to be collected during the

million

High-Risk Jurisdiction List of third countries identified by the European

Commission under the 5th AML-CFT Directive which WPO

will not accept (1) Afghanistan (2) American Samoa (3)

Bahamas (4) Botswana (5) North Korea (6) Ethiopia (7)

Ghana (8) Guam (9) Iran (10) Iraq (10) Libya (12) Nigeria (13)

Pakistan (14) Panama (15) Puerto Rico (16) Samoa (17) Saudi

Arabia (18) Sri Lanka (19) Syria (20) Trinidad amp Tobago (21)

Tunisia (22) US Virgin Islands (23) Yemen

HSEQ Means the areas of expertise activities or professional

regulations controlling aspects of professional risks within

the company in order to lead to an integrated management

system relating to Hygiene Safety Environment and

Quality As such the HSEQ officer is responsible for ensuring


112

the safety of staff training in prevention compliance and

reliability of facilities in the company

Identified Person Means WPO SAS its affiliates their officers employees

agents subcontractors data controllers service providers

and respective advisers

Information Document Means this document entitled Blockchain Technology

Servicing the Energy Transition and Renewable Energy

drafted and published by WPO prepared in accordance

with article 712-2 of the AMF General Regulation and AMF

Instruction DOC-2019-06 presenting the WPO GreenToken

Project and associated risk factors

Information Systems Means the various information systems of WPO hardware

and software necessary for End-to-End traceability of the

Production Data from the sites where the wind and solar

farms are installed and for their monetisation using

Distributed Ledger Technologies

Investment Advisory Committee Created in 2019 the WPO Advisory Investment Advisory

Committee also called the GreenToken Advisory Board is

responsible for steering the governance of the GreenToken

Project

IoT (Internet of Things) Means the Internet of connected objects which is the

interconnection between the Internet and objects places

and physical environments The name refers to an

increasing number of objects connected to the Internet

allowing communication between our so-called physical

property and their digital existences

ISP Means investment services providers investment firms and

credit institutions that have been authorised to provide

advice the approval is

issued by the ACPR which maintains the list of approved

service providers

KYB (Know Your Business) Means the identification process to know the client (legal

person) before starting a business relationship included in

the AML-CFT controls For WPO this is an approach to verify

the identity of its clients and assess the potential risks of

concealment or fraud before authorizing the business

relationship

KYC (Know Your Customer) Means the identification process to know the client

(individual) before starting a business relationship included

in the AML-CFT controls For WPO this is an approach to

verify the identity of its client and assess the potential risks


113

of concealment or fraud before authorizing the business

relationship

Ledger Vault Commercial solution for the custody and management of

multiple-authorised Cryptocurrency portfolios developed

by Ledger SAS

Lock-up In general refers to a lock-up period of funds In this case

means the period beginning on the Token Listing Date

during which an owner undertakes not to transfer its

GreenTokens

Machine Learning algorithms Machine learning (or statistical learning) is a field of study of

Artificial Intelligence which is based on mathematical and

statistical approaches to give computers the ability to

learn from data ie to improve their performance to solve

tasks without being explicitly programmed for each

Management Committee Provided for by WPO articles of association established in

2008 the Management Committee contributes to the

composed of the

Executive Committee and the Operating Committee

Market Share Means the ratio between the capacity (in Megawatts)

supervised by WPO and the capacity installed in a country

expressed as a percentage

Megawatt hour Megawatt hour (symbol MWh) is an energy unit that


by one megawatt

Minimal Viable Consortium See Minimal Viable Product

Minimum Subscription Threshold Means the minimum amount (in euros) below which it is

not possible to purchase GreenTokens in the Public Token

Offering The Minimum Subscription Threshold is set at 100

euros

Minimum Viable Product Means a rapid product or feature development strategy In

the case of the Project the Minimum Viable Product takes

it

must have all the characteristics of the finished consortium

which are not only achieved in their entirety (Feasibility

Design UX Functionality) We speak in English of Minimum

Viable

Multi-authorisation procedure Procedure established and implemented by the Depository

COINHOUSE as part of the removal of the receiver who

collected the Cryptocurrency during the Public Token


114

Offering and detailed in Appendix 2 of the engagement

letter between COINHOUSE and WPO The number of

authorised persons is three an authorised representative of

the WPO Directorate an authorised representative of

COINHOUSE and a third party representative outside WPO

such as the Chairman of the Investment Advisory

Committee

Nominal Value Means the price of the GreenToken sold by WPO to its

traditional clients as part of the Services-For-Data Before

the Token Listing the Nominal Value is equal to one (1) euro

After the Token Listing the Nominal Value is the maximum

between one (1) euro and the Exchange Value

Operational Committee (OpsCom) Means the sub-committee of the Management Committee

composed of the WPO Directorate and the operational

managers of WPO

Oracle Means a physical component a measuring device that is

part of a computer network transporting information from

the physical world to a Smart Contract It creates the link

between the physical world and a Blockchain that Smart

Contracts browse and allows these contracts not to be

limited to information internal to the Blockchain

Penetration test Means a method of testing the security of an information

system or an IT network generally consisting of analysing

the infrastructure of a computer network in order to

simulate the attack of an ill-intentioned user or even of a

malware

PEP (Political Exposed Persons) Means a person exercising (or having exercised) a high

public service or who is intimately associated with such a

person Because of this function and the influence they may

have there is a high risk that PEPs may be involved in

corruption

POC (Proof of Concept)) Means proof of concept (or proof of feasibility) ie a

concrete and preliminary short or incomplete

experimental achievement illustrating a certain method or

idea in order to demonstrate its feasibility

Power Purchase Agreement Means a contract between an energy producer and an

energy buyer See also Corporate Power Purchase

Agreement (PPA)

Private Token Sale Sale of GreenTokens by WPO to private individuals or

companies who buy them outside the framework of the



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Production data Means all raw data relating to the measurement of energy

production by the facility supervised by WPO including

SCADA data and all production data provided by

maintenance companies and all production data provided

by distribution and transmission system operators

Production event Means a measurable event in the form of any data

metadata andor contextual data or time series andor

aggregate thereof occurring during the production of

energy from renewable sources eg a megawatt hour

Project (or GreenToken Project) Means the WPO project consisting of issuing GreenTokens

and GoCert certificates private production certificates to

contribute to creating the conditions of trust in renewable

energies and the Energy Transition and as set out in the

Information Document

PSP Means a Payment Service Provider whose status and

activity are regulated

Public Token Offering Means WPOs financing transaction for the issuance and

sale to the public of GreenTokens as described in the

also

Quantity Means the total fixed and definitive amount of

GreenTokens to be issued by WPO at the end of the Public

Token Offering ie 15 million units

RCS Means the Trade and Companies Register the service kept

by the registry of the Commercial Court which lists all

companies registered in France It compiles data on legal

entities (identification number share capital form and

company name creation date) and on natural persons who

carry on a commercial activity

RE100 Private initiative launched at the United Nations Secretary-

participation of 13 major companies today brings together

more than 200 companies around the world Representing

a total annual electricity consumption of around 220

terawatt hours they committed to supplying 100

renewable electricity by 2050

REGAFI Means the register of financial agents kept by the ACPR-

Bank of France available at wwwregafifr

Registration Means the public registration procedure on the Public

Token Offering on the WPO online subscription platform

and carried out by EQUISAFE in advance of any subscription


116

to the GreenTokens This procedure implies in particular

the creation of the User Account

REMIT Means European Regulation No 12272011 on the integrity

and transparency of wholesale energy markets

Repowering Replacement of equipment with new production

equipment of different characteristics

Reserve Means the allocation of GreenTokens held by WPO upon

issuance and intended to satisfy the mandatory demand for

Services-for-Data GreenTokens

Retrofitting Optimization of production equipment by adjustments or

the addition of improved components

Revamping Replacement of part of the components of the production

equipment or replacement of such equipment with the

same

SaaS (Software As a Service) Means a business operating model of software in which the

software is installed on remote servers rather than on the

users machine Clients do not pay a user licence for a

version but freely use the online service or more generally

pay a subscription licence

SCADA Means the system of control and retrieval of data (or

teleprocessing ) installed at wind and solar sites

Services-For-Data Major commercial and contractual innovation

implemented in the summer of 2018 WPO has the right to

traditional services In order to balance the model the

obliged


Smart Claim Means WPOs commercial and contractual innovation

providing reliable contractual solutions for insurance claims

through Distributed Ledger Technology (DLT) The name

results from the synthesis between Smart Contract and

Claim

Smart Contract Means an IT protocol that facilitates checks and executes

the negotiation or performance of a contract or makes a

contractual clause unnecessary (as attached to the Smart

Contract) Smart Contracts generally have a user interface

and emulate the logic of contractual clauses which can


117

therefore be partially or completely self-executed or

executed for validation or both

Smart PPA Means WPOs commercial and contractual innovation

providing reliable contractual solutions for the purchase

and sale of electricity between producers and buyers of

electricity production through the Smart Contracts of its

Distributed Ledger Technology (DLT) The name results

from the synthesis between Smart-Contract and Power

Purchase Agreement

Soft-cap Means the minimum amount to be collected during the

subscription peri

million

Subscription price Means the sale price of the GreenToken set for the Public

Token Offering The subscription price of the GreenToken is

fixed at 095 euros before any additional discount(s)

Target See Target Amount

Target Amount Means the amount WPO wishes to collect during the Public

Token Offering ie

Terawatt hour The terawatt hour (symbol TWh) is an energy unit that


by a terawatt ie one million megawatt hours

Tezos Means Cryptocurrency and the underlying computer

protocol (network) whose code is XTZ

Means the date of admission and first listing of the

GreenToken to a Digital Asset exchange platform

Tokenisation Means the evolution of the business model of WPO and its

professional ecosystem consisting of issuing GreenTokens

which the company will accept in exchange for its goods

and services including GoCert certificates

Transfer (n and v) Means the deed of assignment contribution donation

other by which a GreenToken or a GoCert certificate is

transferred to a third party as defined in the General Terms

and Conditions of Use

URSSAF In France organisation comprising of private bodies

responsible for a public service mission falling within the

regime


118

User Account Means the personal account of a subscriber as provided for

in the General Terms and Conditions of Use

Utility Token Means any intangible asset representing in digital form

one or more rights that may be issued registered stored or

transferred by means of a Distributed Ledger Technology

(DLT) that allows the direct or indirect identification of the

asset owner referred to in article L54-10-1 1deg of the CMF

Utility Value Means the price of the GreenToken redeemed by WPO

Before the Token Listing the Utility Value is equal to the

Nominal Value After the Token Listing the Utility Value will

be the lower of one (1) euro and the Exchange Value

VAT Means the Value Added Tax applicable in France

Vesting Means the commitment to purchase GreenTokens from

WPO in respect of the Private Token Sale for a single

purchase (these are then referred to as Simple Vesting) or

in periodic purchases (these are then referred to as Multi-

annual Vesting)

White label Means a service or product designed by a company which

other companies rebrand and sell under their own brand In

the case of the GreenToken Project WPO will produce

GoCert certificates that it will provide to the operators of the

Certificate Markets who will distribute them under their

own brand and official designation without reference to the

WPO brand or the name GoCert

WPO Dashboard Means the secure and bespoke application for

teleprocessing and organisation of performance views of

large portfolios of power generation plants from renewable

sources Developed by WPO WPO Dashboard allows for the

real-time monitoring of production technical and financial

performance and changes in the health status of renewable

energy assets

WPO Directorate Means the corporate officers chairman and managing

directors of WPO


119


3

TABLE OF CONTENTS

GENERAL WARNING 2

TABLE OF CONTENTS 3

PART 1 - INFORMATION ON THE TOKEN ISSUER 5

1 About WPO 5

2 GreenToken Project Team 15

3 Interests including conflicts of interest that may affect the Public Token Offering 20

4 Governance of WPO 22

5 Statutory Auditor 23

PART 2 - THE GREENTOKEN PROJECT 25

1 Our Project 25

2 Current business model (2008-19) consultancy 26

3 New business model monetisation of Production Data 26

4 Legal and regulatory aspects specific to WPO or the GreenToken Project 37

5 Deployment Strategy 39

6 Value analysis 42

7 GreenToken Project Decision-Making and Governance Mechanisms 44

8 GreenToken Project Business Plan 47

9 Fees related to the Public Token Offering 52

10 Allocation of funds and Digital Assets collected and use of self-held tokens 53

PART 3 - RIGHTS AND OBLIGATIONS ATTACHED TO GREENTOKENS 57

1 The GreenToken 57

2 Operating costs of the GreenToken 61

3 Previous GreenToken issues 62

4 Rules and conditions for use and operation of GreenTokens 62

5 System on which GreenTokens will be registered 65

6 GreenTokens time frame of use 65

7 66

PART 4 - RISK FACTORS 68

1 Economic risks 68

2 Technological risks 70

3 Risks linked to the Project 71

PART 5 - CHARACTERISTICS OF THE TOKEN OFFERING 74

1 Number of GreenTokens to be issued 74

2 Amounts of the issue 75


4








1 Description 86


















5






1 About WPO

11 Who we are








Ocean)



12 Legal entity




13 Contact details

Address

WPO SAS

22 rue de Palestro

75002 Paris

France

Website wwwwpoeu

Email welcomewpoeu



6


WPO is




15 WPO subsidiaries









7

17 Our history



business

Figure 2




52 GW under service



35 GW under service


29 GW under service


19 GW under service



10 GW under service


















8

18

Figure 3 WPO



Revenue 6502 6939 6847 6507


EBITDA 430 313 (304) 473



Equity 1389 1767 1309 1670




Notes




)

19 Our distinctions







9

110 Our orderbook



revenue3








111 Our brand name





positive


112 Our experience





3


10







113 Our team







activities


its keystone





11





12

115 Our clients







116 Our references

Figure 8

INVESTMENT FUNDS









BLUE ENERGY NTR














13

DEVELOPERS

ABO WIND NORDEX



ENO ENERGY VELOCITA







BKW GEgraveCTRIC







BANKS amp ADVISORY

BARCLAYS KFW IPEX




CM-CIC NORD LB






LLOYDS TRIODOS BANK

ING ULSTER BANK





BORALEX OEKOSTROUM






BEGAWATT SICECO


EOLYS SIPENR



Figure 8


14




































15










CEO and cofounder

LinkedIn

Duncan Levie


LinkedIn
















investors















energy sector


16

Lara Moretti


LinkedIn

Alexandre BERTRAND


LinkedIn
































17

Delphine Hubas


LinkedIn

Youri Pasquier


LinkedIn



and Sustainable

Development



























platforms

rs by


to take char

and their security


18

Christophe Cuzol

Operations Director

LinkedIn

Herveacute Gagnaire

CFO

LinkedIn






2001




countries














Bain amp Mc Kinsey



stores)















19

22 Legal advice


sur-Seine France











REGAFI 85392


















20











CRYPTOEXCHANGE



28 Bank


Cedex France


ACPR







GreenToken Project









21


















Offering






2008 4562 003


2010 3406 002


2012 3067 002


2014 2218 001



2020 523 Not

significant

Total 13776 009


22

4 Governance of WPO

41 Governing bodies






Duncan Levie
















The OpsCom








23




42 Principles








working groups




43 Results







bull No insolvency



5 Statutory Auditor




in 2016




24










subscribers



December





25


1 Our Project









efficiency
























26






Figure 10 expertise



their data


Data











27















28

32 Our Data Lake







data warehouse















29



33 Our GoCert





Each GoCert cert




below



Figure 14


30





certificates









Production Data


WPO for this client






34 Our GreenToken












31













services







Case of WPO






in return











32















below

HOW IT WORKS



GreenTokens











its Data Lake


33







(DLT)














7 Forward-

IRENA (Source)




allow the









34














export etc)









35


Certificate Markets






rights as WPO















be issued

We want








36













69

6

718 79

1

853 920 99

3

107

1

1155 12

46

134

4

234

197 17

6 144 10

7 64 16

0

0

0

225

258 27

7 303 33

2 363 39

7 435

47

6 520

0

200

400

600

800

1000

1200

1400

1600

1800

2000

2016 2017 2018 2019 2020 2021 2022 2023 2024 2025






37






service


claims












We want




GreenToken Project











38






Origin




42 France








Climate (DGEC)





bull Bpifrance [o]

43 Ireland











39


44 Sweden


45 United Kingdom

















40








the model







Kingdom and Sweden)

85 90100

113129

165

314

750

70

700

0

10

20

30

40

50

60

70

80

90

100

2017 2018 2019 2020 2021 2022 2023 2024








41











Production Data


buyers





















42

6 Value analysis



















energy sources

12 See note 7 above









43










Exchange Value








shared information
















44














Arrangements

Composition


be external to WPO









members





Remuneration






45






Obligations of WPO






duties









the Committee














Transition






46









Founder members

Chairman


Offering]





















Authorisation






47























GROW GW 5 7 9 19 72 216 216

TWh 10 13 16 36 149 435 660

SCALE-UP Team 73 77 87 88 154 209 209












48

82 Timeline



Figure 20 Timeline






validated








technology


Climate (DGEC)


(Energimyndigheten)


49




2019 January


Commission








contract model

August



power plants


contract model


institutional buyer

November





2020 January


hours


GreenTokens






50




November





December





2021 March





84 Milestones







51















accounts)



(TOTAL group)









to WPO and





52




2020-29






Private Token Sale




certificate











53






buys back





Token Sale









GreenTokens)










54















lines Figure 24)






55


AMOUNT COLLECTED

USES

SOFT-CAP

15m

TARGET

5m

HARD-CAP

10m



25 29 25

Technology


25 20 15

Recruitment


Governance


5 10 5



Legal Works

5 5 4

Project Management


GreenToken Network

5 5 4

Financial Costs



5 2 2

Community actions


0 0 15




56



already obtained




NEEDS EUR


EUR (thousands)


566



Governance 500


Legal Works 250


Financial Costs 100





57


GREENTOKENS

1 The GreenToken










58




































59







certificates15












Ethereum network






WPO





60



2020







medium term





GoCert certificate







Fraction 0 1 2 3 4 5 6 7 8 9


Value 1 10-1 10-2 10-3 10-4 10-5 10-6 10-7 10-8 10-9







(Source)


61
















subscription




GreenToken Project








borne by WPO









62







of Digital Assets




GreenTokens

41 Principles




is subject and

bull Agreement



42 The Agreement







Agreement


63












law








the United States



jurisdiction and












Other Persons








64
















irrevocably


Sect




the Stipulation






and conditions of





commitments





65










61 Issuance




62 Use






services














66

7

accounts


French gaap




















account BT





67


Amount (Hard-cap)




il where applicable

repayment











Subscribers)





















68


1 Economic risks





















delayed accordingly















69
















become zero











secondary market











70














issuance platform






put in place










s








71

















Token Offering

















31 Risk asso






72























thereto














73















74



11 Quantity













75


21 Expected Amounts













Offering)




from this sum

23 Exchange Rate





Section



76













50

50 -

100

100 -

150

150 -

200

200 -

250

250 -

300

300 -

350

350 -

400

400 -

450

450 -







Lock-up (years) 0 1 2 3 4 5 6 7 8 9








77









Nominal Value






Exchange Value






78










41 Currencies


42 Digital Assets












79


























tab




bull a password



80














-






List of Documents




81



82




Assets (Figure 38)

-












n order to










38)



subscriber)








83
















Assets)


subscriptions




or if applicable
















84





at 10 am




Sale to date


at midnight







at 2pm

at 4pm

- Bailif






b





at noon




at noon









85


Offering

81 Dilution



over time


Visa from the AMF







on the market













86



1 Description














bull



GreenTokens



















87



88



















89


DIGITAL ASSETS


assets collected



Regulation








h its














Procedure


90




business day


















Assets collected












91




below


IBAN FR76 3006 6107 4100 0208 0642 501

BIC CMCIFRPP



Vault technology



Vault technology



FIDOR BANK

IBAN DE82 7002 2200 0020 299 800

BIC FDDODEMMXXXX


CREDIT COOPERATIF

IBAN FR76 4255 9100 0008 0107 2529 312

BIC CCOPFRPPXXX

14






92

nge rate



adjourned









collected








cap)













93











is reached









repayments





list of repayments



who executes it







94






repayments





list of repayments












refund









provider(s)


95

















providers


hervegagnairewpoeu)





the User Account





96





39 and Figure 40)







RISK EXPLANATION

LOW












and arts





97





COMPLEMENTARY

Above diligence and




REINFORCED

Above diligence and












98



99



100



101


malfunctions











LT)


















102


JURISDICTION

1 Applicable law


clause




jurisdiction












S Regulations









103













Offering








taxation

















104





























(account 5202)










105







Chairman

WPO SAS

Duncan Levie

Managing Director

WPO SAS

Alexandre BERTRAND

Managing Director

WPO SAS]


106

PART 11 - GLOSSARY









companies in France









is detectable









instruments markets















107














2010











tools





23 June 2016








108
















2019-1213 of 21 November 2019



processing




accounts




(DLT)









amortization






109



End to End A solut






















ERC20

Ethereum network



network of Ether











time


110



directors of WPO

















Use (or GCU)







thousand Megawatts






sources



-







111







in GreenTokens















EECS



million















112




















Project











service providers






relationship






113


relationship



by Ledger SAS




GreenTokens








composed of the







by one megawatt





euros



it




Viable





114







Committee








managers of WPO











malware





corruption







Agreement (PPA)





115



















also






















116














same











obliged






Claim







117









Purchase Agreement


subscription peri

million






Token Offering ie


















regime


118

















annual Vesting)














energy assets


directors of WPO


119


4








1 Description 86


















5






1 About WPO

11 Who we are








Ocean)



12 Legal entity




13 Contact details

Address

WPO SAS

22 rue de Palestro

75002 Paris

France

Website wwwwpoeu

Email welcomewpoeu



6


WPO is




15 WPO subsidiaries









7

17 Our history



business

Figure 2




52 GW under service



35 GW under service


29 GW under service


19 GW under service



10 GW under service


















8

18

Figure 3 WPO



Revenue 6502 6939 6847 6507


EBITDA 430 313 (304) 473



Equity 1389 1767 1309 1670




Notes




)

19 Our distinctions







9

110 Our orderbook



revenue3








111 Our brand name





positive


112 Our experience





3


10







113 Our team







activities


its keystone





11





12

115 Our clients







116 Our references

Figure 8

INVESTMENT FUNDS









BLUE ENERGY NTR














13

DEVELOPERS

ABO WIND NORDEX



ENO ENERGY VELOCITA







BKW GEgraveCTRIC







BANKS amp ADVISORY

BARCLAYS KFW IPEX




CM-CIC NORD LB






LLOYDS TRIODOS BANK

ING ULSTER BANK





BORALEX OEKOSTROUM






BEGAWATT SICECO


EOLYS SIPENR



Figure 8


14




































15










CEO and cofounder

LinkedIn

Duncan Levie


LinkedIn
















investors















energy sector


16

Lara Moretti


LinkedIn

Alexandre BERTRAND


LinkedIn
































17

Delphine Hubas


LinkedIn

Youri Pasquier


LinkedIn



and Sustainable

Development



























platforms

rs by


to take char

and their security


18

Christophe Cuzol

Operations Director

LinkedIn

Herveacute Gagnaire

CFO

LinkedIn






2001




countries














Bain amp Mc Kinsey



stores)















19

22 Legal advice


sur-Seine France











REGAFI 85392


















20











CRYPTOEXCHANGE



28 Bank


Cedex France


ACPR







GreenToken Project









21


















Offering






2008 4562 003


2010 3406 002


2012 3067 002


2014 2218 001



2020 523 Not

significant

Total 13776 009


22

4 Governance of WPO

41 Governing bodies






Duncan Levie
















The OpsCom








23




42 Principles








working groups




43 Results







bull No insolvency



5 Statutory Auditor




in 2016




24










subscribers



December





25


1 Our Project









efficiency
























26






Figure 10 expertise



their data


Data











27















28

32 Our Data Lake







data warehouse















29



33 Our GoCert





Each GoCert cert




below



Figure 14


30





certificates









Production Data


WPO for this client






34 Our GreenToken












31













services







Case of WPO






in return











32















below

HOW IT WORKS



GreenTokens











its Data Lake


33







(DLT)














7 Forward-

IRENA (Source)




allow the









34














export etc)









35


Certificate Markets






rights as WPO















be issued

We want








36













69

6

718 79

1

853 920 99

3

107

1

1155 12

46

134

4

234

197 17

6 144 10

7 64 16

0

0

0

225

258 27

7 303 33

2 363 39

7 435

47

6 520

0

200

400

600

800

1000

1200

1400

1600

1800

2000

2016 2017 2018 2019 2020 2021 2022 2023 2024 2025






37






service


claims












We want




GreenToken Project











38






Origin




42 France








Climate (DGEC)





bull Bpifrance [o]

43 Ireland











39


44 Sweden


45 United Kingdom

















40








the model







Kingdom and Sweden)

85 90100

113129

165

314

750

70

700

0

10

20

30

40

50

60

70

80

90

100

2017 2018 2019 2020 2021 2022 2023 2024








41











Production Data


buyers





















42

6 Value analysis



















energy sources

12 See note 7 above









43










Exchange Value








shared information
















44














Arrangements

Composition


be external to WPO









members





Remuneration






45






Obligations of WPO






duties









the Committee














Transition






46









Founder members

Chairman


Offering]





















Authorisation






47























GROW GW 5 7 9 19 72 216 216

TWh 10 13 16 36 149 435 660

SCALE-UP Team 73 77 87 88 154 209 209












48

82 Timeline



Figure 20 Timeline






validated








technology


Climate (DGEC)


(Energimyndigheten)


49




2019 January


Commission








contract model

August



power plants


contract model


institutional buyer

November





2020 January


hours


GreenTokens






50




November





December





2021 March





84 Milestones







51















accounts)



(TOTAL group)









to WPO and





52




2020-29






Private Token Sale




certificate











53






buys back





Token Sale









GreenTokens)










54















lines Figure 24)






55


AMOUNT COLLECTED

USES

SOFT-CAP

15m

TARGET

5m

HARD-CAP

10m



25 29 25

Technology


25 20 15

Recruitment


Governance


5 10 5



Legal Works

5 5 4

Project Management


GreenToken Network

5 5 4

Financial Costs



5 2 2

Community actions


0 0 15




56



already obtained




NEEDS EUR


EUR (thousands)


566



Governance 500


Legal Works 250


Financial Costs 100





57


GREENTOKENS

1 The GreenToken










58




































59







certificates15












Ethereum network






WPO





60



2020







medium term





GoCert certificate







Fraction 0 1 2 3 4 5 6 7 8 9


Value 1 10-1 10-2 10-3 10-4 10-5 10-6 10-7 10-8 10-9







(Source)


61
















subscription




GreenToken Project








borne by WPO









62







of Digital Assets




GreenTokens

41 Principles




is subject and

bull Agreement



42 The Agreement







Agreement


63












law








the United States



jurisdiction and












Other Persons








64
















irrevocably


Sect




the Stipulation






and conditions of





commitments





65










61 Issuance




62 Use






services














66

7

accounts


French gaap




















account BT





67


Amount (Hard-cap)




il where applicable

repayment











Subscribers)





















68


1 Economic risks





















delayed accordingly















69
















become zero











secondary market











70














issuance platform






put in place










s








71

















Token Offering

















31 Risk asso






72























thereto














73















74



11 Quantity













75


21 Expected Amounts













Offering)




from this sum

23 Exchange Rate





Section



76













50

50 -

100

100 -

150

150 -

200

200 -

250

250 -

300

300 -

350

350 -

400

400 -

450

450 -







Lock-up (years) 0 1 2 3 4 5 6 7 8 9








77









Nominal Value






Exchange Value






78










41 Currencies


42 Digital Assets












79


























tab




bull a password



80














-






List of Documents




81



82




Assets (Figure 38)

-












n order to










38)



subscriber)








83
















Assets)


subscriptions




or if applicable
















84





at 10 am




Sale to date


at midnight







at 2pm

at 4pm

- Bailif






b





at noon




at noon









85


Offering

81 Dilution



over time


Visa from the AMF







on the market













86



1 Description














bull



GreenTokens



















87



88



















89


DIGITAL ASSETS


assets collected



Regulation








h its














Procedure


90




business day


















Assets collected












91




below


IBAN FR76 3006 6107 4100 0208 0642 501

BIC CMCIFRPP



Vault technology



Vault technology



FIDOR BANK

IBAN DE82 7002 2200 0020 299 800

BIC FDDODEMMXXXX


CREDIT COOPERATIF

IBAN FR76 4255 9100 0008 0107 2529 312

BIC CCOPFRPPXXX

14






92

nge rate



adjourned









collected








cap)













93











is reached









repayments





list of repayments



who executes it







94






repayments





list of repayments












refund









provider(s)


95

















providers


hervegagnairewpoeu)





the User Account





96





39 and Figure 40)







RISK EXPLANATION

LOW












and arts





97





COMPLEMENTARY

Above diligence and




REINFORCED

Above diligence and












98



99



100



101


malfunctions











LT)


















102


JURISDICTION

1 Applicable law


clause




jurisdiction












S Regulations









103













Offering








taxation

















104





























(account 5202)










105







Chairman

WPO SAS

Duncan Levie

Managing Director

WPO SAS

Alexandre BERTRAND

Managing Director

WPO SAS]


106

PART 11 - GLOSSARY









companies in France









is detectable









instruments markets















107














2010











tools





23 June 2016








108
















2019-1213 of 21 November 2019



processing




accounts




(DLT)









amortization






109



End to End A solut






















ERC20

Ethereum network



network of Ether











time


110



directors of WPO

















Use (or GCU)







thousand Megawatts






sources



-







111







in GreenTokens















EECS



million















112




















Project











service providers






relationship






113


relationship



by Ledger SAS




GreenTokens








composed of the







by one megawatt





euros



it




Viable





114







Committee








managers of WPO











malware





corruption







Agreement (PPA)





115



















also






















116














same











obliged






Claim







117









Purchase Agreement


subscription peri

million






Token Offering ie


















regime


118

















annual Vesting)














energy assets


directors of WPO


119


5






1 About WPO

11 Who we are








Ocean)



12 Legal entity




13 Contact details

Address

WPO SAS

22 rue de Palestro

75002 Paris

France

Website wwwwpoeu

Email welcomewpoeu



6


WPO is




15 WPO subsidiaries









7

17 Our history



business

Figure 2




52 GW under service



35 GW under service


29 GW under service


19 GW under service



10 GW under service


















8

18

Figure 3 WPO



Revenue 6502 6939 6847 6507


EBITDA 430 313 (304) 473



Equity 1389 1767 1309 1670




Notes




)

19 Our distinctions







9

110 Our orderbook



revenue3








111 Our brand name





positive


112 Our experience





3


10







113 Our team







activities


its keystone





11





12

115 Our clients







116 Our references

Figure 8

INVESTMENT FUNDS









BLUE ENERGY NTR














13

DEVELOPERS

ABO WIND NORDEX



ENO ENERGY VELOCITA







BKW GEgraveCTRIC







BANKS amp ADVISORY

BARCLAYS KFW IPEX




CM-CIC NORD LB






LLOYDS TRIODOS BANK

ING ULSTER BANK





BORALEX OEKOSTROUM






BEGAWATT SICECO


EOLYS SIPENR



Figure 8


14




































15










CEO and cofounder

LinkedIn

Duncan Levie


LinkedIn
















investors















energy sector


16

Lara Moretti


LinkedIn

Alexandre BERTRAND


LinkedIn
































17

Delphine Hubas


LinkedIn

Youri Pasquier


LinkedIn



and Sustainable

Development



























platforms

rs by


to take char

and their security


18

Christophe Cuzol

Operations Director

LinkedIn

Herveacute Gagnaire

CFO

LinkedIn






2001




countries














Bain amp Mc Kinsey



stores)















19

22 Legal advice


sur-Seine France











REGAFI 85392


















20











CRYPTOEXCHANGE



28 Bank


Cedex France


ACPR







GreenToken Project









21


















Offering






2008 4562 003


2010 3406 002


2012 3067 002


2014 2218 001



2020 523 Not

significant

Total 13776 009


22

4 Governance of WPO

41 Governing bodies






Duncan Levie
















The OpsCom








23




42 Principles








working groups




43 Results







bull No insolvency



5 Statutory Auditor




in 2016




24










subscribers



December





25


1 Our Project









efficiency
























26






Figure 10 expertise



their data


Data











27















28

32 Our Data Lake







data warehouse















29



33 Our GoCert





Each GoCert cert




below



Figure 14


30





certificates









Production Data


WPO for this client






34 Our GreenToken












31













services







Case of WPO






in return











32















below

HOW IT WORKS



GreenTokens











its Data Lake


33







(DLT)














7 Forward-

IRENA (Source)




allow the









34














export etc)









35


Certificate Markets






rights as WPO















be issued

We want








36













69

6

718 79

1

853 920 99

3

107

1

1155 12

46

134

4

234

197 17

6 144 10

7 64 16

0

0

0

225

258 27

7 303 33

2 363 39

7 435

47

6 520

0

200

400

600

800

1000

1200

1400

1600

1800

2000

2016 2017 2018 2019 2020 2021 2022 2023 2024 2025






37






service


claims












We want




GreenToken Project











38






Origin




42 France








Climate (DGEC)





bull Bpifrance [o]

43 Ireland











39


44 Sweden


45 United Kingdom

















40








the model







Kingdom and Sweden)

85 90100

113129

165

314

750

70

700

0

10

20

30

40

50

60

70

80

90

100

2017 2018 2019 2020 2021 2022 2023 2024








41











Production Data


buyers





















42

6 Value analysis



















energy sources

12 See note 7 above









43










Exchange Value








shared information
















44














Arrangements

Composition


be external to WPO









members





Remuneration






45






Obligations of WPO






duties









the Committee














Transition






46









Founder members

Chairman


Offering]





















Authorisation






47























GROW GW 5 7 9 19 72 216 216

TWh 10 13 16 36 149 435 660

SCALE-UP Team 73 77 87 88 154 209 209












48

82 Timeline



Figure 20 Timeline






validated








technology


Climate (DGEC)


(Energimyndigheten)


49




2019 January


Commission








contract model

August



power plants


contract model


institutional buyer

November





2020 January


hours


GreenTokens






50




November





December





2021 March





84 Milestones







51















accounts)



(TOTAL group)









to WPO and





52




2020-29






Private Token Sale




certificate











53






buys back





Token Sale









GreenTokens)










54















lines Figure 24)






55


AMOUNT COLLECTED

USES

SOFT-CAP

15m

TARGET

5m

HARD-CAP

10m



25 29 25

Technology


25 20 15

Recruitment


Governance


5 10 5



Legal Works

5 5 4

Project Management


GreenToken Network

5 5 4

Financial Costs



5 2 2

Community actions


0 0 15




56



already obtained




NEEDS EUR


EUR (thousands)


566



Governance 500


Legal Works 250


Financial Costs 100





57


GREENTOKENS

1 The GreenToken










58




































59







certificates15












Ethereum network






WPO





60



2020







medium term





GoCert certificate







Fraction 0 1 2 3 4 5 6 7 8 9


Value 1 10-1 10-2 10-3 10-4 10-5 10-6 10-7 10-8 10-9







(Source)


61
















subscription




GreenToken Project








borne by WPO









62







of Digital Assets




GreenTokens

41 Principles




is subject and

bull Agreement



42 The Agreement







Agreement


63












law








the United States



jurisdiction and












Other Persons








64
















irrevocably


Sect




the Stipulation






and conditions of





commitments





65










61 Issuance




62 Use






services














66

7

accounts


French gaap




















account BT





67


Amount (Hard-cap)




il where applicable

repayment











Subscribers)





















68


1 Economic risks





















delayed accordingly















69
















become zero











secondary market











70














issuance platform






put in place










s








71

















Token Offering

















31 Risk asso






72























thereto














73















74



11 Quantity













75


21 Expected Amounts













Offering)




from this sum

23 Exchange Rate





Section



76













50

50 -

100

100 -

150

150 -

200

200 -

250

250 -

300

300 -

350

350 -

400

400 -

450

450 -







Lock-up (years) 0 1 2 3 4 5 6 7 8 9








77









Nominal Value






Exchange Value






78










41 Currencies


42 Digital Assets












79


























tab




bull a password



80














-






List of Documents




81



82




Assets (Figure 38)

-












n order to










38)



subscriber)








83
















Assets)


subscriptions




or if applicable
















84





at 10 am




Sale to date


at midnight







at 2pm

at 4pm

- Bailif






b





at noon




at noon









85


Offering

81 Dilution



over time


Visa from the AMF







on the market













86



1 Description














bull



GreenTokens



















87



88



















89


DIGITAL ASSETS


assets collected



Regulation








h its














Procedure


90




business day


















Assets collected












91




below


IBAN FR76 3006 6107 4100 0208 0642 501

BIC CMCIFRPP



Vault technology



Vault technology



FIDOR BANK

IBAN DE82 7002 2200 0020 299 800

BIC FDDODEMMXXXX


CREDIT COOPERATIF

IBAN FR76 4255 9100 0008 0107 2529 312

BIC CCOPFRPPXXX

14






92

nge rate



adjourned









collected








cap)













93











is reached









repayments





list of repayments



who executes it







94






repayments





list of repayments












refund









provider(s)


95

















providers


hervegagnairewpoeu)





the User Account





96





39 and Figure 40)







RISK EXPLANATION

LOW












and arts





97





COMPLEMENTARY

Above diligence and




REINFORCED

Above diligence and












98



99



100



101


malfunctions











LT)


















102


JURISDICTION

1 Applicable law


clause




jurisdiction












S Regulations









103













Offering








taxation

















104





























(account 5202)










105







Chairman

WPO SAS

Duncan Levie

Managing Director

WPO SAS

Alexandre BERTRAND

Managing Director

WPO SAS]


106

PART 11 - GLOSSARY









companies in France









is detectable









instruments markets















107














2010











tools





23 June 2016








108
















2019-1213 of 21 November 2019



processing




accounts




(DLT)









amortization






109



End to End A solut






















ERC20

Ethereum network



network of Ether











time


110



directors of WPO

















Use (or GCU)







thousand Megawatts






sources



-







111







in GreenTokens















EECS



million















112




















Project











service providers






relationship






113


relationship



by Ledger SAS




GreenTokens








composed of the







by one megawatt





euros



it




Viable





114







Committee








managers of WPO











malware





corruption







Agreement (PPA)





115



















also






















116














same











obliged






Claim







117









Purchase Agreement


subscription peri

million






Token Offering ie


















regime


118

















annual Vesting)














energy assets


directors of WPO


119


6


WPO is




15 WPO subsidiaries









7

17 Our history



business

Figure 2




52 GW under service



35 GW under service


29 GW under service


19 GW under service



10 GW under service


















8

18

Figure 3 WPO



Revenue 6502 6939 6847 6507


EBITDA 430 313 (304) 473



Equity 1389 1767 1309 1670




Notes




)

19 Our distinctions







9

110 Our orderbook



revenue3








111 Our brand name





positive


112 Our experience





3


10







113 Our team







activities


its keystone





11





12

115 Our clients







116 Our references

Figure 8

INVESTMENT FUNDS









BLUE ENERGY NTR














13

DEVELOPERS

ABO WIND NORDEX



ENO ENERGY VELOCITA







BKW GEgraveCTRIC







BANKS amp ADVISORY

BARCLAYS KFW IPEX




CM-CIC NORD LB






LLOYDS TRIODOS BANK

ING ULSTER BANK





BORALEX OEKOSTROUM






BEGAWATT SICECO


EOLYS SIPENR



Figure 8


14




































15










CEO and cofounder

LinkedIn

Duncan Levie


LinkedIn
















investors















energy sector


16

Lara Moretti


LinkedIn

Alexandre BERTRAND


LinkedIn
































17

Delphine Hubas


LinkedIn

Youri Pasquier


LinkedIn



and Sustainable

Development



























platforms

rs by


to take char

and their security


18

Christophe Cuzol

Operations Director

LinkedIn

Herveacute Gagnaire

CFO

LinkedIn






2001




countries














Bain amp Mc Kinsey



stores)















19

22 Legal advice


sur-Seine France











REGAFI 85392


















20











CRYPTOEXCHANGE



28 Bank


Cedex France


ACPR







GreenToken Project









21


















Offering






2008 4562 003


2010 3406 002


2012 3067 002


2014 2218 001



2020 523 Not

significant

Total 13776 009


22

4 Governance of WPO

41 Governing bodies






Duncan Levie
















The OpsCom








23




42 Principles








working groups




43 Results







bull No insolvency



5 Statutory Auditor




in 2016




24










subscribers



December





25


1 Our Project









efficiency
























26






Figure 10 expertise



their data


Data











27















28

32 Our Data Lake







data warehouse















29



33 Our GoCert





Each GoCert cert




below



Figure 14


30





certificates









Production Data


WPO for this client






34 Our GreenToken












31













services







Case of WPO






in return











32















below

HOW IT WORKS



GreenTokens











its Data Lake


33







(DLT)














7 Forward-

IRENA (Source)




allow the









34














export etc)









35


Certificate Markets






rights as WPO















be issued

We want








36













69

6

718 79

1

853 920 99

3

107

1

1155 12

46

134

4

234

197 17

6 144 10

7 64 16

0

0

0

225

258 27

7 303 33

2 363 39

7 435

47

6 520

0

200

400

600

800

1000

1200

1400

1600

1800

2000

2016 2017 2018 2019 2020 2021 2022 2023 2024 2025






37






service


claims












We want




GreenToken Project











38






Origin




42 France








Climate (DGEC)





bull Bpifrance [o]

43 Ireland











39


44 Sweden


45 United Kingdom

















40








the model







Kingdom and Sweden)

85 90100

113129

165

314

750

70

700

0

10

20

30

40

50

60

70

80

90

100

2017 2018 2019 2020 2021 2022 2023 2024








41











Production Data


buyers





















42

6 Value analysis



















energy sources

12 See note 7 above









43










Exchange Value








shared information
















44














Arrangements

Composition


be external to WPO









members





Remuneration






45






Obligations of WPO






duties









the Committee














Transition






46









Founder members

Chairman


Offering]





















Authorisation






47























GROW GW 5 7 9 19 72 216 216

TWh 10 13 16 36 149 435 660

SCALE-UP Team 73 77 87 88 154 209 209












48

82 Timeline



Figure 20 Timeline






validated








technology


Climate (DGEC)


(Energimyndigheten)


49




2019 January


Commission








contract model

August



power plants


contract model


institutional buyer

November





2020 January


hours


GreenTokens






50




November





December





2021 March





84 Milestones







51















accounts)



(TOTAL group)









to WPO and





52




2020-29






Private Token Sale




certificate











53






buys back





Token Sale









GreenTokens)










54















lines Figure 24)






55


AMOUNT COLLECTED

USES

SOFT-CAP

15m

TARGET

5m

HARD-CAP

10m



25 29 25

Technology


25 20 15

Recruitment


Governance


5 10 5



Legal Works

5 5 4

Project Management


GreenToken Network

5 5 4

Financial Costs



5 2 2

Community actions


0 0 15




56



already obtained




NEEDS EUR


EUR (thousands)


566



Governance 500


Legal Works 250


Financial Costs 100





57


GREENTOKENS

1 The GreenToken










58




































59







certificates15












Ethereum network






WPO





60



2020







medium term





GoCert certificate







Fraction 0 1 2 3 4 5 6 7 8 9


Value 1 10-1 10-2 10-3 10-4 10-5 10-6 10-7 10-8 10-9







(Source)


61
















subscription




GreenToken Project








borne by WPO









62







of Digital Assets




GreenTokens

41 Principles




is subject and

bull Agreement



42 The Agreement







Agreement


63












law








the United States



jurisdiction and












Other Persons








64
















irrevocably


Sect




the Stipulation






and conditions of





commitments





65










61 Issuance




62 Use






services














66

7

accounts


French gaap




















account BT





67


Amount (Hard-cap)




il where applicable

repayment











Subscribers)





















68


1 Economic risks





















delayed accordingly















69
















become zero











secondary market











70














issuance platform






put in place










s








71

















Token Offering

















31 Risk asso






72























thereto














73















74



11 Quantity













75


21 Expected Amounts













Offering)




from this sum

23 Exchange Rate





Section



76













50

50 -

100

100 -

150

150 -

200

200 -

250

250 -

300

300 -

350

350 -

400

400 -

450

450 -







Lock-up (years) 0 1 2 3 4 5 6 7 8 9








77









Nominal Value






Exchange Value






78










41 Currencies


42 Digital Assets












79


























tab




bull a password



80














-






List of Documents




81



82




Assets (Figure 38)

-












n order to










38)



subscriber)








83
















Assets)


subscriptions




or if applicable
















84





at 10 am




Sale to date


at midnight







at 2pm

at 4pm

- Bailif






b





at noon




at noon









85


Offering

81 Dilution



over time


Visa from the AMF







on the market













86



1 Description














bull



GreenTokens



















87



88



















89


DIGITAL ASSETS


assets collected



Regulation








h its














Procedure


90




business day


















Assets collected












91




below


IBAN FR76 3006 6107 4100 0208 0642 501

BIC CMCIFRPP



Vault technology



Vault technology



FIDOR BANK

IBAN DE82 7002 2200 0020 299 800

BIC FDDODEMMXXXX


CREDIT COOPERATIF

IBAN FR76 4255 9100 0008 0107 2529 312

BIC CCOPFRPPXXX

14






92

nge rate



adjourned









collected








cap)













93











is reached









repayments





list of repayments



who executes it







94






repayments





list of repayments












refund









provider(s)


95

















providers


hervegagnairewpoeu)





the User Account





96





39 and Figure 40)







RISK EXPLANATION

LOW












and arts





97





COMPLEMENTARY

Above diligence and




REINFORCED

Above diligence and












98



99



100



101


malfunctions











LT)


















102


JURISDICTION

1 Applicable law


clause




jurisdiction












S Regulations









103













Offering








taxation

















104





























(account 5202)










105







Chairman

WPO SAS

Duncan Levie

Managing Director

WPO SAS

Alexandre BERTRAND

Managing Director

WPO SAS]


106

PART 11 - GLOSSARY









companies in France









is detectable









instruments markets















107














2010











tools





23 June 2016








108
















2019-1213 of 21 November 2019



processing




accounts




(DLT)









amortization






109



End to End A solut






















ERC20

Ethereum network



network of Ether











time


110



directors of WPO

















Use (or GCU)







thousand Megawatts






sources



-







111







in GreenTokens















EECS



million















112




















Project











service providers






relationship






113


relationship



by Ledger SAS




GreenTokens








composed of the







by one megawatt





euros



it




Viable





114







Committee








managers of WPO











malware





corruption







Agreement (PPA)





115



















also






















116














same











obliged






Claim







117









Purchase Agreement


subscription peri

million






Token Offering ie


















regime


118

















annual Vesting)














energy assets


directors of WPO


119


7

17 Our history



business

Figure 2




52 GW under service



35 GW under service


29 GW under service


19 GW under service



10 GW under service


















8

18

Figure 3 WPO



Revenue 6502 6939 6847 6507


EBITDA 430 313 (304) 473



Equity 1389 1767 1309 1670




Notes




)

19 Our distinctions







9

110 Our orderbook



revenue3








111 Our brand name





positive


112 Our experience





3


10







113 Our team







activities


its keystone





11





12

115 Our clients







116 Our references

Figure 8

INVESTMENT FUNDS









BLUE ENERGY NTR














13

DEVELOPERS

ABO WIND NORDEX



ENO ENERGY VELOCITA







BKW GEgraveCTRIC







BANKS amp ADVISORY

BARCLAYS KFW IPEX




CM-CIC NORD LB






LLOYDS TRIODOS BANK

ING ULSTER BANK





BORALEX OEKOSTROUM






BEGAWATT SICECO


EOLYS SIPENR



Figure 8


14




































15










CEO and cofounder

LinkedIn

Duncan Levie


LinkedIn
















investors















energy sector


16

Lara Moretti


LinkedIn

Alexandre BERTRAND


LinkedIn
































17

Delphine Hubas


LinkedIn

Youri Pasquier


LinkedIn



and Sustainable

Development



























platforms

rs by


to take char

and their security


18

Christophe Cuzol

Operations Director

LinkedIn

Herveacute Gagnaire

CFO

LinkedIn






2001




countries














Bain amp Mc Kinsey



stores)















19

22 Legal advice


sur-Seine France











REGAFI 85392


















20











CRYPTOEXCHANGE



28 Bank


Cedex France


ACPR







GreenToken Project









21


















Offering






2008 4562 003


2010 3406 002


2012 3067 002


2014 2218 001



2020 523 Not

significant

Total 13776 009


22

4 Governance of WPO

41 Governing bodies






Duncan Levie
















The OpsCom








23




42 Principles








working groups




43 Results







bull No insolvency



5 Statutory Auditor




in 2016




24










subscribers



December





25


1 Our Project









efficiency
























26






Figure 10 expertise



their data


Data











27















28

32 Our Data Lake







data warehouse















29



33 Our GoCert





Each GoCert cert




below



Figure 14


30





certificates









Production Data


WPO for this client






34 Our GreenToken












31













services







Case of WPO






in return











32















below

HOW IT WORKS



GreenTokens











its Data Lake


33







(DLT)














7 Forward-

IRENA (Source)




allow the









34














export etc)









35


Certificate Markets






rights as WPO















be issued

We want








36













69

6

718 79

1

853 920 99

3

107

1

1155 12

46

134

4

234

197 17

6 144 10

7 64 16

0

0

0

225

258 27

7 303 33

2 363 39

7 435

47

6 520

0

200

400

600

800

1000

1200

1400

1600

1800

2000

2016 2017 2018 2019 2020 2021 2022 2023 2024 2025






37






service


claims












We want




GreenToken Project











38






Origin




42 France








Climate (DGEC)





bull Bpifrance [o]

43 Ireland











39


44 Sweden


45 United Kingdom

















40








the model







Kingdom and Sweden)

85 90100

113129

165

314

750

70

700

0

10

20

30

40

50

60

70

80

90

100

2017 2018 2019 2020 2021 2022 2023 2024








41











Production Data


buyers





















42

6 Value analysis



















energy sources

12 See note 7 above









43










Exchange Value








shared information
















44














Arrangements

Composition


be external to WPO









members





Remuneration






45






Obligations of WPO






duties









the Committee














Transition






46









Founder members

Chairman


Offering]





















Authorisation






47























GROW GW 5 7 9 19 72 216 216

TWh 10 13 16 36 149 435 660

SCALE-UP Team 73 77 87 88 154 209 209












48

82 Timeline



Figure 20 Timeline






validated








technology


Climate (DGEC)


(Energimyndigheten)


49




2019 January


Commission








contract model

August



power plants


contract model


institutional buyer

November





2020 January


hours


GreenTokens






50




November





December





2021 March





84 Milestones







51















accounts)



(TOTAL group)









to WPO and





52




2020-29






Private Token Sale




certificate











53






buys back





Token Sale









GreenTokens)










54















lines Figure 24)






55


AMOUNT COLLECTED

USES

SOFT-CAP

15m

TARGET

5m

HARD-CAP

10m



25 29 25

Technology


25 20 15

Recruitment


Governance


5 10 5



Legal Works

5 5 4

Project Management


GreenToken Network

5 5 4

Financial Costs



5 2 2

Community actions


0 0 15




56



already obtained




NEEDS EUR


EUR (thousands)


566



Governance 500


Legal Works 250


Financial Costs 100





57


GREENTOKENS

1 The GreenToken










58




































59







certificates15












Ethereum network






WPO





60



2020







medium term





GoCert certificate







Fraction 0 1 2 3 4 5 6 7 8 9


Value 1 10-1 10-2 10-3 10-4 10-5 10-6 10-7 10-8 10-9







(Source)


61
















subscription




GreenToken Project








borne by WPO









62







of Digital Assets




GreenTokens

41 Principles




is subject and

bull Agreement



42 The Agreement







Agreement


63












law








the United States



jurisdiction and












Other Persons








64
















irrevocably


Sect




the Stipulation






and conditions of





commitments





65










61 Issuance




62 Use






services














66

7

accounts


French gaap




















account BT





67


Amount (Hard-cap)




il where applicable

repayment











Subscribers)





















68


1 Economic risks





















delayed accordingly















69
















become zero











secondary market











70














issuance platform






put in place










s








71

















Token Offering

















31 Risk asso






72























thereto














73















74



11 Quantity













75


21 Expected Amounts













Offering)




from this sum

23 Exchange Rate





Section



76













50

50 -

100

100 -

150

150 -

200

200 -

250

250 -

300

300 -

350

350 -

400

400 -

450

450 -







Lock-up (years) 0 1 2 3 4 5 6 7 8 9








77









Nominal Value






Exchange Value






78










41 Currencies


42 Digital Assets












79


























tab




bull a password



80














-






List of Documents




81



82




Assets (Figure 38)

-












n order to










38)



subscriber)








83
















Assets)


subscriptions




or if applicable
















84





at 10 am




Sale to date


at midnight







at 2pm

at 4pm

- Bailif






b





at noon




at noon









85


Offering

81 Dilution



over time


Visa from the AMF







on the market













86



1 Description














bull



GreenTokens



















87



88



















89


DIGITAL ASSETS


assets collected



Regulation








h its














Procedure


90




business day


















Assets collected












91




below


IBAN FR76 3006 6107 4100 0208 0642 501

BIC CMCIFRPP



Vault technology



Vault technology



FIDOR BANK

IBAN DE82 7002 2200 0020 299 800

BIC FDDODEMMXXXX


CREDIT COOPERATIF

IBAN FR76 4255 9100 0008 0107 2529 312

BIC CCOPFRPPXXX

14






92

nge rate



adjourned









collected








cap)













93











is reached









repayments





list of repayments



who executes it







94






repayments





list of repayments












refund









provider(s)


95

















providers


hervegagnairewpoeu)





the User Account





96





39 and Figure 40)







RISK EXPLANATION

LOW












and arts





97





COMPLEMENTARY

Above diligence and




REINFORCED

Above diligence and












98



99



100



101


malfunctions











LT)


















102


JURISDICTION

1 Applicable law


clause




jurisdiction












S Regulations









103













Offering








taxation

















104





























(account 5202)










105







Chairman

WPO SAS

Duncan Levie

Managing Director

WPO SAS

Alexandre BERTRAND

Managing Director

WPO SAS]


106

PART 11 - GLOSSARY









companies in France









is detectable









instruments markets















107














2010











tools





23 June 2016








108
















2019-1213 of 21 November 2019



processing




accounts




(DLT)









amortization






109



End to End A solut






















ERC20

Ethereum network



network of Ether











time


110



directors of WPO

















Use (or GCU)







thousand Megawatts






sources



-







111







in GreenTokens















EECS



million















112




















Project











service providers






relationship






113


relationship



by Ledger SAS




GreenTokens








composed of the







by one megawatt





euros



it




Viable





114







Committee








managers of WPO











malware





corruption







Agreement (PPA)





115



















also






















116














same











obliged






Claim







117









Purchase Agreement


subscription peri

million






Token Offering ie


















regime


118

















annual Vesting)














energy assets


directors of WPO


119


8

18

Figure 3 WPO



Revenue 6502 6939 6847 6507


EBITDA 430 313 (304) 473



Equity 1389 1767 1309 1670




Notes




)

19 Our distinctions







9

110 Our orderbook



revenue3








111 Our brand name





positive


112 Our experience





3


10







113 Our team







activities


its keystone





11





12

115 Our clients







116 Our references

Figure 8

INVESTMENT FUNDS









BLUE ENERGY NTR














13

DEVELOPERS

ABO WIND NORDEX



ENO ENERGY VELOCITA







BKW GEgraveCTRIC







BANKS amp ADVISORY

BARCLAYS KFW IPEX




CM-CIC NORD LB






LLOYDS TRIODOS BANK

ING ULSTER BANK





BORALEX OEKOSTROUM






BEGAWATT SICECO


EOLYS SIPENR



Figure 8


14




































15










CEO and cofounder

LinkedIn

Duncan Levie


LinkedIn
















investors















energy sector


16

Lara Moretti


LinkedIn

Alexandre BERTRAND


LinkedIn
































17

Delphine Hubas


LinkedIn

Youri Pasquier


LinkedIn



and Sustainable

Development



























platforms

rs by


to take char

and their security


18

Christophe Cuzol

Operations Director

LinkedIn

Herveacute Gagnaire

CFO

LinkedIn






2001




countries














Bain amp Mc Kinsey



stores)















19

22 Legal advice


sur-Seine France











REGAFI 85392


















20











CRYPTOEXCHANGE



28 Bank


Cedex France


ACPR







GreenToken Project









21


















Offering






2008 4562 003


2010 3406 002


2012 3067 002


2014 2218 001



2020 523 Not

significant

Total 13776 009


22

4 Governance of WPO

41 Governing bodies






Duncan Levie
















The OpsCom








23




42 Principles








working groups




43 Results







bull No insolvency



5 Statutory Auditor




in 2016




24










subscribers



December





25


1 Our Project









efficiency
























26






Figure 10 expertise



their data


Data











27















28

32 Our Data Lake







data warehouse















29



33 Our GoCert





Each GoCert cert




below



Figure 14


30





certificates









Production Data


WPO for this client






34 Our GreenToken












31













services







Case of WPO






in return











32















below

HOW IT WORKS



GreenTokens











its Data Lake


33







(DLT)














7 Forward-

IRENA (Source)




allow the









34














export etc)









35


Certificate Markets






rights as WPO















be issued

We want








36













69

6

718 79

1

853 920 99

3

107

1

1155 12

46

134

4

234

197 17

6 144 10

7 64 16

0

0

0

225

258 27

7 303 33

2 363 39

7 435

47

6 520

0

200

400

600

800

1000

1200

1400

1600

1800

2000

2016 2017 2018 2019 2020 2021 2022 2023 2024 2025






37






service


claims












We want




GreenToken Project











38






Origin




42 France








Climate (DGEC)





bull Bpifrance [o]

43 Ireland











39


44 Sweden


45 United Kingdom

















40








the model







Kingdom and Sweden)

85 90100

113129

165

314

750

70

700

0

10

20

30

40

50

60

70

80

90

100

2017 2018 2019 2020 2021 2022 2023 2024








41











Production Data


buyers





















42

6 Value analysis



















energy sources

12 See note 7 above









43










Exchange Value








shared information
















44














Arrangements

Composition


be external to WPO









members





Remuneration






45






Obligations of WPO






duties









the Committee














Transition






46









Founder members

Chairman


Offering]





















Authorisation






47























GROW GW 5 7 9 19 72 216 216

TWh 10 13 16 36 149 435 660

SCALE-UP Team 73 77 87 88 154 209 209












48

82 Timeline



Figure 20 Timeline






validated








technology


Climate (DGEC)


(Energimyndigheten)


49




2019 January


Commission








contract model

August



power plants


contract model


institutional buyer

November





2020 January


hours


GreenTokens






50




November





December





2021 March





84 Milestones







51















accounts)



(TOTAL group)









to WPO and





52




2020-29






Private Token Sale




certificate











53






buys back





Token Sale









GreenTokens)










54















lines Figure 24)






55


AMOUNT COLLECTED

USES

SOFT-CAP

15m

TARGET

5m

HARD-CAP

10m



25 29 25

Technology


25 20 15

Recruitment


Governance


5 10 5



Legal Works

5 5 4

Project Management


GreenToken Network

5 5 4

Financial Costs



5 2 2

Community actions


0 0 15




56



already obtained




NEEDS EUR


EUR (thousands)


566



Governance 500


Legal Works 250


Financial Costs 100





57


GREENTOKENS

1 The GreenToken










58




































59







certificates15












Ethereum network






WPO





60



2020







medium term





GoCert certificate







Fraction 0 1 2 3 4 5 6 7 8 9


Value 1 10-1 10-2 10-3 10-4 10-5 10-6 10-7 10-8 10-9







(Source)


61
















subscription




GreenToken Project








borne by WPO









62







of Digital Assets




GreenTokens

41 Principles




is subject and

bull Agreement



42 The Agreement







Agreement


63












law








the United States



jurisdiction and












Other Persons








64
















irrevocably


Sect




the Stipulation






and conditions of





commitments





65










61 Issuance




62 Use






services














66

7

accounts


French gaap




















account BT





67


Amount (Hard-cap)




il where applicable

repayment











Subscribers)





















68


1 Economic risks





















delayed accordingly















69
















become zero











secondary market











70














issuance platform






put in place










s








71

















Token Offering

















31 Risk asso






72























thereto














73















74



11 Quantity













75


21 Expected Amounts













Offering)




from this sum

23 Exchange Rate





Section



76













50

50 -

100

100 -

150

150 -

200

200 -

250

250 -

300

300 -

350

350 -

400

400 -

450

450 -







Lock-up (years) 0 1 2 3 4 5 6 7 8 9








77









Nominal Value






Exchange Value






78










41 Currencies


42 Digital Assets












79


























tab




bull a password



80














-






List of Documents




81



82




Assets (Figure 38)

-












n order to










38)



subscriber)








83
















Assets)


subscriptions




or if applicable
















84





at 10 am




Sale to date


at midnight







at 2pm

at 4pm

- Bailif






b





at noon




at noon









85


Offering

81 Dilution



over time


Visa from the AMF







on the market













86



1 Description














bull



GreenTokens



















87



88



















89


DIGITAL ASSETS


assets collected



Regulation








h its














Procedure


90




business day


















Assets collected












91




below


IBAN FR76 3006 6107 4100 0208 0642 501

BIC CMCIFRPP



Vault technology



Vault technology



FIDOR BANK

IBAN DE82 7002 2200 0020 299 800

BIC FDDODEMMXXXX


CREDIT COOPERATIF

IBAN FR76 4255 9100 0008 0107 2529 312

BIC CCOPFRPPXXX

14






92

nge rate



adjourned









collected








cap)













93











is reached









repayments





list of repayments



who executes it







94






repayments





list of repayments












refund









provider(s)


95

















providers


hervegagnairewpoeu)





the User Account





96





39 and Figure 40)







RISK EXPLANATION

LOW












and arts





97





COMPLEMENTARY

Above diligence and




REINFORCED

Above diligence and












98



99



100



101


malfunctions











LT)


















102


JURISDICTION

1 Applicable law


clause




jurisdiction












S Regulations









103













Offering








taxation

















104





























(account 5202)










105







Chairman

WPO SAS

Duncan Levie

Managing Director

WPO SAS

Alexandre BERTRAND

Managing Director

WPO SAS]


106

PART 11 - GLOSSARY









companies in France









is detectable









instruments markets















107














2010











tools





23 June 2016








108
















2019-1213 of 21 November 2019



processing




accounts




(DLT)









amortization






109



End to End A solut






















ERC20

Ethereum network



network of Ether











time


110



directors of WPO

















Use (or GCU)







thousand Megawatts






sources



-







111







in GreenTokens















EECS



million















112




















Project











service providers






relationship






113


relationship



by Ledger SAS




GreenTokens








composed of the







by one megawatt





euros



it




Viable





114







Committee








managers of WPO











malware





corruption







Agreement (PPA)





115



















also






















116














same











obliged






Claim







117









Purchase Agreement


subscription peri

million






Token Offering ie


















regime


118

















annual Vesting)














energy assets


directors of WPO


119


9

110 Our orderbook



revenue3








111 Our brand name





positive


112 Our experience





3


10







113 Our team







activities


its keystone





11





12

115 Our clients







116 Our references

Figure 8

INVESTMENT FUNDS









BLUE ENERGY NTR














13

DEVELOPERS

ABO WIND NORDEX



ENO ENERGY VELOCITA







BKW GEgraveCTRIC







BANKS amp ADVISORY

BARCLAYS KFW IPEX




CM-CIC NORD LB






LLOYDS TRIODOS BANK

ING ULSTER BANK





BORALEX OEKOSTROUM






BEGAWATT SICECO


EOLYS SIPENR



Figure 8


14




































15










CEO and cofounder

LinkedIn

Duncan Levie


LinkedIn
















investors















energy sector


16

Lara Moretti


LinkedIn

Alexandre BERTRAND


LinkedIn
































17

Delphine Hubas


LinkedIn

Youri Pasquier


LinkedIn



and Sustainable

Development



























platforms

rs by


to take char

and their security


18

Christophe Cuzol

Operations Director

LinkedIn

Herveacute Gagnaire

CFO

LinkedIn






2001




countries














Bain amp Mc Kinsey



stores)















19

22 Legal advice


sur-Seine France











REGAFI 85392


















20











CRYPTOEXCHANGE



28 Bank


Cedex France


ACPR







GreenToken Project









21


















Offering






2008 4562 003


2010 3406 002


2012 3067 002


2014 2218 001



2020 523 Not

significant

Total 13776 009


22

4 Governance of WPO

41 Governing bodies






Duncan Levie
















The OpsCom








23




42 Principles








working groups




43 Results







bull No insolvency



5 Statutory Auditor




in 2016




24










subscribers



December





25


1 Our Project









efficiency
























26






Figure 10 expertise



their data


Data











27















28

32 Our Data Lake







data warehouse















29



33 Our GoCert





Each GoCert cert




below



Figure 14


30





certificates









Production Data


WPO for this client






34 Our GreenToken












31













services







Case of WPO






in return











32















below

HOW IT WORKS



GreenTokens











its Data Lake


33







(DLT)














7 Forward-

IRENA (Source)




allow the









34














export etc)









35


Certificate Markets






rights as WPO















be issued

We want








36













69

6

718 79

1

853 920 99

3

107

1

1155 12

46

134

4

234

197 17

6 144 10

7 64 16

0

0

0

225

258 27

7 303 33

2 363 39

7 435

47

6 520

0

200

400

600

800

1000

1200

1400

1600

1800

2000

2016 2017 2018 2019 2020 2021 2022 2023 2024 2025






37






service


claims












We want




GreenToken Project











38






Origin




42 France








Climate (DGEC)





bull Bpifrance [o]

43 Ireland











39


44 Sweden


45 United Kingdom

















40








the model







Kingdom and Sweden)

85 90100

113129

165

314

750

70

700

0

10

20

30

40

50

60

70

80

90

100

2017 2018 2019 2020 2021 2022 2023 2024








41











Production Data


buyers





















42

6 Value analysis



















energy sources

12 See note 7 above









43










Exchange Value








shared information
















44














Arrangements

Composition


be external to WPO









members





Remuneration






45






Obligations of WPO






duties









the Committee














Transition






46









Founder members

Chairman


Offering]





















Authorisation






47























GROW GW 5 7 9 19 72 216 216

TWh 10 13 16 36 149 435 660

SCALE-UP Team 73 77 87 88 154 209 209












48

82 Timeline



Figure 20 Timeline






validated








technology


Climate (DGEC)


(Energimyndigheten)


49




2019 January


Commission








contract model

August



power plants


contract model


institutional buyer

November





2020 January


hours


GreenTokens






50




November





December





2021 March





84 Milestones







51















accounts)



(TOTAL group)









to WPO and





52




2020-29






Private Token Sale




certificate











53






buys back





Token Sale









GreenTokens)










54















lines Figure 24)






55


AMOUNT COLLECTED

USES

SOFT-CAP

15m

TARGET

5m

HARD-CAP

10m



25 29 25

Technology


25 20 15

Recruitment


Governance


5 10 5



Legal Works

5 5 4

Project Management


GreenToken Network

5 5 4

Financial Costs



5 2 2

Community actions


0 0 15




56



already obtained




NEEDS EUR


EUR (thousands)


566



Governance 500


Legal Works 250


Financial Costs 100





57


GREENTOKENS

1 The GreenToken










58




































59







certificates15












Ethereum network






WPO





60



2020







medium term





GoCert certificate







Fraction 0 1 2 3 4 5 6 7 8 9


Value 1 10-1 10-2 10-3 10-4 10-5 10-6 10-7 10-8 10-9







(Source)


61
















subscription




GreenToken Project








borne by WPO









62







of Digital Assets




GreenTokens

41 Principles




is subject and

bull Agreement



42 The Agreement







Agreement


63












law








the United States



jurisdiction and












Other Persons








64
















irrevocably


Sect




the Stipulation






and conditions of





commitments





65










61 Issuance




62 Use






services














66

7

accounts


French gaap




















account BT





67


Amount (Hard-cap)




il where applicable

repayment











Subscribers)





















68


1 Economic risks





















delayed accordingly















69
















become zero











secondary market











70














issuance platform






put in place










s








71

















Token Offering

















31 Risk asso






72























thereto














73















74



11 Quantity













75


21 Expected Amounts













Offering)




from this sum

23 Exchange Rate





Section



76













50

50 -

100

100 -

150

150 -

200

200 -

250

250 -

300

300 -

350

350 -

400

400 -

450

450 -







Lock-up (years) 0 1 2 3 4 5 6 7 8 9








77









Nominal Value






Exchange Value






78










41 Currencies


42 Digital Assets












79


























tab




bull a password



80














-






List of Documents




81



82




Assets (Figure 38)

-












n order to










38)



subscriber)








83
















Assets)


subscriptions




or if applicable
















84





at 10 am




Sale to date


at midnight







at 2pm

at 4pm

- Bailif






b





at noon




at noon









85


Offering

81 Dilution



over time


Visa from the AMF







on the market













86



1 Description














bull



GreenTokens



















87



88



















89


DIGITAL ASSETS


assets collected



Regulation








h its














Procedure


90




business day


















Assets collected












91




below


IBAN FR76 3006 6107 4100 0208 0642 501

BIC CMCIFRPP



Vault technology



Vault technology



FIDOR BANK

IBAN DE82 7002 2200 0020 299 800

BIC FDDODEMMXXXX


CREDIT COOPERATIF

IBAN FR76 4255 9100 0008 0107 2529 312

BIC CCOPFRPPXXX

14






92

nge rate



adjourned









collected








cap)













93











is reached









repayments





list of repayments



who executes it







94






repayments





list of repayments












refund









provider(s)


95

















providers


hervegagnairewpoeu)





the User Account





96





39 and Figure 40)







RISK EXPLANATION

LOW












and arts





97





COMPLEMENTARY

Above diligence and




REINFORCED

Above diligence and












98



99



100



101


malfunctions











LT)


















102


JURISDICTION

1 Applicable law


clause




jurisdiction












S Regulations









103













Offering








taxation

















104





























(account 5202)










105







Chairman

WPO SAS

Duncan Levie

Managing Director

WPO SAS

Alexandre BERTRAND

Managing Director

WPO SAS]


106

PART 11 - GLOSSARY









companies in France









is detectable









instruments markets















107














2010











tools





23 June 2016








108
















2019-1213 of 21 November 2019



processing




accounts




(DLT)









amortization






109



End to End A solut






















ERC20

Ethereum network



network of Ether











time


110



directors of WPO

















Use (or GCU)







thousand Megawatts






sources



-







111







in GreenTokens















EECS



million















112




















Project











service providers






relationship






113


relationship



by Ledger SAS




GreenTokens








composed of the







by one megawatt





euros



it




Viable





114







Committee








managers of WPO











malware





corruption







Agreement (PPA)





115



















also






















116














same











obliged






Claim







117









Purchase Agreement


subscription peri

million






Token Offering ie


















regime


118

















annual Vesting)














energy assets


directors of WPO


119