Annual Report and Accounts 2021
We believe travel
shouldn’t damage
the earth
So we're building a charging infrastructure
that will enable mass adoption of
electric vehicles

We believe travel
shouldn’t damage
the Earth
We're building a
smart network
of charge points
everywhere you park
Later we'll use
our network to
manage the grid
Our Mission
Strategic Report Governance Financials
01

In this report
Strategic Report
Governance
Financials
Business Model
04
Chief Executive Ocer’s statement
10
Chief Financial Ocer’s statement
15
Market context
21
Our strategy
24
Key performance indicators
28
ESG
30
Risk Management
45
Viability statement
52
Section 172 statement
53
Non-nancial information statement
53
Chair’s Introduction 55
Compliance statement 56
Board of Directors 57
Division of Responsibilities 63
Nomination Committee report 65
Audit and Risk Committee report 67
Directors’ remuneration report 70
Directors’ report 83
Independent Auditor’s report 88
Consolidated nancial statements 96
Notes to nancial statements 100
Company nancial statements 126
Notes to the Company nancial
statements
128
Glossary 135
Shareholder information 136
Corporate Highlights
•
Successful IPO in November 2021
•
Oer price of 225p per ordinary share and
market capitalisation of £352 million at listing
•
£120 million of funds raised
Financial Highlights
•
Very strong performance with 86% year-on-year
revenue growth to £61.4 million
•
99% year-on-year growth in gross prot,
with margin increasing to 27% from 25%
•
Strong expansion of the customer base across
both Home and Commercial segments
•
Increase in headcount from 247 to 409, including
strengthening our installation capacity to 60
in-house installers supported by a network of
over 220 third party installers
•
Adjusted EBITDA of £58 thousand was a result of
increased revenues and gross margin, with the
loss for the full year 2021 of £14 million including
one-o costs of IPO and share-based payment
costs (Adjusted EBITDA is dened on page 16)
Operational Highlights
•
Remain #1 in the UK Home sector
54,977 home charge points installed in the year,
an increase of 94% from 28,361 in the full year 2020
•
Signicant progress in the UK Commercial sector
11,025 charge points installed and shipped in
the year, an increase of 49% from 7,402 in the
full year 2020
•
Signicant progress in UK Owned Assets
984 total charge points installed at the year end
across 453 sites, an increase of 65% from the
596 charge points and 55% from the 292 sites
reported for 2020
•
73 DC rapid charge points installed
at the year end, an increase of 508% from
12 installed at 31st December 2020
•
955 million kilometres of electric driving powered
by our charge points in 2021 – up by 322%
compared to 294 million in the full year 2020
•
12.2 million charging sessions delivered
in 2021, upby 256% compared to 4.7 million in the
full year 2020
•
171.5 million kWh delivered by our charge points
in2021, avoiding the equivalent of 127,267 tonnes
of CO
2
e
For more details, see our
KPI pages 28-29
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
02

Strategic
Report
Our mission
is to put an
electric vehicle
charge point
everywhere
you park
Business Model 04
Chief Executive Ocer’s statement 10
Chief Financial Ocer’s statement 15
Market context 21
Our strategy 24
Key performance indicators 28
ESG 30
Risk Management 45
Viability statement 52
Section 172 statement 53
Non-nancial information statement 53
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
03

Home
Commercial
60%
3%
7%
30%
Business Model
From our earliest days, we realised
that a successful electric vehicle
(EV) charging network needed to
be based on how people live their
everyday lives – taking account
of where they drive and, crucially,
where they park. For most people,
overnight charging at home is
by far the most practical and
preferred option, followed by
charging at work, charging at
destinations such as car parks
and airports, and en-route
charging for longer journeys.
Today, we’re established as one
of the UK’s leading providers of
EV charging solutions. Our business
model is based on meeting the
dierent needs of drivers and
our business partners across
four key routes to market –
Home, Workplace, Destination
and En-route.
The diagram below sets out the EV charging ecosystem, being the
acknowledged pattern of where people are charging.
What we do
Typical charging pattern
En-route charging
Destination charging
Home charging
Workplace charging
Strategic Report Governance Financials
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Pod Point Annual Report and Accounts 2021

Business Model continued
Home
• We sell direct to consumers via our
website, and install smart charge
points in domestic properties
generating one o installation
revenue
• We benet from deals with major
automotive manufacturers such as
Audi, Mercedes, BMW, VW and
Jaguar Land Rover, through referral
agreements which enable us to
provide home charge points to
their customers
• Revenue £40.3 million
• Revenue Growth YoY 98%
• 66% of total revenue
Commercial
• We install charge points at
workplaces for companies such
as DPD, Skanska and EVri
• In addition, we install charge points
at destinations such as shopping
centres, retail parks, railway stations
and airports. Clients include Bristol
Airport, APCOA Parking, CBRE
andSerco
• We work with clients such as Lidl to
provide a network of rapid charging
points that drivers can access for
en-route charging when on longer
journeys
• We also work with property
companies such as Barratt Homes
to provide charge points for new
developments
• Revenue £18.0 million
• Revenue Growth YoY 64%
• 29% of total revenue
Recurring
• We receive ongoing network
fees from Commercial customers
• We also receive a share of revenue
from certain groups of charge
points owned by our
Commercial customers
• Revenue £0.9 million
• Revenue Growth YoY 67%
• 2% of total revenue
Owned
• We own a number of charge points
which are installed at locations
under commercial arrangements
with the owner or lessor of these
locations. For example, we have
984 charge points (911 AC units
and 73 DC units) at 453 Tesco sites
under this arrangement
• Revenue £2.0 million
• Revenue Growth YoY 134%
• 3% of total revenue
Our revenue
streams
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
05

Business Model continued
•
Strong brand
recognition with
a market-leading
position in the UK
As one of the original EV
charging providers in the UK,
with 12 years’ experience, we’ve
established a strong market
position in key market
segments. In fact, we’re one of
the few providers to have a
well-established presence in
each segment of the EV
charging ecosystem – Home,
Workplace, Destination and
En-route.
•
Well-established
charging ecosystem
supported through key
partnerships
We’ve built market leading
capabilities across all four
routes to market, based on our
ability to develop good
relationships with a wide range
of customers including
automotive OEMs, leasing
companies, property
developers, supermarkets, retail
outlets, large corporate entities
and SMEs. Many of these
customers are long-term
partners that have renewed
their contracts over the years.
•
Active network of
smart connected
charge points with
potential to accelerate
growth of recurring
revenues
Almost all of our charge points
are smart, Wi-Fi or mobile
enabled. This means that we’re
able to analyse real-time,
market-wide demand and
utilisation insights on charging
patterns and behaviours – and
that’s a key foundation for our
ability to develop future revenue
streams (see Strategy section
on pages 24-27 for details).
Nº1
#1 in the UK Home sector
54,977 home charge points
installed in the year, an
increase of 94% from
28,361 in the full year 2020
Proven strengths in
an exciting industry
Our success as pioneers in a fast-growing and
relatively new industry is driven by a well-established
set of key competitive advantages:
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
06

Business Model continued
•
Brilliant teams
delivering
operational excellence
Our people are at the heart of a
highly eective and agile
organisation that supports the
design, outsourced manufacture,
and installation of charge points
and associated systems.
At the end of 2021, our teams
included more than 400 full-time
employees, across Commercial,
Operations, Manufacturing,
Hardware and Software
Development – and our
numbers are growing fast.
We design our AC charge points
in-house and contract with our
key manufacturing partner,
iPRO, to assemble, test and
ensure full operation of the
completed charge points. While
our DC infrastructure is sourced
from third party suppliers, our
in-house software capability
ensures it’s directly integrated
into our back oce and Smart
Reporting system.
The Pod Point Hardware team
develops great-looking charge
points that charge EVs safely and
reliably, can be easily installed at
a variety of sites, comply with
hardware regulations and
provide ongoing energy usage
and utilisation insights on charge
events and local grid
characteristics. Our in-house
software capability is focused on
developing additional software
services for use on the existing,
and future, Pod Point network.
Our trusted eld operations team
is trained to install a range of
charge points and has the
experience to deal with various
challenges, from domestic
premises to commercial sites with
restricted access. We benet
from a signicant in-house
installation (with 60 in-house
electrical installers) and
maintenance capability, and also
work with over 220 Pod Point-
certied installation partners. We
use this combination of in-house
installers and partners to scale
our operations, while maintaining
a high quality service.
•
Resilient business model
delivering high revenue
growth
Our track record is one of
delivering robust revenue growth,
deriving revenues from a wide
range of customers across the
whole of the EV charging
ecosystem, which has contributed
to improved gross margins as
we’ve continued to expand
operations and improve our
operational delivery.
During the year, like many
businesses, we have been
aected by supply chain issues
and these have continued into
2022 and been exacerbated by
the invasion of and war in
Ukraine and local COVID-related
lockdowns in China. To date,
we've managed to ensure
manufacturing volumes have
met customer demand. To do this
we have re-engineered certain
elements of our products to allow
dierent components to be used
and also spot bought components
in short supply, ahead of time,
which would otherwise have
impacted manufacturing. These
measures have reduced gross
margin and tied up working
capital. We continue to monitor
the situation daily but the risks of
component shortages leading to
production shortages and
increased cost reducing gross
margin have both increased as
2022 has progressed.
•
Experienced
entrepreneurial
leadership team backed
by majority shareholder
The business is headed by a
highly experienced and visionary
founder-led management team,
with deep expertise in scaling
and growing EV charging
businesses. Over the past 12
years, we’ve demonstrated our
capabilities in dening the EV
charging market in the UK and
established a sustainable and
scalable business. We received
the Small Business of the Year
award from Business Green
Leaders and were proud to be
named one of the London Stock
Exchange’s 1000 Companies to
Inspire in 2017.
We’re backed by our highly
supportive majority shareholder,
EDF – Britain’s biggest generator
of zero carbon electricity.
66,002
charge points installed
and shipped in 2021
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Business Model continued
Delivering
stakeholder
value
Every minute of every day, we work hard to
deliver value to all our stakeholders – and
the successful IPO means that we’re well
placed to do even more in 2022 and beyond.
Customers
Our customers are EV drivers, charge point hosts and
owners – and they're at the heart of everything we do
and how we do it. Our primary aim is always to provide
them with the highest levels of service, innovation and
reliability – so they trust us, recommend us and keep
coming back to order more charge points and services.
For more details, please see page 33.
Partners
We work closely with a number of key partner
organisations which play a vital role in supporting us in
our vision to enable travel that shouldn’t damage the
earth. These partners include iPRO, the suppliers of our
in-house designed and branded AC charge points, and
our selected charge point installation partners.
For more details, please see see page 35.
4.6/5
rating on Reviews.io
(29,000+ reviews)
4.3/5
rating on Trustpilot
across 8,500+ reviews
The value we delivered in 2021
• 54,977 Home charge points installed
• 11,025 Commercial charge points installed and shipped
• 388 Owned charge points installed
• Outstanding customer reviews:
• 4.6/5 rating on Reviews.io across 29,000+ reviews
• 91% recommendation rating on Reviews.io
• 4.3/5 rating on Trustpilot (8,500+ reviews)
• Rated ‘Excellent’ on Trustpilot
• New agreements with property developers
including Redrow
Our priorities
• Install more charge points across all four key routes
to market within the EV charging ecosystem
• Further develop our product oering to suit a
wider range of install cases
• Invest in our software to enable additional
recurring revenues
• Invest in Owned Assets as a charging solution
for our customers
The value we delivered in 2021
• Maintained strategic relationships with key partners
• Evaluated and improved our supplier on-boarding
process
• Tendered and prepared for the onboarding of a
second manufacturing partner to support our growth
Our priorities
• Maintain frequent and frank relationships with
all our partners
• Calculate and report our emissions and those
of our suppliers
• Carry out lifecycle assessments of the materials
and products we buy and install
• Continue to ensure that partners meet our
ethical and environmental expectations
All reviews data correct as of 25th Feb 2022
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
08

£40.3m
Total Home revenue
Business Model continued
£16.3m
Total gross margin
99%
Annual percentage increase
in gross prot
People
We strive to create a diverse working environment
where our people full their potential, feel valued
at all times and embody the Pod Point culture
and values.
For more details, please see page 36.
Society
Since 2009, our vision has been to enable travel
that shouldn’t damage the earth, by helping people
switch from internal combustion engine (ICE)
cars to EVs. We’ve already played an important role
in developing the UK’s EV charging infrastructure –
and now we’re poised to do even more.
For more details, please see page 40.
Shareholders
We aim to deliver shareholder value over the long
term, and engage regularly with our shareholders.
This not only ensures that investors understand our
strategy, objectives and progress, but also enables
our Board to access the wealth of experience and
expertise that our major shareholders can provide.
For more details, please see page 43.
The value we delivered in 2021
• Continued hybrid working practices in response
to feedback from our people
• Engaged regularly with our teams to promote
the Pod Point culture and values
• Established a diversity taskforce
• Initiated a cross company workplace
comfort programme
• Expanded our Mental Health First Aid team to 13
Our priorities
• Follow our proven recruitment strategy to
expand the Pod Point team, with a focus on
software developers and hardware engineers
• Continue to adapt working practices to reect
how and where our people want to work
• Continue to engage with our people, ensuring
that they all embody the Pod Point culture and
their role within it
• Hold our rst residential get-together, to support
teamwork and improve our working practices
(COVID permitting)
• A programme for Board engagement with the
workforce will be developed by the ESG
Committee and Karen Myers, the Non-Executive
Director responsible for workforce engagement
The value we delivered in 2021
• Enabled 955 million kilometres of low carbon
travel to be powered by our charge points
• Delivered over 172 GWh of charging, saving the
equivalent of more than 127,267 tonnes in CO
2
e
via12.2 million charging sessions
Our priorities
• Establish our ESG baseline and comply with
our SECR and TCFD reporting obligations as a
listed business
• Work with our suppliers to understand and
report their emissions data and the impact their
manufacturing processes have on the planet
The value we delivered in 2021
• Undertook regular and extensive engagement
with our majority shareholder, EDF
• Communicated our business case and strategy to
potential shareholders prior to the IPO
• Engaged Tulchan, a nancial PR consultancy to
provide strategic nancial and corporate
communications advice
Our priorities
• Expand and rene our shareholder
engagement framework
• Ensure that all shareholders understand our
strategy, for example through activities carried
out by our new communications consultancy
• Continue to work closely with our majority
shareholder, EDF
• Hold a series of roadshows to support the
Prelims and Half Year results
• Hold our AGM
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
09

Chief Executive Ocer’s statement
An extraordinary
year ends – and
an exciting
future
beckons
This has been an awesome year for
Pod Point. We believe we’ve made
more progress towards our vision of
travel which shouldn’t damage the
earth than in any prior year. We also
set ourselves up for even greater
acceleration towards our mission in
the future. We concluded the year by
becoming a publicly listed company
with a market capitalisation in excess
of £300 million and through doing
this, gained the nancial resources
we need to support our objectives.
Across 2021, we installed over 66,000
charge points, maintained outstanding
customer satisfaction ratings and
provided enough electricity to power
955 million kilometres of low carbon
travel through our network.
Erik Fairbairn
Chief Executive Ocer & Founder
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
10

Chief Executive Ocer’s statement continued
The IPO that we concluded in
November was the product of
years of hard work from the
incredible Pod Point team.
Becoming a public company is a
massive milestone for us as we
strive to achieve our mission.
We’ll use the proceeds to support
our growth plans, including
further developing our products
to suit more routes to market,
investing in our software
capability to build recurring
revenues on top of our network,
and by investing in: DC rapid
owned assets at key strategic
charging locations; and multi-
tenancy dwelling installations.
Our IPO marks the start of the
next, and perhaps most
important, phase for us – and
timing is very much on our side.
As COP26 emphasised, the world
is now really starting to wake up
to the scale of the climate
change challenge, and we’re
ideally placed to play a major
role in reducing the UK’s
transport carbon emissions
and improving air quality
for everyone.
I’d like to extend a massive thank
you to the whole team at Pod
Point. Their hard work
throughout the IPO process was
incredible to see. It wasn’t easy,
but ultimately the eort was well
worthwhile – for our people, our
current and future customers,
our majority shareholders EDF,
our new minority shareholders
and, ultimately, for our planet.
Leading the market and
ready to accelerate
We’ll use the proceeds
from our IPO to
support our growth
plans, including further
developing our products
to suit more routes
to market.
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
11

An excellent
performance…
As CFO David Surtees explains
indepth on pages 15-20, 2021
wasalso an excellent year from
a nancial perspective. Our
annual revenues grew by 86%
from £33.1million to £61.4 million
and we delivered, for the rst
time, a positive adjusted EBITDA
of £58 thousand for the year to
31st December 2021.
From a network perspective,
wenow have 16,005 installed
andcommunication enabled
commercial units and 121,415
installed and able to communicate
home units, thanks in large part
to our signicant presence in all
four parts of the EV charging
ecosystem: home, workplace,
destination and en-route. We
enhanced our position as the
leading player in the UK home
sector, increasing our installed
base of charge points by 54,977.
We also supplied or installed
11,025 charge points in our
commercial route to market,
andadded an additional 388
units to our owned asset portfolio,
including 61 DC rapid units.
The Government has brought
forward the ban on new petrol
and diesel cars by ten years to
2030, with hybrids to be phased
out from 2035 – further
accelerating the move to EVs
and the demand for an eective
charging infrastructure. In
addition, £12 billion of
government investment is being
mobilised to support clean
energy, buildings, transport,
nature and innovative
technologies by 2030, and
£1.3billion to boost the roll-out
ofcharge points across the UK.
Our view is that for EV charging
infrastructure to be eective,
the UK is going to need
approximately one charge point
per vehicle. That’s around
30million units. It’s a big target,
but we’re going to help get
it done.
The message is loud, the
momentum is undeniable – and
the opportunity that we rst
identied in 2009 is now clear for
all to see. Back then, our small
team started to work out exactly
what the ‘charging ecosystem’
and the top-up model would look
like. We knew that people would
want to charge when they were
busy doing something else, such
as working, shopping or sleeping.
And we knew that the charging
network of the future would look
very dierent to the old fossil fuel
refuelling model. Today, we’re a
much bigger team and we’ve
already built a signicant part of
that new charging ecosystem.
With the proceeds of the IPO
behind us, we’re now poised to
accelerate our build schedule,
and in doing so rapidly move
towards our eventual vision of a
world where travel doesn’t
damage the earth.
…complemented by
outstanding future
opportunities
The UK public is now really
engaging with electric vehicles.
InNovember 2021, 28% of all
newvehicle registrations had
aplug on them and about two
thirds of those were battery
electricvehicles.
Electric vehicles now have the
range, performance and
desirability to move from the
early adopters into the 'early
majority', and with the ongoing
cost reduction of batteries
together with the global build of
lithium ion manufacturing
capacity, it looks likely that the
cost of battery EVs will continue
to fall until they’re cheaper to
purchase up front than the
equivalent fossil fuel powered
vehicle – surely that will be the
nal nail in the con of the
internal combustion engine.
Although we now see that
consumer demand is the
predominant driver of electric
vehicle demand, the sector is
also experiencing some strong
and ongoing support from the
UK Government.
Our annual energy transfer also
grew by 222% year on year up to
172 GWh in 2021.
Just as important, our customers
continue to give us great reviews.
At the end of the year, our rating
on Reviews.io was 4.6, based on
over 29,000 reviews, while 91%
would recommend us. On
Trustpilot, where we’re rated as
‘Excellent’, over 8,500 reviews
combine to give us a rating of 4.3.
That’s no small feat when you
consider the volume growth and
the complexity which our teams
have to deal with across our
broad range of install cases –
and it bodes well for the growth
to come.
Total annual revenue
£61.4m
Annual revenue growth
86%
Chief Executive Ocer’s statement continued
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
12

The road ahead
Our strategy for 2022 and
beyond is laid out in detail on
pages 24-27. But essentially,
we’re going to do three things.
Firstly, we’re going to expand our
product oering to serve more
routes to market, such as
multi-tenancy dwellings and on
street charging. It’s important
that the EV revolution doesn’t
leave anybody behind – and
ats and on street parking are
signicant segments that we
need to deliver for. We’ll be
investing in our products to meet
the needs of these customers.
Secondly, we’re going to invest
in developing our software
capability to realise a number
of recurring revenue business
models. Our charge points are
already smart, so we’ll be
building software on top of our
network to enable our charging
points to work in harmony with
the grid at both a local and
national level. With so many
consumers moving to a reliance
on electricity for their driving, as
well as potentially for heating,
we’re going to see a signicant
increase in the demand for
electricity across the UK.
Amongst other activities,
we plan to use our network of
charge points to carefully
manage how energy ows into
the nation’s electric cars and
hence manage load on the grid.
We expect to do this in a way
which doesn’t inconvenience the
EV driver. This is going to be a
challenge – but as the country’s
leading providers of charging
solutions, it’s our responsibility to
be part of the solution, not part
of the problem.
Finally, our strategy is to
increase our investment in our
owned charge point assets, such
as those at destinations and
en-route, including retail parks
and leisure locations. These
charge points will be a mix of AC
charge points for those locations
with longer dwell times and DC
units capable of rapid charging
at speed so drivers can get on
their way quickly. Our 2021 driver
survey
1
revealed that the
majority wanted to access rapid
charge points, conrming that
rapid charging is regarded as
an essential part of a fully
integrated and eective
EV ecosystem.
Additionally, we believe there
may be consolidation
opportunities in the EV charging
sector over the next few years,
so we may choose to look at
these as they present.
Thank you to a brilliant
team…
We’ve come this far thanks to the
expertise, experience and sheer
hard work of an awesome team
of people. Together, we’ve
dened a brand-new market, set
about delivering it and then put
in place the products and
strategy required to build a
great business.
Our team has grown rapidly, to
over 409 at the year end. Now
we’re set to further expand our
numbers and we expect to
welcome some 200 new people
to Pod Point by the end of 2022,
including almost tripling our
full-time technology sta.
All our people – from the ones
who have been with us from the
earliest days to those joining us
in the months ahead – are
provided with excellent support
from our people operations
team. That includes extensive
training and development, a high
quality rewards package, the
option to work in the oce or at
home according to personal
preferences, and a wide range
ofwellbeing initiatives. We’re
hugely proud of the diversity
thatruns right through Pod Point
and have processes in place to
maintain and improve our great
trackrecord.
…that’s enabled by
sound governance
The IPO was the ideal
opportunity for us to strengthen
our governance framework and
procedures, in line with the
expectations of investors. As we
set out in the IPO Prospectus,
most of our Board members are
independent and 40% are
female, signicantly greater than
the average for Boards across
the FTSE and in excess of the
requirements of the Hampton-
Alexander Review. Our Board
members bring a good cross-
section of skills to the company
and all Board Committees
comply with the UK Corporate
Governance Code. In addition,
we’ve established an agreement
with our majority shareholder,
EDF to provide governance to
our ongoing commercial
relationship.
However, despite the many
achievements of the last few
months, we’re aware that there
remains much to do. One of the
Board’s priorities for 2022 is to
establish governance structures
around ESG and climate-related
risk oversight. Although Pod
Point’s mission is focused on the
E and S of ESG, and we’re in a
ne position to help to deliver
that mission in the UK, we know
409
full-time
employees
that there’s signicant work
required in order to make sure
we have the appropriate
governance structure in place.
Full details on Board
composition, our Committees
and our plans for the future can
be found in the Governance
section on page 54.
Chief Executive Ocer’s statement continued
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
13
(1) https://pod-point.com/electric-car-news/2021-driver-survey

Outlook
Pod Point is leading the market
and we’re ready to accelerate.
Powered by our successful IPO,
we’re about to embark on our
most aggressive period of
growth yet. We expect to invest in
Pod Point owned charge point
assets and multi-tenancy
dwellings, product and software
development to ensure we have
everything we need in place to
continue the great progress
we’ve made so far.
We expect to be making these
investments at the same time as
more and more of the UK
population choose an electric
vehicle as their next car, and in
doing so make a signicant
contribution to reducing the
carbon intensity of the UK
transport sector.
We recognise that 2022 has
started with some material
headwinds. With signicant
increases in the cost of living
including the cost of electricity,
the invasion of and war in
Ukraine and ongoing lockdowns
due to COVID in China and other
countries, which will impact
economic growth in the UK and
potentially reduce demand for
electric vehicles. We also expect
component supply chain issues
to remain across all of 2022 and
into 2023. This potentially may
limit the number of electric
vehicles available to be sold and
our ability to manufacture our
charge points, which may impact
our growth and protability.
Inaddition, the changes to the
Electric Vehicle Homecharge
Scheme (EVHS) on 31st March
2022, ending the £350 grant for
home occupiers with o street
parking will require careful
management with our customers
and our internal systems.
2009 2010 2014
Erik founded Pod Point
—
Sold our rst
charging point
Signed our rst OEM
partnership
Started operating
in Norway
2017 2020 2021
100 employees Acquired by EDF
—
200 employees
Lists on London
Stock Exchange
—
Over 400
employees
Timeline
We do, however, remain condent
that this will not change the
underlying move to a lower
carbon transport sector in the UK.
It’s been a privilege to lead the
Pod Point team through what has
been an incredible year. We’ve
made more progress against our
goals than ever before, and next
year looks like it is going to be
even more impressive.
Never has our vision been more
important – the more we
understand climate change, the
greater the challenge we know
we face, and consequently the
more important achieving our
vision of travel which shouldn’t
damage the earth becomes.
I’m condent that we go into
2022 with the team, the
resources, the market position
and the demand to make it our
best year ever.
Erik Fairbairn
Chief Executive Ocer & Founder
Chief Executive Ocer’s statement continued
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
14

Chief Financial Ocer’s statement
The last 12 months
have seen Pod Point
go from strength
to strength,
buoyed by
a signicant
increase in
revenue
Our recent IPO has
positioned us well for
the future – and we
look forward to using
the proceeds to support
a step change in our
activities as we pursue
our vision of travel
that shouldn’t damage
the earth.
David Surtees
Chief Financial Ocer
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
15

Income Statement
The Group’s total revenue increased to £61.4 million in 2021, an increase of
£28.3 million (86%) from £33.1 million in the full year 2020 (2020 11 months:
£31million). Adjusted EBITDA (dened as earnings before interest, tax,
depreciation and amortisation and excluding amounts in respect of share
based payments and exceptional items) increased to a prot of £58 thousand
in 2021 from a loss of £0.3 million in the full year 2020 (2020 11 months: loss
£55thousand). TheGroup’s loss before tax increased to £14.3 million from
£13.0million in thefull year 2020 (2020 11 months: £12.2 million).
Within the Annual Report, adjusted EBITDA is dened as earnings before
interest, tax, depreciation, amortisation and also excluding both amounts
charged to the income statement in respect of the Group’s share based
payments arrangements and adjusting for large corporate transaction and
restructuring costs. These have been separately identied by the Directors
and adjusted to provide an underlying measure of nancial performance.
The reconciliation is set out on the income statement and note 9 provides a
summary of the amounts arising from the large corporate transactions and
restructuring costs.
Within the Annual Report it is also helpful to note that the listed entity Pod Point
Group Holdings plc (formerly called EDF Energy EV Limited) was incorporated
on 29th January 2020 and was used to acquire the Pod Point business at that
time. Consequently the Annual Report and detailed nancial disclosure in
this document discloses 11 month comparatives for the period from
29th January 2020 to 31st December 2020. The Pod Point business, however,
traded for the full year of 2020 and full year nancial disclosures were included
in the Prospectus, published as part of the business’ listing on the London Stock
Exchange on 9th November 2021. These summary tables and Business Review
compare the nancial results for the year to 31st December 2021 with the
nancial results for the year to 31st December 2020 to allow easier comparison
by readers of this document.
Summary Income Statement Income
Year to
31.12.21
£’m
Year to
31.12.20
£’m
Year on year
change
11 months to
31.12.20
£’m
Total revenue 61.4 33.1 86% 31.0
Gross prot 16.3 8.2 99% 7.7
Gross margin 27% 25% +2% 25%
Adjusted EBITDA 0.1 (0.3) 0.4 (0.1)
EBITDA (8.1) (8.5) 0.4 (8.0)
Loss before tax (14.3) (13.0) (1.3) (12.2)
Closing cash and
short term investments 96.1 2.9 93.2 2.9
The Group’s revenue is generally derived from sales of its goods and services
and is classied under one of the following: (i) Home, (ii) Commercial, (iii)
Recurring, (iv) Owned Assets and (v) Norway. The Group generates its revenues
from the installation and operation of EV charge points in the United Kingdom
and Norway. Revenue is typically recognised on completion of an installation,
in stages for larger installations or upon delivery of a charge point where a
customer does not require installation services.
The Group’s total revenue increased to £61.4 million in 2021, an increase of
£28.3 million (86%) from £33.1 million in the full year 2020 (2020 11 months:
£31million). This increase was primarily the result of increases in our two main
revenue segments, Home and Commercial. As the market for EV charging
hasgrown and evolved, demand for our products and services has increased.
27%
Gross prot margin
Chief Financial Ocer’s statement continued
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
16

Business segment review
The following table sets out the revenue for each of our business segments for
the years ending 31st December 2021 and 2020, and for the 11 months ending
31st December 2020, including as a percentage of total revenue:
Year to
31.12.21
£’m
Year to
31.12.21
%
Year to
31.12.20
£’m
Year to
31.12.20
%
11 months
to 31.12.20
£’m
11 months
to 31.12.20
%
Home 40.3 67 20.3 60 19.4 62
Commercial 18.0 29 10.9 33 10.0 32
Recurring 0.9 1 0.5 2 0.5 2
Owned Asset 2.0 3 0.9 3 0.9 3
Norway 0.2 – 0.5 2 0.2 1
Total 61.4 100 33.1 100 31.0 100
Below, we review each of our business segments, including revenue drivers and
gross margin:
Home business segment
• We achieved an excellent performance, with revenue of £40.3 million
compared to full year 2020 of £20.3 million (2020 11 months: £19.4 million),
representing a year-on-year increase of 98%. This was driven by growth in
our core market and by market share gains.
• New PiV
(1)
registrations increased to 305,277 in 2021 from 175,084 in the full
year 2020 (2020 11 months: 166,242), an increase of 74%. The number of units
installed increased to 54,977 compared to 28,361 in the full year of 2020
(202011 months: £27,011), an increase of 94%. Our market share of new PiV
registrations therefore increased to 18% from 16% in the full year 2020
(202011 months: 16%).
• This increase in revenues helped to deliver an increased total gross margin
in2021 of £11.3 million compared to full year 2020 of £5.1 million (2020
11months: £4.9 million), a year-on-year increase of 121%.
• Percentage gross margin in 2021 rose to 28% compared to full year 2020
of25% (2020 11 months: 26%), a year-on-year increase of three percentage
points. This was supported by an increase in revenue per unit to £733 from
£717 in the full year 2020 (2020 11 months: £717) which oset c.£0.2 million
ofunit component costs growth in the second half of 2021.
• We won or renewed a number of key customer contracts during the year
including Fiat, Jaguar Land Rover, Mercedes and Nissan, and now have over
130 active eet accounts with businesses including Coca-Cola, DHL and
Royal Mail.
Commercial business segment
• We delivered a strong performance, with revenue of £18.0 million compared
to full year 2020 of £10.9 million (2020 11 months: £10.0 million), a year-on-
year increase of 64%.
• Number of units installed increased to 3,838 from 2,546 in the full year of
2020 (2020 11 months: 2,336) and the number of units sold directly to
customers increased to 7,187, compared to 4,856 in the full year of 2020
(202011 months: 4,318). This represents a total increase of 49%, with our
market share of new PiV registrations remaining at year-on-year at 4%
(2020 11 months: 4%).
• The increased revenues helped to increase total gross margin in 2021 to
£3.9million, compared to full year 2020 of £2.4 million (2020 11 months:
£2.3million), a year-on-year increase of 61%.
• Percentage gross margin in 2021 remained at the 22% achieved in full year
2020 (2020 11 months: 23%). Average revenue per unit increased to £1,629
from £1,476 in the full year 2020 (2020 11 months: £1,504) due to a change
inthe mix of installations, with more higher value installations in 2021.
• We won several key customer contracts during the year including EVRi,
Serco and CBRE, while we successfully renewed our contract with Lidl.
Recurring revenue business segment
• We achieved a good performance, with revenue of £0.9 million compared to
full year 2020 of £0.5 million (2020 11 months: £0.5 million), a year-on-year
increase of 67%. Network revenues increased to £0.8 million compared to full
year 2020 of £0.4 million (2020 11 months: £0.4 million).
• This increase in revenues helped to increase gross margin in 2021 to
£0.4million, compared to full year 2020 of £0.2 million (2020 11 months:
£0.2million), a year-on-year increase of 171%.
• In addition, percentage gross margin in 2021 increased to 45% compared
tofull year 2020 of 25% (2020 11 months: 34%), a year-on-year increase of
20percentage points, with the average annual recurring revenue per unit
installed and unit able to communicate increasing to £57.40, compared to
fullyear of 2020 of £50.40 (2020 11 months: £46.67).
• The number of Commercial units installed and able to communicate at the
year end increased to 16,005 from 10,950 at the end of 2020. All recurring
revenues in both 2021 and 2020 were derived from these units.
• The number of Home units installed and able to communicate at the year
end increased to 121,415 from 66,548 at the end of 2020. This growth is
strategically signicant as we seek to expand our recurring revenue products
across these units.
28%
Home gross prot
margin
98%
Home annual
revenue growth
£58k
Positive adjusted EBITDA
(1) PiV dened as ‘Plug-in Vehicles’
Chief Financial Ocer’s statement continued
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
17

Owned Asset business segment
• We delivered a strong performance with revenue
of £2 million compared to full year 2020 of
£0.9million (2020 11 months: £0.9 million), a
year-on-year increase of 134%.
• The total number of sites installed at the period
end increased to 453 from 292 at the end of 2020.
The total number of units installed at the period
end increased to 984 from 596 at the end of 2020,
including 73 DC rapid units at the end of 2021
compared to 12 at the end of 2020.
• This increase in revenues and units helped to
increase gross margin in 2021 to £0.9 million
compared to full year 2020 of £0.5 million
(202011 months: £0.4 million), a year-on-year
increase of 63%.
• Percentage gross margin in 2021 declined to
43%compared to full year 2020 of 61% (2020
11months: 55%), a year-on-year decrease of
18percentage points. Our current commercial
arrangements for this segment mean that for
aperiod of two years we pay for the free
electricity provided to customers who use the
non-DC rapid charge points at 198 out of the total
of 453 sites (the commercial partner pays for
electricity at the remaining sites). With COVID
restrictions changing people’s patterns of travel,
the level of free usage was lower than expected
for all of 2020 and some of 2021. However, as
patterns of travel have normalised, usage
increased dramatically in the second half of 2021
and this led to higher usage and costs, and a
lower 2021 percentage margin. The provision of
free electricity by us stops at 179 sites by the end
of February 2022 and at all 198 sites by the end
of July 2022. The price of electricity charged to
us has been xed since 2021 and the increased
costs are solely due to the increase in free usage
at the 198 sites.
• Gross capital deployed on assets increased to
£3.9 million at the end of 2021 compared to
£2.4 million at the end of 2020.
Historically, the Norway business segment
generated more revenue and was a more material
part of the business. Given its size in 2021, in future
years Norway's revenues will be included within the
Home and Commercial business segments.
Cost of Sales
Cost of sales principally comprises the cost of
charge points and related parts installed, other
installation costs such as trench digging, electrical
cable running and parking bay markings and the
cost of labour which includes both in-house sta
and third party contractors.
Where an installation is incomplete at a period
end,we conduct an assessment according to our
accounting policies and IFRS as to whether an
element of the installation revenue and related
costof sales can be recognised. If no element of
aninstallation can be recognised, the charge point,
related parts and labour incurred on the installation
to the period end will be treated as work in progress
and recognised on completion of the installation in
accordance with our accounting policies and IFRS.
Where we own and operate a charge point and
charge customers to charge their vehicles, the costs
of the related electricity and credit card/banking
transaction fees are included in cost of sales.
Cost of sales increased by £20.2 million (81%) from
£24.9 million in the full year 2020 (2020 11 months:
£23.2 million) to £45.1 million in 2021. This increase
was primarily due to the increased volume of
installations and charge points shipped,
contributing to increased charge point volumes
acquired from our suppliers and additional install
costs incurred for both our in-house installers and
external installation service providers.
Gross Prot
The increase in revenues helped to increase total
gross margin in 2021 to £16.3 million compared
tofull year 2020 of £8.2 million (2020 11 months:
£7.7million), a year-on-year increase of 99%.
In addition, our total percentage gross margin in
2021 increased to 27% compared to full year 2020
of 25% (2020 11 months: 25%), a year-on-year
increase of two percentage points.
Administrative expenses
As disclosed on the Income Statement, our total
administrative expenses increased to £29.4 million
compared to full year 2020 of £20.3 million (2020
11months: £19.3 million), a year-on-year increase of
47%. This increase was due to the growth of the
business and the additional sta required to deliver
this growth, the one-o and ongoing cost of being
a listed company, including Share Based Payments,
and additional depreciation and amortisation costs
as a result of additional funds being invested in
Owned Assets and intangible asset development.
Looking at these individually:
• Administrative expenses excluding one-o large
corporate transaction and restructuring costs,
share based payments and depreciation and
amortisation costs increased to £16.3 million
compared to full year 2020 of £8.5 million (2020
11 months: £7.8 million), a year-on-year increase
of 91%. This increase was due to the growth of
the business and the additional sta required to
deliver this growth and the ongoing costs of
being a listed company.
• Depreciation and amortisation costs increased in
2021 to £4.9 million compared to £3.8 million for
the full year 2020 (2020 11 months: £3.6 million)
due to the investment of additional funds in
Owned Assets and research and development.
£18m
Total commercial
revenue
64%
Commercial annual
revenue growth
22%
Commercial gross
prot margin
Chief Financial Ocer’s statement continued
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
18

• Following the listing in November 2021, we
incurred share based payment charges relating
to a number of share awards which were
implemented at or soon after listing, resulting
ina charge to the P&L of £2.4 million.
• One-o large corporate transaction and
restructuring costs, relating primarily to the
listing, were £5.7 million compared to £8.0 million
for the full year 2020 (2020 11 months: £7.9 million)
when the business incurred costs primarily
relating to the purchase of the Pod Point business
by EDF in February 2020.
EBITDA and Adjusted EBITDA
The increase in revenues and gross margin
helped the business deliver a positive adjusted
EBITDA of £0.1 million in 2021, compared to full
year loss in 2020 of £0.3 million (2020 11 months:
loss of £0.1 million).
EBITDA losses decreased from £8.5 million in 2020
to £8.1 million in 2021, a decrease of £0.4 million.
Finance costs
Net nance costs, primarily related to borrowing
from Pod Point’s pre-listing shareholders, increased
to £1.3 million in 2021 compared to £0.6 million in
2020 (2020 11 months: £0.6 million), as a result of
additional funds being loaned to the business to
support its growth. All shareholder loans were
repaid upon listing in November 2021 and nance
costs in 2022 are expected to be limited.
There was no material nance income in either
2021or 2020 given the level of cash balances and
the low interest environment during that time.
Taxation
There were no tax credits or charges in either
2021 or 2020.
Loss after tax
Unadjusted losses after tax increased to
£14.3million in 2021 compared to full year losses
in2020 of £13 million (2020 11 months: £12.2 million).
This was due to the additional costs set out under
‘Administrative expenses’.
Earnings per share
Basic and diluted earnings per share decreased
from a negative £0.12 in 2020 to negative
£0.13 in 2021.
Dividend
We aim to prioritise the re-investment of our cash
ows into the considerable opportunities that exist
for the growth of the business. With respect to
dividends, the Directors see these as an important
part of the capital allocation policy at the
appropriate time in the future, and once
commenced the Directors would anticipate
operating a progressive dividend policy.
Capital expenditure
During the period under review, we increased
capital investment in tangible assets (owned charge
points and xtures and ttings) and intangible
assets (software and hardware development) as
our product and service oering and customer
base have grown.
We continued to capitalise expenditure on additions
and improvements to our hardware and software
as new functionality and services were developed.
Total expenditure relating to internal sta costs of
£4.6 million was capitalised in 2021 compared to
£2.0 million in the full year 2020 (2020 11 months:
£1.9 million) .
In addition, we invested £2.3 million (2020:
£2.3 million) in owned charge points as part of
a commercial arrangement with Tesco.
Capital allocation
The IPO has provided us with the resources to
accelerate product and service innovation – helping
us take a signicant step forwards in our vision to
enable travel that shouldn’t damage the earth.
How we plan to use the IPO proceeds:
• Total £120 million
• £67 million investment in DC rapid Owned Assets
and Multi Tenancy Dwellings: £67 million
expected to be deployed across 2022 and 2023
• £21 million investment in product and software
development to optimise oering across
additional routes to market
• £20 million repayment of shareholder loan
• £12 million costs
Cash ow and net debt
Supported by the signicantly improved nancial
performance of the business and the IPO in
November 2021, our year end cash and short term
investments totalled £96.1 million compared to
£2.9million at the end of 2020. At 31st December
2021, £50 million of cash had been placed on a six
month bank deposit and has therefore been
classied as a short term investment.
Cash outow from operating activities decreased
by £3.7 million to £2.2 million in the full year
2021 from £5.9 million in the full year 2020 (2020
11 months: £6.5 million). This was primarily due
to a smaller operating loss, once the non-cash
impact of share based payments had been
taken into account.
Cash ows used in investing activities decreased to
£57.2 million in the full year 2021 compared to
£89.7 million in the full year 2020 (2020 11 months:
£89.6 million) primarily due to the acquisition of the
Pod Point Group in 2020, which included £85 million
of cash consideration. £50 million of the investing
activity in 2021 relates to the purchase of short-term
investments which are long-term bank deposits
classied as investments due to their tenor.
£96.1m
Closing cash and
short term investments
Chief Financial Ocer’s statement continued
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
19

Cash inow from nancing activities increased to
£102.6 million in the full year 2021 compared to
£92.9million in the full year 2020 (2020 11 months:
£95.1 million). This was primarily due to the listing of
the business, with gross funds raised of £120 million
less transaction costs of £7.7 million, and with net
shareholder loans of £9.3 million repaid following the
listing. The gures for 2020 included the waiving of
an£85 million loan from the majority shareholder,
which was used to acquire the Pod Point Group.
Balance sheet
Most key balance sheet accounts increased year-on-
year, due to the increase in the size of the business.
This included trade and other receivables, inventory
and trade and other payables.
Closing net assets were £200.0 million
(2020: £98.8 million).
Related party transactions
During 2021, transactions with related parties
included: sale of goods of £0.3 million compared
to full year 2020 of £0.2 million (2020 11 months:
£0.2 million); purchase of goods of £0.9 million
compared to full year 2020 of £0.1 million
(2020 11 months: £0.1 million); and interest on
intercompany loans of £1 million compared to full
year 2020 of £0.5 million (2020 11 months:
£0.5million). These transactions were undertaken
with the two shareholders EDF Energy Customers
Limited and Legal & General Capital Investments
Limited and their subsidiaries.
Going concern
The Board has considered the forecast for the next
12months including factoring in the risks and
sensitivities set out on pages 45-51. Following this
review the nancial statements have been prepared
on the going concern basis. While we are not yet cash
generative, we raised £88 million after fees and
repayment of shareholder loan as part of our IPO in
November 2021. The Directors believe the Group has
a robust business model, supported by the expected
growth in trading as the UK transitions in line with the
requirement that there should be no new petrol or
diesel cars phased out from 2030 (with hybrids being
phased out from 2035).
This assessment also includes downside stress testing
in line with FRC guidance which demonstrates that
even in extreme downside scenarios, given the level
of cash held following the listing and the deployment
of this cash investing in owned assets being within our
own control, we would continue to meet our
obligations as they fall due, without the need for
material mitigating actions.
Subsequent events
There have been no reportable events since the
balance sheet date.
Prospects and outlook
We continue to see rapid growth in the UK electric
vehicle market. New plug in vehicle registrations in
January 2022 amounted to 23,480 – 89% up on
January 2021 and representing over 20% of all
vehicles registered. We expect the mix of vehicles to
change, as battery electric vehicles continue to
increase their share of plug in vehicles. This is likely to
be primarily driven by greater consumer choice, with
around 35 new battery electric models expected to
be launched in 2022. As battery electric vehicles
currently account for only 1% of total vehicles on
the road, the growth potential for our business
remains signicant.
While the current price increases in electricity are an
obvious concern for consumers and businesses, we
do not expect them to materially impact sales of
electric vehicles in 2022 because the ongoing running
costs will remain signicantly cheaper than for
vehicles reliant on internal combustion engines.
Inationary pressures within the wider UK economy
and the potential impact of the invasion of and war
inUkraine may, however, impact overall vehicle sales
and sales of electric vehicles.
We expect the Government to continue to wind back
its direct scal incentives, including the electric vehicle
home charge scheme (EVHS) grant, also referred to
as the OZEV grant or OZEV home charge grant, and
to focus on indirect actions, such as the recently
implemented changes to planning regulations which
require developers to include charge points at new
developments. We see this as not only the right
strategy for the planet, but also an opportunity for
Pod Point.
Revenues from the EVHS grant have to date been a
material part of the revenues for the Home business
segment and the grant in its current form ends on
31stMarch 2022. The transition to a more limited
grant will require careful management with our
customers and internal systems and processes.
Whilewe recognise these changes pose a risk to the
our anticipated future growth, we have managed
material changes to the grant in the past, for example
when the value of the grant was reduced from £900
in 2014, and have a wide range of customer
relationships to mitigate this risk.
Global supply chain challenges are likely to continue
and have recently worsened due to the impact of the
invasion of and war in Ukraine, impacting both the
supply of new vehicles and the manufacture of
charge points across the industry. We are rmly
focused on ensuring that we continue to maintain
adequate supply of units for our customers, and have
already incurred and expect further additional
component cost ination. To mitigate this risk, we are
continuing to re-engineer our products to allow a
greater variety of components and we are also
onboarding a second manufacturing partner and
expect cost savings to commence in H1, and scale
across the year. Overall, we expect some margin
pressure in H1 but anticipate that full year margins
will be in line with guidance as set out at IPO.
Since we presented our preliminary results to the
Stock Market on 18th February 2022, the invasion of
and war in Ukraine and the negative outlook coming
from the UK economy has increased the overall risk
environment for our business and the industry. We
have, however, to date experienced no slow down in
orders and sales of electric vehicles have continued
at record levels.
David Surtees
Chief Financial Ocer
£120m
Raised on listing
12.2m
Annual charging sessions
across Pod Point network
2 hours &
26 minutes
is the time Wayne Gerdes spent charging his
Porsche Taycan while crossing the US from
coast to coast – covering 2,835 miles,
charging 18 times and spending $76 on
charging
Chief Financial Ocer’s statement continued
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
20

2020 2021
Total PiV sales and Pod Point penetration % by year:
2020
175,025 / 10.7%
2021
305,269 / 18.5%
10.7% 18.5%
Our marketplace
Market context
The UK is the second largest
automotive market in Europe…
Over the past decade, the UK has bought
more new cars than any country in Europe
other than Germany. During 2021, registrations
of new cars were 1.6 million vehicles.
PiV sales as a % of total new vehicle registrations:
…and is rapidly moving towards EVs
Sales of Plug-In Vehicles (PiVs) rose to 305,269
from 175,025 in the full year 2021, an increase
of 74%. The majority of this growth was from
sales of battery electric vehicles (BEV) which
rose to 190,715 from 108,148 in the full
year2020.
Strategic Report Governance Financials
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21

Market context continued
Key growth drivers for EV sales
Shifting consumer
preferences
According to the Climate Change Commission,
surface transport is the highest emitting sector of
the UK economy, accounting for 22% of total GHG
emissions and 113 million tonnes of carbon dioxide
equivalent in 2019.
Consumers are increasingly aware of the
environmental advantages of EVs. In addition,
consumer concerns about EVs (including cost/price
premium and driving range, compared to ICE
vehicles) that previously acted as barriers to EV
adoption are falling away as EVs become more
aordable and technological innovations –
together with the availability of charging
infrastructure – address driving range concerns.
A Deloitte Global Auto Consumer Study
1
found that
from 2018 to 2020, concerns over the cost/price
premium have diminished in the UK (from 24%
citing this as a concern in 2018 to 16% in 2020) and
the focus has shifted to concerns over lack of
electric vehicle charging infrastructure (from 22%
citing this as a concern in 2018 to 33% in 2020).
As EV sales increase, so too will the demand for
charge points. We believe that the UK will need
approximately one charge point for each EV, across
the charging ecosystem. For reference, as of
September 2021, there were 30.2 million licensed
cars in Britain.
Increasing focus on eet
electrication by OEMs
Car manufacturers are increasingly shifting a
greater proportion of their global manufacturing
capacity towards the electrication of their eets.
The so-called ‘Big 8’ automotive OEMs have all
established an EV-centric strategy, with Volvo most
recently announcing that it intends to only sell EVs
by 2030. According to McKinsey, automakers
launched 143 new EVs in 2019 globally, of which 105
were BEVs and 38 PHEVs. They plan to introduce
around 450 additional models by 2022, most of
which will likely be midsize or larger vehicles.
According to Bloomberg New Energy Finance, at
the end of H1 2021 there were 362 BEV models
available globally, up from 264 models at the end
of 2019. Examples of EV models that have recently
entered the UK market include Volvo’s rst BEV
(XC40 Recharge), which delivers approximately 250
miles of range, as well as the rst Lexus EV (UX300),
which provides approximately 200 miles of range.
Models released in spring 2021 include Ford’s
Mustang Mach-E, Hyundai’s Kona Electric Refresh
and Volkswagen’s ID4.
1 https://www2.deloitte.com/uk/en/insights/focus/future-of-mobility/electric-vehicle-trends-2030.html
Five factors are driving growth
in EV sales, and therefore the
demand for EV charge points:
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22

Market context continued
Home Charge installs
expected to increase
34x
from 2020 to 2030
according to the CMA
137,420
units installed and able to
communicate at year end
Battery Pack
costs fell by
c.12%
between 2019 and 2020
2. https://www.gov.uk/government/publications/electric-vehicle-charging-market-study-nal-report
Battery technology
advancements
Advancements in battery technologies over the
past decade have led to signicant cost deation
for lithium-ion batteries together with performance
enhancements, such as extended range. This trend
has had a material bearing on the rate of EV
adoption globally with the historical competitive
advantages of ICE vehicles declining.
According to BNEF’s battery price survey in
December 2020, the volume weighted average
price of a lithium-ion battery pack fell 12% from
2019 to 2020. This was due to increasing order size,
growing BEV sales, adoption of new cell designs and
the introduction of higher energy cathodedensities.
BNEF projects that prices will continue to fall,
dropping below $100/kWh by 2024, which is widely
seen as the ‘inection point’ to reach parity in
purchase costs between ICE vehicles and EVs.
Increased availability of
charging infrastructure
Many dierent market commentators and
industry sources point out that more charging
infrastructure is a prerequisite for the mass
adoption of EVs. The speed and availability of
recharging is and will remain a strong selling
point; automotive OEMs are increasingly
competing in this area to oer superfast
charging functions and to produce vehicles
compatible with a wide range of charge points.
In the UK, according to the CMA Market
2
Study,
cumulative home charging installations are
expected to increase from approximately 170,000
in 2020 to 6 million in 2030, a 34-fold increase.
Similarly, workplace charging installations are
expected to increase from approximately 13,000
to 1.4 million. Cumulative public charging
installations are projected to increase from
21,000 in 2020 to between 280,000 and 500,000
in 2030 (according to reports issued by the
Climate Change Committee (CCC) and Transport
and Environment, respectively).
Government regulation
and support
COP26 underlined both the need and, in many
cases, the willingness of governments worldwide
to pursue stretching targets in order to limit the
global rise in temperature to 1.5°C.
As part of the UK’s path to meeting its ambitious
targets, the Prime Minister announced a Ten
Point Plan in November 2020, with an aim to
mobilise £12 billion of government investment in
clean energy, buildings, transport, nature and
innovative technologies by 2030. The plan
brought forward the ban on new petrol and
diesel cars by ten years to 2030. It also dedicated
£582 million in grants for the purchase of zero or
ultra-low emission vehicles, approximately £500
million over the next four years on the
development and mass production of EV
batteries, and £1.3 billion to accelerate the
roll-out of charge points across the UK (£950
million of which was allocated to a rapid charging
fund for new public installations and upgrades).
In July 2021, the Government released its
transport decarbonisation plan, which includes
anew £90 million Local EV Infrastructure Fund,
available from 2022, to support the roll-out of
larger on-street charging schemes and rapid
charging hubs across England. The Government
also announced that it will consult on
implementing a zero-emission vehicle (“ZEV”)
mandate, pursuant to which OEMs would have to
meet minimum proportion of their sales as zero
emission, or pay credits to those who exceed
their mandate. We’ve supported lobbying eorts
to meet these objectives and intend to
participate in the consultation.
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
23

Our strategy
Poised for growth:
our build at scale strategy
Our business model was the springboard that enabled us to become one
of the UK’s leading providers of EV charge points. We continue to expand
operations and improve our operational delivery. Supported by the
proceeds of the IPO, in future years we’ll be reporting our progress on
how we plan to:
•
Expand our product oering to serve
more sub-routes to market, including
multi-tenancy dwellings
•
Develop our software capability
to deliver recurring revenue
•
Invest in owned
charge point assets
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
24
Pod Point Annual Report and Accounts 2021

Expanding our
product oering
We aim to increase the
number of routes to
market we serve across
the UK. As our markets
mature, the four main
routes (Home, Workplace,
Destination and En-route)
will expand into multiple
sub-routes to market.
A key pillar of our strategy is to
further optimise and invest in our
installation capacity, supply chain
and logistics, as well as product
development, software and
hardware solutions. This will
enable us to be the clear rst
mover in these new sub-routes
to market.
As an illustration of this evolution,
our Home segment is currently
focused on domestic o-street
charging at locations where the
homeowner has access to
private o-street parking. Such
households represent some 60%
of England’s housing stock. Now
we aim to expand our reach to
include private car parks
associated with blocks of ats
(comprising approximately 7% of
homes), and on-street charging
for areas with no o-street
parking as well
as other areas.
Our strategy is to
invest in product
development
capability, including
options for funding
(including with partners)
where, for example, the
existing electricity supply in
these scenarios is not suitable
for standard charge point
installations. We’ll also look to
work with local authorities to
install on-street charge points.
Our strategy continued
“According to PwC,
72%
*
of UK drivers have
access to o street
parking at home.”
*
*
Source: https://t.co/mBQRyAC4vl
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
25

Our strategy continued
We’ll make material nancial
investment into our software to
support a number of recurring
revenue streams.
Developing
our software
capability
At present, we charge network
fees to our commercial customers
to keep their smart chargers
connected to our consumer-facing
information system (known as the
Smart Reporting system), and
back-end management
information systems. Our strategy
is now to concentrate on scaling
the number of smart charge points
connected to our systems, and
then build additional and
incremental recurring revenue
services.
Examples of these services include:
• helping customers choose the
best electricity tari for their
home and EV charging, and
receiving revenue when they
move to new suppliers
• managing load by controlling
the ow of energy into EVs on
a national and local level and
selling these services into
electrical grid balancing
markets
To support our expansion plans,
we expect to increase our full-time
technology sta from 71 in 2021 to
250 in 2023, representing an
increase in our technology budget
from around £5 million to £20
million over the same period.
4x
increase in our planned
technology budget
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
26

Our strategy continued
Investing
in owned
charge point
assets
Increasing our investment in owned assets
will accelerate the roll-out of charge points
into strategic charging locations.
These include destination and
en-route facilities, in addition to
multi-tenancy residential dwellings.
In the longer term, we believe
thata third-party infrastructure
funding market will develop as
infrastructure investors become
more familiar with the charging
infrastructure as an asset class.
As our customers’ need for
charging infrastructure grows in
line with the increased adoption
ofEVs, we anticipate that an
increasing number will look to Pod
Point to assist with the funding of
that infrastructure. Under this
model, we’ll fund the supply and
installation in exchange for fees
based on charge point utilisation.
Our investment in charging
infrastructure will encourage
strong customer loyalty, and build
our market position with key
strategic customers.
Today, DC charging is the most
commonly deployed funded
infrastructure. But this is expensive
for customers, underlining the
appeal of a funded solution.
Given the speed of charging of DC
units, we believe that EV owners
are willing to pay a premium for
such convenience and time
eciency. This premium will
generate margins for us to repay
upfront infrastructure, host and
other operating costs and, in time,
become protable.
Location is an important factor
forthis new funded charging
infrastructure – and our experience
in the deployment of infrastructure
means that we’re well placed to
select sites that will be
advantageous to both Pod Point
and our customers.
453
Tesco locations with
Pod Points across the UK
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
27

Year to
31.12.21
16,005
pp = percentage points
k = £'000
Year to
31.12.20
10,950
Year to
31.12.21
£57
Year to
31.12.20
£50
Year to
31.12.21
453
Year to
31.12.20
292
Year to
31.12.21
984
Year to
31.12.20
595
Year to
31.12.21
73
Year to
31.12.20
12
KPI Year on year change
Home units installed
+94%
Commercial units installed and shipped
+ 49%
Eective Home market share
+2pp
Eective Commercial market share
0pp
Total Home units installed and able
to communicate
+82%
Charging sessions delivered by Pod
Point’s owned and operated charge
points (millions)
Year to
31.12.21
12.2
Year to
31.12.20
4.7
+160%
Key performance indicators
KPI Year on year change
Annual Revenue Growth (£,000)
+86%
Gross Prot (£,000)
+99%
Gross Prot margin (£,000)
+2pp
Adjusted EBITDA
+£389k
Closing cash/short term investments
(£,000)
+£93,163k
Electric driving powered by Pod Point’s
owned and operated charge points
(million kilometres)
Year to
31.12.21
955
Year to
31.12.20
294
+225%
We measure our performance and progress against a series of nancial and operational KPIs:
KPI Year on year change
Total Commercial units installed and
able to communicate
+46%
Average annual recurring revenue per unit
+£7
Total Owned Asset sites
+55%
Total Owned Asset Charge Points
+ 65%
Total Owned Asset Rapid/DC Charge Points
+61
Energy delivered by Pod Point’s owned and
operated charge points (million KwH) CO2e
avoided by Pod Point’s owned and operated
charge points being used (tonnes)
Year to
31.12.21
171.5 / 127,267
Year to
31.12.20
53.2 / 38,360
+222%
/+223%
Year to
31.12.21
11,025
Year to
31.12.20
7,402
Year to
31.12.21
54,977
Year to
31.12.20
28,361
Year to
31.12.21
18%
Year to
31.12.20
16%
Year to
31.12.21
4%
Year to
31.12.20
4%
Year to
31.12.21
121,415
Year to
31.12.20
66,548
Year to
31.12.21
16,345
Year to
31.12.20
8,203
Year to
31.12.21
61,415
Year to
31.12.20
33,082
Year to
31.12.21
27%
Year to
31.12.20
25%
Year to
31.12.21
58,000
Year to
31.12.20
(331,000)
Year to
31.12.21
96,112
Year to
31.12.20
2,943
On page 28, we have included KPIs which compare the full year 2021 nancial performance to the full year 2020 nancial performance even though only 11 months' nancial performance are
included for 2020 in the nancial section page 96 and as explained on page 16. The KPIs for the 11 month period are disclosed for reference on page 29.
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
28

Key performance indicators continued
Financial KPIs
• Annual Revenue Growth. As a fast growth business, top line
revenue growth from year to year represents the most
eective measure of customer and business success
particularly when measured against the growth in the core
market which is new PiV registrations.
• Gross prot and gross prot margin which are calculated as
total revenue less cost of sales and total revenue less cost of
sales divided by total revenue, represented as a percentage,
reect how well the business manages the costs of its core
installation process and charge point unit supplies.
• Adjusted EBITDA (see page 16 for denition) is a measure of
the administrative costs required to manage and scale the
business and an indication of how the cost base is managed.
While not an accounting measure, under IFRS, it does allow
comparisons with dierent companies and sectors.
• Cash and short term investments are critical to allow the
business to provide funds for investment, for growth, to cover
its expenses and to meet its long-term needs. Cash
generation is a good indicator of the underlying health of
the business.
Operational KPIs
• Units installed/shipped: the number of charge points installed
and shipped in a given period, categorised into Home and
Commercial.
• Average annual recurring revenue per unit: recurring
revenues generated by Home or Commercial customers in a
period divided by the number of units installed and able to
communicate at a year end, categorised into Home and
Commercial.
• Eective home and commercial market shares are calculated
as the number of units installed and shipped in a period in
each business segment divided by the total number of new
PiV registrations in that period, expressed as a percentage.
Typically home charge points are installed close to the date
a new PiV is registered with the DVLA and so for the home
business segment this represents an eective market share
measure. For the commercial business segment, as no
industry-wide charge point install or sale statistics are
publicly available; we track the total number of units installed
and shipped as a percentage of new PiV registrations.
We recognise this is not a perfect measure of market share,
but it is considered the best measure currently available.
• Units installed and able to communicate at a period end
(Home and Commercial): the total number of charge points
we’ve installed or shipped since the start of our operations
which are able to communicate via Wi-Fi or mobile
connectivity with our management information system
(the Smart Reporting system).
• Number of sites at period end: within the Owned Asset
business segment, the number of locations at a period end
where charge points owned by us were installed and
operational at a period end.
• Number of units at period end: within the Owned Asset
business segment, the number of charge points owned by
us and installed and operational at a period end categorised
into DC Rapid units (which are separately disclosed) and
other units.
• Electric driving powered by Pod Point’s owned and operated
charge points (million kilometres)
• Calculated based on internal company data on the energy
supplied by communicating Pod Point units, multiplied by the
average electric vehicle energy use per kilometre (Source -
https://ecocostsavings.com/average-electric-car-kwh-per-
mile/ and converted from miles to km) (2.15 km/kWh)
• Charging sessions delivered by Pod Point’s owned and
operated charge points (millions)
• Internal Pod Point data from communicating charge points
of charge sessions started in a given period which have also
successfully completed.
• Energy delivered by Pod Point’s owned and operated charge
points (million KwH)
• Data from our internal systems of sum of energy transferred
through each communicating charge point in the period.
• CO
2
e avoided by Pod Point’s owned and operated charge
points being used (tonnes)
• Calculated as the dierence between:
– Carbon intensity of vehicles charged on Pod Points:
Internal data of energy transferred through communicating
charge points, multiplied by the UK government CO
2
e
average generation intensity data for the relevant year
(2021 – 0.21233 kgCO
2
e/kW ) (2020 – 0.23314 kgCO
2
e/kW)
– Carbon intensity of equivalent miles driven in an internal
combustion engine vehicle:
Energy delivered by Pod Point’s owned and operated charge
points multiplied by the average electric vehicle energy use
per kilometre (Source https://ecocostsavings.com/average-
electric-car-kwh-per-mile/ and converted from miles to km)
(2.15 km/kWh). Multiplied by the UK government average
CO
2
e per km for an average (taking average of petrol and
diesel) vehicle then converting from miles to km (2020 -
0.2758 kgCO
2
e/mile ) (2021- 0.275805 kgCO
2
e/mile)
KPI 11 months to 31.12.20
Revenue Growth
£31,026,000
Gross Prot
£7,716,000
Gross Prot Margin
25%
EBITDA
(£55,000)
Closing cash/short term investments
£2,943,000
Total UK new PiV sales
171,482
Home units installed
27,011
Commercial units installed and shipped
6,654
Eective Home market share
16%
Eective Commercial market share
4%
Total Home units installed and
able to communicate
66,548
Total Commercial units installed and able to
communicate
10,950
Average annual recurring revenue per unit
£47
Total Owned Asset sites
292
Total Owned Asset Charge Points
595
Total Owned Asset Rapid DC/Charge Points
12
Electric driving
249 million km
Charging sessions
4.1 million
Energy delivered
45 million KwH
CO
2
e avoided
32,484 tonnes
Eleven month data to 31.12.20
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
29

Environmental, Social & Governance
Travel
shouldn’t
damage
the earth
ESG drives everything we do
The EV industry is almost unrecognisable from when Pod Point was
founded in 2009. Today, it’s maturing at speed and sits at the heart of
the world’s battle against climate change. In fact the Climate Change
Commission has stated that surface transport is the highest emitting
sector of the UK economy, accounting for 22% of total GHG emissions
and 113 million tonnes of carbon dioxide equivalent in 2019.
The need for EVs and, crucially, an eective charging infrastructure
iswidely acknowledged by governments around the world and was
referenced at COP26. This serves to reinforce our belief in our vision
ofenabling travel that shouldn’t damage the earth.
Combating climate change energises our people, powers our business
and makes Pod Point a unique investment proposition.
We do this by:
•
Providing great
customer experiences
•
Working with the best
partners
•
Investing in talented
people
•
Making a positive
impact on society
•
Engaging with our
shareholders
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
30

Environmental, Social & Governance continued
ESG
governance
305,277
sales of new
PiVs in the year
As we enter our rst full year as a listed
company, one of the Board’s top priorities
is to establish appropriate and eective
structures to govern how we manage
ESG and our climate-related risk. We’ll
provide comprehensive details of these
structures – including their function and
impact – in next year’s Annual Report.
Materiality
We’ll be working on our materiality matrix during 2022, identifying
the issues that impact and matter to our stakeholders.
Sustainable Development Goals
The 17 United Nations’ Sustainable Development Goals (SDGs) are the
blueprint to achieve a better and more sustainable future for all. They
address the global challenges we face, including those related to
inequality, climate change, environmental degradation and poverty.
In our view, our activities closely support three SDGs in particular:
Goal #3
Ensure healthy lives and promote wellbeing for all at all ages
Goal #11
Make cities and human settlements inclusive, safe, resilient and
sustainable
Goal #13
Take urgent action to combat climate change and its impacts
Ratings and recognition
We’re proud to have been awarded the London Stock Exchange’s
Green Economy Mark, which recognises London-listed companies
and funds that derive more than 50% of their revenues from
products and services that are contributing to environmental
objectives such as climate change mitigation and adaptation,
waste and pollution reduction and the circular economy.
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
31

Environmental, Social & Governance continued
Home
Pod Point is the UK’s #1 provider
of home charge points, based on
the CMA Report, previously
detailed. We installed 54,977
charge points at homes during
2021, an increase of 94% from
28,361 in 2020 (2020 11 months:
27,011) – taking our total number
of home units installed and able
to communicate to 121,415. Our
share of the home charge point
market, based on the number of
customer claims for EVHS grants
from the UK Government, was
43% in 2021.
Commercial (Workplace,
Destination and En-route)
We are also rapidly growing with
a total of 11,025 charge points
installed and shipped, up by 49%
from 7,402 in the full year 2020
(2020 11 months: 6,654). In
addition to providing charge
points at workplaces and at
destinations such as leisure
facilities, we’ve also developed
sound and proactive strategic
partnerships with several
companies that are ideally suited
to playing major roles in a
sophisticated en-route charging
network for the UK, such as
Tesco and Lidl. En-route charging
for EVs has to be high powered in
order to minimise the charge
time, and our extensive
experience in DC technology will
form the cornerstone of the
en-route charging network.
Providing great
customer experiences
Outstanding service
and support
Customers tell us they appreciate
our fast, safe and cost-eective
installation as well as the
compatibility of our technology
with most EVs on the market.
Customers know that when they
choose Pod Point, they’re
choosing a solution that will help
them enjoy the very best EV
experience, no matter what they
drive. We have contracts with
most leading automotive OEMs
– including Audi, Volkswagen, Kia
and Land Rover – and strong
relationships and track records
with non-contracted OEMs such
as Tesla.
Our reputation for service and
support doesn’t just play well
among consumers – as the DPD
case study on page 34
demonstrates, it’s also key to our
fast-growing relationships with
eet operators.
Strong presence across the entire
EV infrastructure ecosystem
We’re here to help
customers reduce
their environmental
impact by enabling
them to switch to
EVs – combating
climate change and
greening the planet.
We’re doing this by working hard
to put a charge point everywhere
they park, whether that’s at
home, at a workplace or a
destination. And we’re also
installing rapid charge points at
en-route locations such as
supermarkets, so drivers can
quickly top up their batteries
when they’re on longer journeys.
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
32

Environmental, Social & Governance continued
How we engage with
our customers
Regular marketing campaigns
keep Pod Point front of mind
among consumers switching to
EVs, while we also engage OEMs,
corporates, eet operators and
destination locations via both
formal and informal channels.
We recognise that engagement
is a two-way process, and we
welcome customer feedback
through informal interactions
aswell as by monitoring online
review sites.
Our progress in 2021
The last 12 months was another
period of rapid growth for Pod
Point, as we helped more
customers than ever before to
access the benets of EVs. In
total, we installed and shipped
66,002 charge points during 2021,
an increase of 85% on the 35,763
in the full year 2020 (2020 11
months: 33,665). Over 955 million
kilometres of low carbon travel
have now been powered by our
charge points, up by 222% during
the year.
Customer feedback is
overwhelmingly positive, and
we’re enormously proud of our
ratings of 4.6 on Reviews.io and
4.3 on Trustpilot.
We worked hard to build and
enhance customer satisfaction
across the full charging
ecosystem, for example by
signing a new agreement with
Redrow to become a charge
point provider on their building
developments. We also installed
charge points at oce premises
for Redrow and Bellway Homes,
so that their employees can
enjoy the same benets as
their homebuyers.
An ever-increasing number of
automotive OEMs recognise the
competitive advantage that
working with Pod Point can
provide – and towards the end of
2021, both Mercedes and Smart
agreed contracts that will see
us installing charge points for
their customers.
While we’re proud of our
reputation among customers,
we’re never complacent. Instead,
we’re constantly striving to make
great products and service even
better. During 2021, we updated
our charge unit design, improving
the aesthetics and making it
slimmer so it’s suitable for more
compact locations. And we
carried out the rst trial of our
new Everybay ring main solution,
which enables us to cost-
eectively provide charge points
in shared parking areas and has
already received interest from a
major customer.
The IPO was a huge achievement
for our management team, and a
milestone in the growth of Pod
Point. It’s given us the nancial
resources to ramp up our
customer activities – helping us
go even further and faster than
during the last very positive years.
Our plans for 2022
and beyond
The coming months will be
characterised by a fast,
extensive and sustained
increase in investments to
support our growth plans,
fuelled by the proceeds of the
IPO. Our goal is to help
customers reduce their carbon
footprints by enabling them to
switch to EVs quickly, safely
and cost-eectively.
In particular, we’ll focus on
winning more customers
across the EV infrastructure
ecosystem (Home, Workplace,
Destination and En-route)
while also investing in DC rapid
Owned Assets. This will
accelerate the roll-out of
charge points into strategic
charging locations including
destination and en-route
facilities, in addition to
multi-tenancy residential
dwellings. We’ll also invest in
product and software
development to optimise our
oering across additional
routes to market and fully
realise potential recurring
revenues.
Providing great customer experiences continued
130
active eet business
accounts inc Coca-Cola,
DHL and Royal Mail
Strategic Report Governance Financials
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33

Supporting
DPD’s move to
an all-EV eet
One of the UK’s biggest parcel delivery
companies, DPD, is leading its sector in
the shift to an all-EV eet.
The company plans to convert its entire eet of vehicles
to EVs by 2030 – and we’re currently midway through a
three-year framework that will help to provide the
charging infrastructure to make this happen.
Our expertise and knowledge of working across the entire
charging ecosystem was instrumental in winning the
business from DPD. We have a proven track record of
helping large rms to electrify their eets, including
customers such as Skanska, Uber and DHL.
We successfully overcame a number of challenges
during the project, including the need to identify how
DPD’s eet is used on a day-to-day basis. This analysis
helped us design a solution that enables each vehicle to
be charged at the most convenient location – whether
that’s outside a driver’s home or at a depot. To provide
the optimal charging infrastructure, we recommended a
mix of fast (7kW-22kW) and rapid (50kW) charge points.
For the depots, we also specied our Array Charging
system which maximises the number of charge points
that can be installed.
And because our
charge points are internet
enabled – either via Wi-Fi
or 3/4G – our dedicated Network
Assurance team can remotely monitor DPD’s
network, troubleshooting any issues and resolving
almost all of them via Over-the-Air updates.
We’ve given DPD’s EV strategy a ying start by
already installing over 200 units.
Over
200
Units installed
so far with DPD
Environmental, Social & Governance continued
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34

Environmental, Social & Governance continued
Working
with the
best
partners
We don’t work in isolation.
Our partner programme is a
central pillar of our long-term
growth strategy – and we
invest signicant time and
expertise in ensuring that we
work with companies that live
up to our high expectations
regarding their ethical,
environmental and quality
performance.
How we work
with our suppliers
We rely on a portfolio of key
suppliers to ensure that the
charge points we install are
manufactured in ways that
deliver performance while also
mitigating their impact on the
environment, in line with our
vision of enabling travel that
shouldn’t damage the earth.
We maintain open and
transparent relationships with
our suppliers, with regular formal
engagement activities supported
by informal ad hoc interactions
and communications throughout
the year. Our aim is to break
down barriers and ensure that
our suppliers understand and
embrace the metrics we use to
underpin reliable supply and
onward on-time delivery to our
end customers.
These include:
• Shortage management and
associated escalations
• Forecast management
• Sub-supplier metrics
• Quality metrics to drive
perfection both in build and
delivery
• Freight management
• Alternative sourcing
arrangements
Our progress in 2021
We continued to evaluate and
improve our supplier on-
boarding process during the
year. As in previous years, we
focused on making sure that we
work only with those suppliers
who meet our ethical and
environmental expectations. For
example, we now monitor
evidence of compliance with a
wide range of requirements, from
qualications to ensure control
both in process and the
environment (ISO 9001 &
ISO14001), to corporate, social
and environmental programmes.
Where suppliers don’t currently
meet our requirements, we’re
working to encourage them to
do so or are aiming to move to
alternative suppliers.
The majority of suppliers we
worked with in 2021 provided
evidence that they continued to
embrace and satisfy these
points. Their ongoing compliance
– and the close working
relationships we’ve fostered since
our early days – have been
instrumental in maintaining
supplies throughout the turbulent
periods caused by COVID-19
and Brexit.
We aim for our own compliance
to be equally available and fully
transparent, ensuring that all our
stakeholders can see for
themselves our commitment to
socially and environmentally
responsible behaviour. Our
Modern Slavery and
Environmental policies can be
easily audited and are now in
the public domain on our website.
Our Health & Safety policies
and procedures are also
available online.
Our plans for 2022
and beyond
Our deep-seated commitment
to ESG will continue to guide
both our own actions and how
we identify and work with our
partners. For the coming
months, we have ambitious
plans in place to enhance
the way we manage our
supply chain.
Our plans also include
calculating and reporting
emissions, not only from our
own activities but also those
from our suppliers. We’ll be
evaluating and, where
appropriate, introducing
de-carbonisation practices
across Pod Point and
encouraging our suppliers
to do the same.
In addition, to support our
target of transparency and
full disclosure, we’ll be
carrying out life-cycle
assessments of the materials
and products we buy
and install.
We aim to report on all these
activities in next year’s
Annual Report.
221
installers across
our Third party
installer network
Strategic Report Governance Financials
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35

We
invest in
talented
people
Making sure that Pod Point
is a great place to work.
Ours is a people business – and
our continued success depends
on our ability to recruit, engage,
retain and develop the talented
individuals who make up the
Pod Point team.
At the end of 2021, the Pod Point
team comprised 409 people.
The health, safety and personal
satisfaction of our people is our
single most important priority.
And during 2021 we worked hard
to introduce and roll-out a series
of initiatives and working
practices to support wellbeing
and help our talented and
committed teams enjoy the
rewarding careers they deserve.
With COVID-19 again casting a
shadow over the UK, we
continued to encourage our
people to work from wherever
suited them best, whether at
home, in the oce or a hybrid of
the two. We know that
everybody’s circumstances and
preferences are dierent, so we
try hard not to be prescriptive
– and we provide nancial
support so that our people can
kit out an eective and
productive place to work at
home. We’ve also adapted our
oce space to support
collaborative working when we’re
allowed to meet up physically.
Attracting, engaging
and developing the
brightest talent
Pod Point has grown rapidly –
and now our team is set to
expand even faster as we use the
proceeds of the IPO to deliver our
strategy. We successfully
recruited 200 people in 2021 and
plan to hire many more in 2022.
For a modern, progressive
business like ours, high levels of
reward and recognition should
be givens. For example, in
addition to competitive pay, all
employees are eligible for
benets such as free eye tests,
acost-ecient EV lease scheme
and enhanced maternity,
paternity and parental leave.
Buttwo factors mark Pod Point
out as a dierent sort of
employer – our culture, and the
opportunities that are an integral
aspect of working with an
ambitious market leader in
a fast-growing sector that’s
playing a major role in
combating climate change.
Equality and
diversity policy
The Group has an equality and
diversity policy and is fully
committed to a policy of fair and
equal treatment of all employees
and job applicants irrespective of
their age, race, sex, disability,
sexual orientation, religion or
belief. This treatment covers
all aspects of an employee’s
working arrangements including
training, career progression and
promotion.
The Group opposes all forms
of unlawful and unfair
discrimination. The Group
recognises that all individuals
have dierent needs and to
ensure everyone is treated fairly
and given the same opportunities
as other we may make
reasonable provisions to enable
that fairness including making
reasonable adjustments to the
working environment for
employees with disabilities.
“ Managers saw my
potential to do better
in a dierent role,
so I was moved to
something that ts
my personality and
strengths.”
Alice Huckin, SME Manager
60
In-house installers
at year end
Environmental, Social & Governance continued
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Pod Point Annual Report and Accounts 2021
36

Our
values
Our values are a key part of
what we call ‘Pod Pointiness’
– a combination of our people
being talented in their chosen
elds, caring about our
mission, aligning to our values,
and also all the little quirks
that make us all unique. We
know that we all have dierent
talents, interests, likes and
dislikes, passions and
obsessions, and so we all
bring something a little bit
dierent to the table.
Human
We will treat people
according to their
needs
Visionary
We will create the
solutions for the
problems that don’t
exist yet
Industrious
We will work hard
todo what needs to
be done
Guiding
We will motivate
people to join us on
our journey
•
Be accountable
Do the right thing. Have
integrity in everything
you do and take pride in
crafting the best experience
for customers and team
mates. Hold yourself to the
highest standards, even
when you’re up against
it, and ensure that things
are followed through to
completion.
•
Be yourself
Be the best version of you
that you can be. Make
time for self-awareness,
revel in your quirks
and communicate with
authenticity and honesty
ineverything you do.
•
Be innovative
Whether it’s products,
processes, teams or
solutions, continuously
consider how you can
create new things and
tweak existing things to
nd simpler and/or better
solutions. Know deep down
that nothing is ever truly
‘complete’ and further
innovations can always be
found with enough thought
and experimentation.
Most of all, don’t limit your
ambitions.
•
Be smart
Be a subject matter expert.
Know your stu and always
consider the wider picture.
How does what you’re doing
aect the customer? How
about the company? What
are both the short-term and
long-term implications of
what you’re doing?
•
Be curious
Have a drive to be
constantly learning and
understanding as much as
you can. Learn the why, not
just the what. Always take
an interest in what’s going
on elsewhere – How does
that work? Why do we do
it like that? Is there a better
way to do this?
•
Be tenacious
Show grit. When the going
gets tough, don’t fa;
dig deep and come back
stronger with dierent
ideas. Prefer action over
observation. Broken? Fix it!
Opportunity? Seize it! Keep
a perspective when the
unexpected happens; you
can work it out.
•
Be a leader
Share your knowledge to
help build your teammates’,
customers’ and clients’ skills
and abilities. Inspire people
towards bigger and better
things, and push everyone
to reach their goals.
•
Be supportive
Show kindness, and value
dierent perspectives,
experiences and ideas as
though they were your own.
Care about your colleagues’
and customers’ thoughts
and feelings, and support
them in their endeavours.
Truly make the eort to
listen and understand.
Environmental, Social & Governance continued
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37

We embrace individuality and
want all our people to feel
comfortable and respected. Our
strategy is to have policies and
working practices in place to fully
support equity, inclusion and
belonging – and together these
lead to diversity.
Equality means ensuring that
everyone is treated fairly, equally
and provided with the same
opportunities.
Inclusion is making sure that our
working environment is open to
all, and ensuring that everyone
feels valued and welcomed.
Belonging is a result of ensuring
that our working environment is
equitable and inclusive.
Belonging is welcoming whole
people into the company without
them having to hide anything.
Diversity is the outcome of
eective equity, inclusion and
belonging.
We recognise the increasing
importance of good mental
health and provide our people
with multiple sources of support,
including access to fully trained
Mental Health First Aiders as well
as to an independent counselling
service.
Our opportunities
We want everybody to have the
opportunity to be the best they
can be. That means investing in
extensive training and
development, from helping our
people gain formal and regulatory
qualications to functional skills
development and leadership
training to ensure that our
managers have the skills to lead,
inuence, persuade and adapt.
The result? A fair and supportive
environment where bright people
can thrive and prosper in a
fast-moving business, fullling
their potential, both from a
professional and personal
standpoint.
How we engage
with our people
Our People Operations team
engaged with employees
through a wide range of
channels including anonymous
workforce surveys and town hall
meetings and Ask Me Anything
meetings where people can
interact with senior executives
and ask questions.
Investing in talented people
continued
Our progress in 2021
Following the ndings of a
Diversity, Equality, Inclusion and
Belonging survey, we’ve
established a Diversity taskforce
to ensure that people of all
backgrounds have equal
opportunities at Pod Point,
are fairly compensated
and feel supported in their
career path.
The taskforce meets every four
to six weeks and has already
made good progress. For
example, we’ve created a range
of diversity-focused Slack
channels as well as a feedback
process so people can
anonymously contribute their
thoughts in order to shape future
activities. We’ve also actioned
various diversity and inclusion
events, including a Global
Butteries presentation about the
non-binary space, events focusing
on female leaders and various
initiatives to celebrate the
histories and cultures of
our people.
Our gender pay gap for 2021 was
16.8% while our gender split was
67% male and 33% female .
The year’s wellbeing activities
included a sharp focus on mental
health. All line managers are now
trained as Mental Health
Champions and we benet from
13Mental Health First Aiders across
the business. A total of 36line
managers, including senior
executives, attended a one-day
St John's Ambulance course while
all of our Mental Health First Aiders
and the Talent Team (comprising
all those responsible for people
operations, including the CEO)
attended two-day courses oered
by the same organisation.
In addition, the Spectrum.life
mental health and wellbeing
solution we implemented at
the end of the previous year
continued to give our people
24/7 access to online support,
including a personal Mental
Health Coach and open-ended
therapy.
“ The culture is certainly
my favourite thing and
it proved even more
so once COVID hit and
we started working
from home. I really felt
the friendliness and
warmth from everyone
even more when we all
started communicating
completely digitally.”
Alex Wan, Home Charge Ops
Senior Team Leader
Male Female Total
No. % No. % No. %
Board 6 60% 4 40% 10 100%
Senior managers 3 60% 2 40% 5 100%
All employees 272 68% 130 32% 402 100%
Total 281 67% 136 33% 417 100%
Environmental, Social & Governance continued
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Pod Point Annual Report and Accounts 2021
38

Investing in talented people
continued
We also continued to address the
challenges of home working
during the year, with an
expanded virtual events calendar
including sessions on cooking
and yoga as well as a Christmas
Festival – a hugely successful
two-day, virtual event that saw
online games, educational
sessions, music and plenty more
to entertain, educate and engage
the team. Furthermore, we held
quarterly webinars on topics such
as back pain as well as comfort
and workspace assessments to
make sure that home oces
were as healthy and ecient as
possible. And we recognised the
importance of teamwork and
relationship-building by making
plans for
our rst annual company
get-together.
We communicate progress on
people-related topics via a
variety of channels – and in
August we added to these with
the launch of a monthly
newsletter which celebrates our
employees’ achievements,
welcomes new starters, highlights
social clubs and informs our
people about learning
opportunities.
Training and development
continued to be expanded and
rolled out during the year.
Modules included external
qualications for installers and
for those in nance and project
management, as well as
extensive leadership and
functional skills training.
Our plans for 2022 and beyond
The IPO has provided the
funds to rapidly accelerate
our plans to expand our
workforce, and we expect to
recruit around 200 new team
members in 2022, with a focus
on software developers and
hardware engineers. We have
a well-established talent
recruitment strategy in place,
headed by our CEO, and this
will continue to enable us to
attract the best talent in line
with growing business needs,
while we continually monitor
the external market to remain
competitive. We’ll work hard
to make sure that we remain
alert to how new ways of
working can support our
people and help with the
added pressures for families
and people with caring
responsibilities.
The Board has appointed
Karen Myers as the Non-
Executive Director responsible
for workforce engagement. In
conjunction with the ESG
Committee, Karen will develop
a programme for Board
engagement with the
workforce which will be
implemented during the
course of 2022.
Our wellbeing and social
initiatives will also continue –
supporting our culture and
fostering team spirit and
collective achievement. For
example, subject to any
COVID restrictions, we’re
hoping to hold our rst
residential get-together in
spring 2022, enabling our
people to get to know each
other better following a long
period when almost all
interaction took place online.
“ I applied for a very
entry level position,
but I found that the
company is very good
at spotting talents,
and being able to say,
you’re doing this role,
but we think you’re
better than that.”
Abiola Lawal, Senior Data Analyst
Environmental, Social & Governance continued
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Pod Point Annual Report and Accounts 2021
39

Making
a positive
impact on
society
We believe that the electrication of
vehicles is one of the most powerful
means available to stop travel from
damaging the earth.
A key player in the energy transition
The energy transition and decarbonisation agenda has garnered
signicant attention in recent years. Driven by increasingly supportive
national and supranational legislative developments initially,
momentum towards carbon neutrality has accelerated as the
technologies required to achieve these ambitions have become better
developed and adopted.
In order to comply with the Paris Agreement, the UK adopted a
Nationally Determined Contribution (NDC) in December 2020, which
commits the nation to reducing economy-wide greenhouse gas
emissions by at least 68% by 2030 from 1990 levels. This is also in
accordance with the legally binding Climate Change Act 2008 which
sets a framework for the UK to reduce greenhouse gas (GHG)
emissions and build capacity to adapt and strengthen resilience to
climate risks.
In December 2020, the Climate Change Committee (CCC) published a
report suggesting that surface transport is the highest emitting sector
of the UK economy, accounting for 22% of total GHG emissions and 113
million tonnes of carbon dioxide equivalent in 2019. The CCC
recommended that emissions from transport would need to be cut by
70% to meet the sixth carbon budget by 2035. In line with the CCC
recommendation, on 20th April 2021 the UK government announced it
would set the target to reduce emissions by 78% by 2035 compared to
1990 levels.
The adoption of EVs is expected to play a key role in achieving the
longer-term goals of the global energy transition and reshaping the
global car market in the coming decades.
Streamlined Energy and Carbon Reporting (SECR)
We’re committed to better understanding our contribution to climate
change and working collaboratively with stakeholders to reduce
potential impacts.
We have provided emissions reporting data in line with the UK’s
SECR requirements.
We do however consider the SECR reporting requirements to be
insucient to fully explain the carbon impact and savings which Pod
Point is delivering, and explore this further in our discussion of TCFD.
Energy Eciency Improvements
Once we've fully established our emissions baseline data during 2022,
we plan to set out a comprehensive plan for ongoing emissions
improvements across our business, in addition to more fully dening
the carbon saved by people using our charging network to avoid using
internal combustion engined vehicles.
As you would expect, we're very focused on ensuring our sta use
electric vehicles wherever possible. Our sta company car scheme
oers only fully electric vehicles, however we have not yet succeeded
in converting our eld team to electric vehicles. This is predominantly
due to the challenges of sourcing suitable electric vans; however, as
suitable vehicles are now starting to arrive on the market, we will
focus on converting our eld team to fully electric and, where that
is not possible, by moving to 'range extended vehicles' over the coming
years.
Breakdown of Emissions by Scope
Our direct carbon emissions under Scope 1 in 2021 were 211 tonnes
from fuel combustion for transport purposes. Our indirect carbon
emissions for Scope 2 in 2021 amounted to 19.2 tonnes and come from
electricity purchased and consumed across our oces and assets. Our
Scope 3 carbon emissions in 2021 from business travel were
2.7 tonnes.
Fuel Type kWh tCO
2
e
Scope 1 – Combustion of Fuel for Transport Purposes 248,980 211.0
Scope 2 – Purchased Electricity & Gas 102,858 19.2
Scope 3 – Business Travel 3,303 2.7
Total 355,141 232.9
Environmental, Social & Governance continued
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40

Making a positive impact on society
continued
Energy Intensity Ratio
We use two separate candidate metrics to calculate
Energy Intensity Ratio. Since each metric has
material pros and cons, we're providing each for
SECR purposes:
Number of charging units shipped or installed
The total number of charging units shipped or
installed oers a tangible and robust metric that
relates to our economic output across dierent
routes to market at this point in our journey.
However, it has limitations, in that the fundamental
purpose of our network is to provide electricity to
electric cars, rather than charging units for their own
sake. For example, a year of very high utilisation of
our network, yet with lower numbers of units shipped
or installed (which may happen should the network
reach a more steady state in future), may represent
excellent performance towards our goals, but the
Energy Intensity Ratio number would be
disappointing with this metric.
The units shipped Energy Intensity Ratio is:
232.8/66,002 = 3,528 gCO
2
e/charging unit shipped
or installed.
Total energy supplied through our network
While this metric is clearly more positive towards
the performance of our network of charging points,
the data we collect is only partial, as not all units
remain connected at all times. This makes it a less
precise metric.
The total energy supplied through the Pod Point
network metric Energy Intensity Ratio is:
232.8/171,528,550 = 1.36 gCO
2
e/kWh supplied
through the Pod Point network.
Methodology
We have followed the 2020 UK Government
Environmental Reporting Guidance, using emission
conversion factors relevant to the reporting period
from the Department for Environment, Food and
Rural Aairs (DEFRA) and the Department for
Business, Energy and Industrial Strategy (BEIS).
Travel for our in-house and external install partners
has been calculated using actual km travelled,
and manufacturer supplied g/km, combined with
the 2020 UK Government real world emissions
factor applied.
Energy used in our oces (NB: excluding remote
workers) has been calculated from billed electricity
used, multiplied by the Government 2021 grid
intensity factor, plus gas used multiplied by the
government conversion factor.
Expensed travel other than that used by our
internal and external install partners assumes
allvehicles are 'Average Car' as dened by
UKGovernment GHG Conversion Factors.
Task Force on Climate-Related
Financial Disclosures (TCFD)
On 9th November 2021, Pod Point became a
premium listing on the main market of The London
Stock Exchange. This placed the company within
scope of the FCA Listing Rules to report against the
11 detailed recommendations of TCFD just seven
weeks prior to the year end. We consider climate
and the impact which our activities have upon
climate to be central in everything we do. However,
given the focus on the IPO process and the short
amount of time that the company has been listed,
the Directors have not been in a position to
dedicate the signicant time and resource required
to directly comply with the TCFD requirements
within this Annual Report. In the meantime, we are
able to make the following statement in relation
tothe four TCFD pillars – Governance; Strategy;
RiskManagement; and Metrics and Targets.
Governance
The Board has established an ESG Committee,
chaired by Dr Margaret Amos, an independent
Non-Executive Director to establish appropriate
and eective structures to govern how the Board
oversees ESG and our climate-related risk. The ESG
Committee will be supported by an ESG Working
Group consisting primarily of senior members of
the executive team to provide operational oversight
of all of Pod Point’s ESG and climate initiatives.
The ESG Committee will meet at least at least twice
a year and will be responsible for overseeing
progress against climate goals and targets.
The ESG Working Group will be responsible for
ensuring that the management team are informed
about those goals and targets and that the ESG
Committee is informed about progress. During
2022, the ESG Committee will develop a plan and
timetable for bringing Pod Point into compliance
with TCFD. The aim will be to achieve signicant,
if not complete, progress towards compliance
in 2022.
Details of the ESG metrics incorporated into the
executive remuneration targets are set out in the
Directors' Remuneration Report on page 79.
For 2022, we initially plan to focus the majority of our
eorts in 2022 on carbon emissions as we consider
these to be most closely aligned to our mission. We
will however also consider, with a lower priority, other
environmental elements including plastics,
packaging, waste and others.
Environmental, Social & Governance continued
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Pod Point Annual Report and Accounts 2021
41

Strategy
We consider the majority of our climate impact to
befrom enabling our customers to adopt electric
vehicles by using our network of electric vehicle
charging points. In 2021, for example, we saw
c.172GWh of energy transfer through Pod Point
charge points into the nation's electric vehicles.
Webelieve this saved 127,000 tonnes of CO
2
e during
theyear as a result of miles being driven electrically
rather than through internal combustion engines.
During 2022, we plan to signicantly extend our
carbon reporting beyond that required by SECR
and provide much more detailed analysis of the
carbon intensity of our products and the building of
our network of charge points. We will also consider
the appropriate short-, medium-and long-term time
horizons for how we evaluate climate-related issues
and their impact on our business, strategy and
nancial planning.
Making a positive impact on society
continued
Risk Management
As described on pages 45-46, our risk management
process is being developed at pace. The
identication and assessment of climate-related
risks and opportunities and approach to managing
climate-related risks is being incorporated and
integrated into this process.
We see climate issues presenting both opportunity
and risk.
On the opportunity side, we expect the ongoing
global focus on climate change will be a key driver
ofelectric vehicle adoption, with a corresponding
positive impact on the requirement for the charging
infrastructure we deliver.
Balancing this however, there are potential risks to
our business from a supply chain and operational
perspective and further risks may also need to be
considered. This is an area we intend to do more
work on over 2022.
Metrics and targets
Although we have presented our SECR gures, we
consider this to be a very simplistic assessment of
our carbon impact, and intend to provide more
complete data on our carbon impact in our next
report. We will continue to provide data on the
carbon saving we calculate as a result of our
customers using our charge points to enable their
electric vehicles.
During 2022, the ESG Committee and ESG Working
Group will develop the suite of metrics required to
measure and manage climate-related risks and
opportunities, including key targets and detail on
the methodology, baselines and time frames for
these targets.
We're looking forward to further developing our
climate reporting over the next year, and in turn
to presenting a more complete perspective on
the climate impact of our activities in our next
annual report.
955m
km of low carbon travel
supported
127k
Tonnes of CO
2
e saved
Approximately
0.3%
of all UK passenger car
miles driven in 2021 were
charged on a
Pod Point.
Environmental, Social & Governance continued
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
42

Engaging with
our shareholders
The Board leads our
shareholder engagement
activities and is responsible
for ensuring that we consider
investors’ interests and views
in all our key decisions.
The Board places great importance on building
and maintaining positive two-way relationships with
shareholders. This not only ensures that investors
understand our strategy, objectives and progress,
but also enables our Board to access the wealth of
experience and expertise that our major
shareholders can provide.
How we engage with our
shareholders
As a newly-listed company, our engagement
framework and activities are evolving to meet the
needs of our new shareholders.
Our progress during 2021
Prior to the conclusion of the IPO process, our
shareholders comprised EDF, the UK’s largest
producer of low-carbon electricity, and Legal &
General Capital (LGC), which is part of one of the
world’s largest asset managers. We engaged with
these shareholders via regular formal and informal
communications and events. These included
meetings and presentations led by our CEO and
CFO as well as ad hoc interactions such as
telephone and video calls.
Our preparations for the IPO focused on
communicating the business case and strategy to
potential incoming shareholders through a range
ofchannels, including analyst presentations and
acomprehensive Prospectus.
We engaged Tulchan Communications during the
year to provide strategic nancial and corporate
communications advice. Tulchan has a proven track
record of helping clients to build and protect their
reputations with the full range of stakeholders and
has earned the trust of many of the world’s
leading companies.
Our plans for 2022 and beyond
Our shareholder engagement framework
and activities will begin to mature over the
coming 12 months, supported by the
ongoing relationship with Tulchan and
our Corporate Brokers BoA Securities
and Numis.
We’ll be holding our initial AGM in 2022
as well as roadshows to support the
Preliminary results and the Half Year
results, led by our CEO and CFO.
Environmental, Social & Governance continued
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Pod Point Annual Report and Accounts 2021
43

Working with our major
shareholder
Our relationship with EDF is well-
established and mutually benecial.
EDF acquired 78% of Pod Point in
February 2020, and remains our
majority shareholder following the IPO.
There’s close and productive alignment between Pod Point and
EDF, with both organisations playing important roles in the UK’s
drive towards a low carbon economy:
• EDF is the UK’s largest producer of low-carbon electricity,
meeting around one-fth of the country’s demand.
• EDF has built a strong global EV ecosystem including
subsidiaries that span across EV charging, V2G, battery
storage, exibility services and hydrogen.
• EDF has access to c.39 million customers worldwide.
• EDF will continue to support our growth plans.
• All transactions with the majority shareholders are reported
monthly to the Board and any non-arms length transactions
require Board approval prior to any shareholder approval
being sought.
There is a relationship agreement in place between
the company and EDF and we've entered into a
number of arms length commercial agreements for
the supply of goods and services to each other and
agreed to collaborate on certain commercial
opportunities. For example, we’re now able to
engage EDF engineers to install our charge points
– adding depth to our in-house installation services
and improving service for our customers. We also
meet formally every quarter to share product plans
and strategies, and together we’re developing a
roadmap that outlines our agreed technical and
commercial initiatives.
Since early 2020, two senior executives from
EDF have served as Non-Executive Directors
on our Board, acting as important conduits
between the two companies. Robert Guyler
is currently CFO at EDF Energy while Philippe
Commaret is Managing Director of EDF’s
Customers segment.
Environmental, Social & Governance continued
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
44

Risk Management
Risk
Management
Eective risk management is
essential to the achievement
of our strategic objectives
and driving sustainable
business growth.
We aim to maintain an appropriate balance
between protecting the company against specic
risks while being able to encourage appropriate
and monitored risk-taking and innovation that
allows us to take advantage of business
opportunities.
Our approach to risk management has always
been an integral part of our overall governance
and management approach centred around
identication, assessment, monitoring and
management of risk.
Although some aspects of risk governance were
enhanced and formalised around the IPO in
November 2021, the key elements were in place
beforehand. During 2021, we identied 23 key risks
that had the potential to impact our business, and
these were included in the IPO Prospectus. We have
now rationalised that initial list and arrived at a
total of ten Principal Risks, details of which are
provided below.
As we move into 2022 and our rst full year as a
listed company, we are working to embed and
develop all aspects of our risk management
framework and process and will report in more
detail on this progress in our 2023 Annual Report.
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
45

Risk Management continued
Responsibility for risk
Our risk management framework is designed to
foster a proactive, open and accountable culture of
bottom-up reporting and escalation, partnered with
informed and experienced top-down direction and
oversight. With respect to risk, we believe the role
played by our operational teams and management
is just as important as the role played by the
executive team, the Audit & Risk Committee and the
Board. While the Board has overall responsibility for
the management of risks, it is our open culture of
ownership and responsibility for the governance of
risk that sets the tone across the business.
Risk identication
Our approach to risk combines a top-down
strategic view that meshes with a bottom-up
reporting and escalation culture. We support a
pro-active, open and accountable culture across
the business to provide the right conditions for
risk identication, discussion and escalation.
The strategic view involves an assessment of the
external environment in which we operate to
evaluate the risks which we are comfortable being
exposed to in pursuit of our performance objectives
– our risk appetite.
The bottom-up reporting culture allows for the
identication, management and monitoring of risks
in each area of the business thus ensuring that risk
management is embedded in our everyday
operations.
Once identied, management, tracking and control
of risks is provided through our risk register which in
turn helps us to steer the strategy of the business.
Risk measurement and tracking
Our risk register has been developed to allow the
key risks we identify to be scored and for the
actions taken to mitigate and control them to be
tracked and monitored. The risk register was
established during the IPO process and is owned
and developed by the executive team.
The risk register sets out the key risks identied in
each of our business segments and functions,
allocating an owner to each, together with an
assessment of the risk impact, likelihood of
occurrence and a scoring of the risk on an inherent
unmitigated basis; and a mitigated basis after
having taken account of internal controls and
appropriate steps being taken to minimise impact
or reduce the likelihood of occurrence. It also keeps
a record of actions to be undertaken in the future to
further mitigate the impact of risk.
The risk register helps to identify the actions
required going forward to:
• ensure greater consistency of controls across
the business;
• consider the need for additional controls or
a change to the current processes;
• protect the business from unexpected
events; and
• improve the eciency and eectiveness of
nancial and operational processes.
Risk management and monitoring
Performance monitoring of risk management
activity must ensure that the treatment of risks
remains eective and that the benets of
implementing risk control measures outweigh the
costs of doing so. Performance monitoring is a
continual review not only of the whole process, but
also of individual risks or projects and of the benets
gained from implementing risk control measures.
Our process for managing risk is:
(i) Identify realistic risks
This involves looking externally at the market
and internally at nancial and business
operations to establish what events could
impact us. This is an ongoing activity as part of
daily engagement between management and
teams across the business. As part of our
quarterly strategic review, our executive team
dedicates time to reviewing and updating our
assessment of existing risks tracked on our
risk register as well as horizon scanning for
emerging risks that may impact us in the future.
(ii) Analyse their potential impact and likelihood
With all risks identied, we assess the likelihood
of their occurrence and the potential
consequence or impact of that occurrence on
both an inherent (unmitigated) and a mitigated
basis, after having accounted for appropriate
steps being taken to control, monitor and
minimise their impact.
(iii) Score risks to prioritise their management
The likelihood and impact of each risk on
business performance is calculated in order
to score each risk and enable prioritisation of
resources towards actions recorded on the
risk register.
(iv) Treat risks to minimise their impact
Once scored, the risks that are considered
acceptable and those that need to be further
addressed are established. For acceptable risks,
where needed appropriate mitigation steps are
assigned for implementation and tracking. For
unacceptable risks, strategies are developed
to avoid them to the extent possible and plans
made so that the business is ready to deal with
them and minimise their impact should they
occur. The outcome of this step is a prioritised
list of risks and actions which the business can
act upon and allocate resources towards.
(v) Continually monitor the situation
The position is thereafter checked for risks
occurring, new risks emerging and changes in
the assessment of existing risks in order that
these can be reviewed and dealt with
competently. The risk register is reviewed on
an ongoing basis by the executive team, with a
formal quarterly update and on a biannual basis
by the Board, with the Audit & Risk Committee
conducting an in-depth annual review.
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
46

Risk Management continued
1. Our growth and success is highly correlated with and thus dependent upon the continuing adoption of and demand for EVs.
Risk Mitigation
The market for EVs is fast-growing but relatively new. It’s continuously evolving and is
characterised by changing technologies, price competition, additional competitors, evolving
government regulation and industry standards, frequent new vehicle announcements and
changing consumer demand and behaviour. Although demand for EVs has grown in recent years
in the UK, with a signicant uptick in 2021, there is no guarantee of continuing future demand.
Slower sales of EVs may result in lower demand for charging equipment, thereby impacting Pod
Point’s sales. A slower than anticipated increase, or even a decrease, in the sales of EVs in the
United Kingdom could have material adverse eect on our business, nancial condition, results
ofoperations and prospects.
In addition, the demand for EVs and public charging infrastructure varies across the UK, and it
remains to be seen whether a roll-out of public charging infrastructure can be successful in areas
with lower concentrations of individuals driving EVs and therefore reduced usage demand.
We continually monitor the EV market and discuss likely sales volumes and timings with
OEMs. Our install capability uses high levels of third-party sub-contractors to help us
eectively manage variations in the pace of growth.
We monitor, and actively engage with, the development of government regulation and
policy aecting demand for EVs in the UK. In doing so, we try to ensure that government
and regulators (such as the CMA) have real and current data on which to base their
decisions, plus it gives us insights into future regulatory and policy changes so that we may
adjust our strategy accordingly.
We monitor and assess usage of charging infrastructure across both our owned asset
charging network and the network we manage on behalf of our customers. Usage
patterns then inform our investment decisions and the information we provide to
customers when we are advising them on charging solutions.
2. Competition in the industry and market segment in which we operate may materially adversely aect our market share, margins and overall protability.
Risk Mitigation
Our industry and market segment are highly competitive, and we face signicant competition
from large international organisations as well as smaller start-ups. Competition is based on several
key criteria including price, product technology and performance, delivery times, exibility, design
and innovation, brand recognition, customer access and sales power as well as the scope and
quality of services. In addition to existing EV charging infrastructure competitors, our current
automotive OEM partners may decide to develop or acquire certain capabilities in-house, reducing
demand for our products, systems and services. In particular, there is a risk that automotive OEMs
develop their own branded charging equipment. This could particularly aect the Group in the
Home segment, as the use of a branded system means EVs would be sold with their own branded
chargers for home use, leading to reduced demand for our home charging solutions. Automotive
OEMs could also use their size and market position to inuence the market. These developments
could limit our addressable market and our ability to gain new customers and therefore could
negatively impact our business, nancial condition, results of operations and prospects.
We continually monitor the competitive landscape including pricing, technological
innovation and product developments. In 2022, we are investing in our product technology
and customer proposition to ensure we stay at the cutting edge of the market.
We cultivate our relationships with key customers and partners, such as car OEMs, to
ensure we have the best insights into market developments.
Given the relatively early stage of the sector, our long track record and our range and
depth of contacts – including longstanding commercial relationships with the automotive
OEMs – coupled with our nancial strength, should allow competitive risks to be identied,
assessed and mitigated quickly and eectively.
Our principal risks
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
47

Risk Management continued
3. We currently rely on a single manufacturer for our in-house designed and branded AC charge points. A loss of or a disruption
to this manufacturer or any of the manufacturer’s suppliers and/or sub-suppliers could negatively aect our business.
Risk Mitigation
We currently rely on a single manufacturer, iPRO, located in the UK, for its in-house designed and
branded AC charge points (in contrast to our branded DC charge points, which are supplied by
third parties, such as ABB).
Our Director of Manufacturing is in the process of onboarding a second manufacturing
partner that should start production of our largest selling product lines by Q2 2022.
4. Ongoing and potential future disruptions to the global supply chain could have a material adverse eect on demand for our products
as well as on our ability to source and produce components for our charge points.
Risk Mitigation
As a result of a number of COVID-19 related impacts – including factory closures, supply chain
disruptions, shortages in semiconductors, the repurposing of production lines for COVID-19 related
medical devices and anticipated declines in demand – automotive OEMs produced record low
numbers of vehicles in 2020. While vehicle production rose in 2021 as manufacturers reopened
factories and looked to recover from the eects of the pandemic, global supply chain disruptions
continued to aect the availability of semiconductors and therefore the ability of manufacturers to
return production to pre-pandemic levels. As a result, our cost of materials increased, impacting
our gross margin. While the extent of the impact of semiconductor chip shortages is not yet clear,
the Group’s business, nancial condition, results of operations and prospects could be materially
adversely aected.
In addition, we use semiconductor chips in our charge points (in addition to other third party
supplied components) and have experienced supply constraints and increased pricing as a result
of ongoing disruptions to the global supply chain, which, if continued, would be expected to have
an adverse eect on margins.
Our Director of Manufacturing has proactively managed our component supply
requirements to try to ensure that our manufacturing partners are able to satisfy demand.
Where possible we have also ensured we have some spare stock capacity in terms
of manufacturing output to allow the impact of potential component shortages to
be reduced.
For our high volume products, we are pursuing engineering solutions to allow dierent
components to be used to reduce overall demand for certain types of limited
supply components.
5. Government and regulatory initiatives, the outcomes of which are unknown, could materially impact our business.
Risk Mitigation
As the market for EVs and EV-related products is relatively new and growing quickly, it is the focus
of various ongoing Government and regulatory initiatives and enquiries, the outcomes of which
are unknown.
Further, if we fail to comply with any laws or regulations that are enacted as a result of these
enquiries and processes, we could be subject to signicant liabilities which could adversely aect
our business, nancial condition, results of operations and prospects.
We have had and continue to maintain good relationships with the various Government
departments that potentially impact our business. We actively engage with Government
and regulatory consultations which provide valuable insights into policy direction that we
feed into our strategy.
We ensure our commercial strategy and technology investment plans comply with and
adhere to the Government plans as they are communicated.
Our principal risks continued
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
48

6. We are exposed to health and safety risks related to our products and the installation, maintenance and operation of electrical equipment and systems.
Risk Mitigation
All charge points conduct electricity and as such carry an inherent potential electrical hazard risk.
Our charge point operations involve the installation, maintenance and operation of electrical
equipment and systems, which could expose our customers, employees, partners and the public to
a number of hazards, including electrical lines and equipment, mechanical failures, transportation
accidents and adverse weather conditions. These hazards can cause personal injuries and loss of
life, damage or destruction of property and equipment and other related damage, liability or loss.
We ensure our domestic and commercial charge points are designed and manufactured
to meet all appropriate industry standards and regulations. We strive to make them safe
for use by customers and safe for installation and maintenance by trained and competent
engineers. Our charge points are also installed with upstream electrical isolation protection
as well as practical safeguards such as guardrails, lighting, signage and bay markings to
minimise the electrical hazard.
We maintain rigorous health and safety training standards, frequently update employee
training in this area and conduct thorough risk assessments before undertaking large
installation mandates.
We also perform regular checks on our installers with respect to installation standards and
practice, and availability and usage of the appropriate tools, equipment and PPE during
installation, maintenance, surveying and other activities.
We check for compliance with the Electricity at Work Regulations and the IET Wiring
Regulations. Our work standards are overseen by the NICEIC along with internal quality
assurance. We also hold SafeContractor, Avetta, ConstructionLine and SMAS accreditation
for Safe Systems in Procurement.
We use an external H&S expert for advice on all related matters and to ensure our
standards and methods for internal reporting and management of H&S risks
are appropriate.
All of our commercial installations receive quality assurance and H&S checking and
assessment prior to handover and acceptance.
All training and health and safety assessments apply equally to our in-house installers and
to third-party sub-contractors we use. We apply stringent pre-qualication assessments
for subcontractors prioritising H&S alongside technical competence. Subcontractor
installations and certications are also sampled and inspected for H&S & quality
assurance. Our installers are required to supply HSE RIDDOR and LTI reports to us in
relation to any reportable incident. We encourage a culture of continual improvement, with
reporting of accidents, injuries, near misses, installation issues and concerns raised and
handled in an open and supportive manner. We encourage all of our employees to engage
with this improvement culture.
Risk Management continued
Our principal risks continued
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
49

Risk Management continued
7. Our technology could have undetected defects, errors or bugs in hardware or software.
Risk Mitigation
We may be subject to claims that charging stations have malfunctioned and persons were injured
or purported to be injured and/or property was damaged or purported to be damaged. Any
insurance that we carry may not be sucient, or may not apply to all situations.
Our software and hardware may in future contain undetected defects or errors. We are continuing
to evolve the features and functionality of our software platform and charge point hardware
through updates and enhancements. This process may introduce defects or errors that may not
be detected until after deployment to customers and installation of charge points. In addition, if
updates or patches are not implemented, or our products and services are not used correctly or
as intended, inadequate performance or disruptions in service may result.
We continue to invest in and improve the functionality and design of our units and the
software and systems which support them.
All new hardware and versions of software are subject to detailed QA and testing release.
The long development history of the business across 13 years combines with our deep
knowledge of the sector to ensure that testing of new hardware and software versions is
based on extensive practical experience.
8. The deterioration of economic conditions in the UK, a deterioration in the UK’s economic relationship with the EU
or a future health pandemic may materially adversely impact our business, nancial condition and results of operations.
Risk Mitigation
Our business and results of operations are aected by the general economic conditions of the UK.
Changes in these economic conditions, including constraints on the supply of credit, uncertainty
and weakness in the labour market and general consumer fears of an economic downturn directly
impact consumer condence and consumer spending as well as the general business climate and
levels of business investment. As demand for our products is closely related to demand for EVs,
any negative impact on consumer condence and consumer spending is likely to be reected in
the number of new EVs purchased which in turn is likely to impact demand for our products.
In addition, uncertainty and unpredictability concerning the UK’s legal, political and economic
relationships with the EU and the European Economic Area following Brexit could adversely aect
trading agreements and/or lead to logistical and administrative issues for cross-border shipments.
Our orders could be delayed or we could be required to pay additional, unexpected taris.
Furthermore, we saw how the impact of COVID-19 created signicant volatility in the global
economy and led to reduced economic activity. The extent to which the COVID-19 pandemic
and/or future health pandemics impact our business, nancial condition, results of operations
andprospects will depend on future developments, which are highly uncertain and cannot be
predicted, including, but not limited to, the duration and spread of the pandemic, its severity,
theactions to contain the virus or treat its impact, and when and to what extent normal economic
and operating activities can resume.
We maintain close relationships with the automotive OEMs and would expect to have some
insight or early warning if there was a material economic downturn which will impact
demand for EVs and consequently our products and services.
We carefully monitor and assess any negative relationship issues between the UK and the
EU which could impact our business.
We also carefully monitor and assess any COVID related issues, in particular around the
health and safety of our employees and sub-contractor partners in the eld who may
interact with our customers.
Our principal risks continued
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
50

9. Disruptions to our network and IT systems, including from malware, viruses, hacking, phishing attacks and spamming.
Risk Mitigation
We depend on our IT systems to, among other things, operate and manage our charge points,
exchange information with our commercial partners and customers and to maintain nancial
records and accuracy. IT systems failures, including risks associated with upgrading systems,
network disruptions or a cyber attack could disrupt operations by compromising our cyber
security and the protection of customer or Group information and nancial reporting and
impeding processing of transactions, leading to potential liability and increased costs. Computer
malware, viruses, physical break-ins or a cyber attack and similar disruptions could lead to
regulatory sanctions, claims and other liabilities and interruption and delays to our services and
operations as well as loss, misuse or theft of data.
3G and 4G network outages could adversely aect both our network communication capabilities,
as well as user interaction with our mobile application and charge points. If our mobile application
is unavailable when customers attempt to access it or it does not load as quickly as they expect,
customers may seek other services, which could have a material adverse eect on our business,
nancial condition, results of operations and prospects.
In addition, our computer systems, including back-up systems, could be damaged or interrupted by
power outages, computer and telecommunications failures, computer viruses, internal or external
security breaches, events such as res, earthquakes, oods and/or errors by our employees.
Furthermore, we collect personal information in relation to our customers and employees and
other data as part of our business operations. Therefore, we are exposed to the risk that such data
could be wrongfully appropriated, lost or disclosed, damaged or processed in breach of privacy or
data protection laws.
We have appointed a CIO who is responsible for assessing risk in this area and
ensuring that detailed systems, processes and software are deployed to reduce
risk wherever possible.
We apply market standards in relation to encryption, virus protection and data security.
In addition, we use third-party rms to test the robustness of our systems and processes.
We have improved communication technology in our charging points to reduce the impact
of weak and or intermittent network coverage.
We are planning to invest in the infrastructure of all our operating and backup systems.
10. Our success depends on our ability to hire and retain management, key employees and other qualied
and skilled employees and we may not be able to attract and retain such personnel.
Risk Mitigation
Our future performance depends in a signicant part on the continued service of senior managers
and other key personnel, including employees involved in research and development, sales,
marketing and employees with critical know-how and expertise. The loss of the services of one
ormore senior managers or other key personnel could have a material adverse eect on our
business, nancial condition, results of operations and prospects.
Our success also depends on our continuing ability to attract, retain and develop qualied and
skilled personnel, including software developers, designers, technical employees and engineers
with the requisite technical background. This is especially important given the increasingly
competitive market for talent and the expected high growth in the EV charging segment. In
addition, new regulations in the industry could require specic qualications to install EV charging
equipment, which could result in a reduced labour force and higher costs.
We have put in place competitive remuneration packages for all key sta which should
encourage strong performance and retain key sta. These packages are in line with listed
company norms.
We undertake regular sta surveys including on diversity and inclusion.
Regular team meetings and ‘ask me anything’ meetings are held with the CEO to ensure
allsta know our strategic direction and to gather valuable feedback.
We have adopted a working from home policy which is supported by investment in
employees' home oces.
Risk Management continued
Our principal risks continued
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
51

The Board has addressed the prospects and
viability of Pod Point, in accordance with the UK
Corporate Governance Code.
Prospects
Pod Point is one of the UK’s leading providers of
EVcharge points. Our mission is to put an electric
vehicle charge point everywhere you park.
Supported by the proceeds of the IPO, our strategy
for the coming years is to build at scale. We’ll do
this by:
• Expanding our product oering to serve more
sub-routes to market and improving our existing
product oering
• Developing our software capability to deliver
recurring revenue
• Investing in DC owned charge point assets
The business grew strongly in 2021 with revenues
increasing from £33.1 million in 2020 to £61.4 million
in 2021 and the business delivering a positive
adjusted EBITDA. Overall costs grew given the
IPOprocess the business went through to raise
gross funds of£120 million.
After taking into account our current position and
the principal risks and uncertainties as described
on page 47 to 51 of this Annual Report, the Directors
have assessed Pod Point’s prospects and viability.
Assessment period and process
The business model and strategy as set out on
pages 04 to 09 and 24 to 27 are central to an
understanding of our prospects and viability.
Wehave prepared a business plan which considers
the annual results of and resulting cash ow for the
business to 2030. While the rapidly evolving nature
of our sector means that even relatively short term
forecasting is challenging, the period to 2030
represents the timeframe during which the
transition to all new vehicles sold in the UK being
PiVs should be completed.
In very simple terms, the prospects and viability of
the business are dictated by the rate of increase in
PiVs sold each year, and as a percentage of overall
new vehicle sales, and the business’ ability to
maintain its market share of its core Home and
Commercial business segments, both of which
arelinked to the number of PiVs sold each year.
We assess our prospects primarily through our
annual planning process, led by the CEO with the
CFO. Other relevant functions are also involved,
including nance, sales, recruitment and resourcing
and commercial.
The Board is fully involved in the annual planning
process and is responsible for considering whether
the plan takes appropriate account of the external
environment, including technological, social,
macroeconomic and regulatory changes, as well
asthe risks and uncertainties of the business.
The output of the annual review process includes
the annual nancial budget as well as an analysis
of the risks which could prevent the plan being
delivered. We’ve prepared a business plan which
includes prot, cash ow and ratios for the period
to 2030. The budget for 2022 forms the rst year
ofthe business plan and is considered and, if
appropriate, updated on a monthly basis. Forecasts
for subsequent years are updated based on our
strategic business planning process and reect
results achieved in the rst year. Scenario planning
demonstrates that, whilst the business has longer
plans, the business has funding planning that
supports a viability period of at least three years.
Viability assessment
The Board has made its assessment of Pod Point’s
prospects with reference to current market
conditions and known risk factors, including
the possible continuing impacts of the
COVID-19 pandemic.
The Board has considered nancial performance in
2021 and the risk factors noted above and
considers that the key risks which could impact the
delivery of Pod Point’s nancial objectives are:
• Growth in the adoption of EVs
• Competition and its eect on the market share of
the Home and Commercial business segments
• Timing of the deployment of IPO funds raised on
both Owned Assets and investment in hardware
and software technology teams
Conclusion
The Board determined that none of the individual
risks outlined above would, in isolation, compromise
the Company’s viability. In brief, the downside
impact of the rst two risks would result in reduced
revenues and gross margin from the Home and
Commercial business segments. The downside
impact of the third risk would delay revenues and
gross margins from the Owned Asset and
Recurring Revenue business segments.
In the case of these risks crystallising, the business
would be required to take some mitigating actions
largely related to the level of headcount in the
business and discretionary spending. In addition,
there are certain other actions that could be taken
to further minimise the nancial impact and
maintain liquidity to continue in operation.
Revenue and protability are clearly aected in
these downside scenarios. However, based on the
Group’s existing cash reserves, combined with
incremental cost reduction measures, the business
would retain sucient cash reserves to continue in
operation for at least a minimum of three years
and for longer if the deployment of IPO funds in
Owned Assets was further delayed.
86%
YoY growth in revenue.
99%
YoY percentage increase
in gross margin
Viability Statement
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
52

The Directors are well aware of their duty under Section 172(1) of the Companies Act 2006 (''CA06''), to act
inthe way they consider, in good faith, would be most likely to promote the success of the Company for
thebenet of its members as a whole, and in doing so have regard (amongst other matters) to:
• The likely consequence of any decision in the long term
• The interests of the Company’s employees
• The need to foster the Company’s business relationships with suppliers, customers and others
• The impact of the Company’s operations on the community and the environment
• The desirability of the Company maintaining a reputation for high standards of business conduct
• The need to act fairly as between members of the Company
The following disclosure describes how the Directors have had regard to the matters set out in Section
172(1)(a) to (f) and forms the Directors’ statement under section 414CZA of The Companies Act 2006.
Pod Point’s key stakeholder groups are set out on pages 08 to 09, with information on how both the
Boardand the wider business engage with those groups and the progress made during 2021 and the
priorities for such engagement in 2022.
Although many of the matters referred to in Section 172 are naturally inherent in Pod Point’s business
activities the current Board members, nearly all of whom were appointed in late 2021 will, during 2022,
develop their governance and decision-making processes to ensure that these factors are more
systematically and identiably considered.
During 2021, the Board essentially took one major decision – the decision to proceed with the Company’s
admission to listing. The following table illustrates how matters set out in Section 172 were incorporated
intothe decision to proceed with the IPO:
Admission to Listing
Long-term consequences • The Company’s strategy for growing the charging network in the UK
facilitates the replacement of petrol and diesel vehicles with electric
vehicles.
Employees • All employees were invited to participate in the IPO through a free share
award providing participants with Company shares worth £3,600
per person.
Business relationships • Synergy agreements were put in place with EDF to enable Pod Point to
continue to benet from future opportunities to work with EDF and benet
from access to its capabilities across the energy value chain.
Community &
environment
• The IPO funds will be invested to extend Pod Point’s delivery of products
and services which contribute to the global green economy.
Act fairly between
members
• A relationship agreement was agreed with the Company’s major
shareholder, EDF, to ensure that Pod Point is able to operate as an
independent company in the interests of all of its shareholders.
This section of the Strategic Report constitutes the Company’s Non-Financial Information Statement,
produced to comply with Sections 414CA and 414CB of the Companies Act 2006. The information listed
is incorporated by cross-reference.
Reporting
Requirement
Where to nd more information
in this report
Supporting policies
and procedures
Section Page(s)
Business Model Business Model 04 to 09 –
Non-nancial KPIs KPIs 28 to 29 –
Principal Risks Risk Management 47 to 51 –
Environmental
matters
Making a positive impact
on society (ESG)
40 to 42 Our Environmental Policy can be
found at
pod-point.com/legal/policies
Human Rights Our Culture (ESG) 37 to 38 Our Modern Slavery Statement can
be found at pod-point.com/legal/
modern-slavery-statement
Employees Investing in Talented
People (ESG)
36 to 39 –
Social matters Making a positive impact
on society (ESG)
40 to 42 –
Anti-bribery and
corruption
Working with the best
partners
35 Our Anti-bribery and Corruption
Policy can be found at
pod-point.com/legal/policies
The Strategic Report was approved by the Board of Directors and signed on its behalf by:
Erik Fairbairn
Chief Executive Ocer
6th May 2022
Non-nancial information statementSection 172 statement
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
53

Governance
Governance
to support
our Growth
Chair’s Introduction 55
Compliance statement 56
Board of Directors 57
Division of Responsibilities 63
Nomination Committee report 65
Audit and Risk Committee report 67
Directors’ remuneration report 70
Directors’ report 83
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
54

Chairman’s Introduction to Governance
Gareth Davis
Chairman
of the Board
We have made signicant headway in establishing the highest
standards of corporate governance within the organisation.
Dear shareholder,
I am delighted to present our rst Governance Report as a listed Company and also my rst as
Chair of the Board. Pod Point’s Initial Public Oering (“IPO”) completed on 9th November 2021
and, therefore, at the date of this report, we have only been a listed company for a few months.
We have made signicant progress towards establishing the highest standards of corporate
governance within the organisation. You will nd details of progress made to date, as well as
future aspirations, throughout the following pages.
The Board
We have built a strong and eective Board to oversee the Company in its rst year as a listed
entity. Prior to the IPO, our two key Executive Directors: Erik Fairbairn (Chief Executive Ocer)
and David Surtees (Chief Financial Ocer) were appointed to the Board. Erik founded Pod Point
in 2009 and David joined as Chief Financial Ocer in 2017. Both provide the strong,
entrepreneurial leadership needed to formulate and drive forward the Company’s strategy and
to eectively oversee its operational performance. Importantly, they also set the tone for Pod
Point’s unique purpose and culture and I believe it will be a key role for the Board to support
them in this over the coming months and years.
We have also recruited six independent Non-Executive Directors to provide independent oversight
and challenge to the Executive Directors. I am pleased to introduce Dr. Andy Palmer as Senior
Independent Director, with his wealth of board experience and extensive knowledge of the
automotive industry. I am also pleased that we have been able to recruit independent Non-
Executive Directors – Karen Myers, Remuneration Committee Chair; Dr. Margaret Amos, Audit &
Risk Committee Chair; Norma Dove-Edwin and Dr. Erika Schraner – who bring a broad range of
skills, experience and perspectives to our Board. In my role as Chair of the Board and of the
Nomination Committee, I look forward to benetting from the insight and counsel of my
new colleagues.
We also continue to benet from having two EDF-appointed Non-Executive Directors – Philippe
Commaret and Rob Guyler – on the Board. Philippe and Rob will help us to leverage EDF’s UK
customer base and optimise Pod Point’s access to EDF’s capabilities across the energy value chain.
Further biographical details for all Board members can be found on pages 57 to 59.
Diversity
I am pleased that we have started life as a listed company meeting the current expectations
of investors and regulators in relation to the diversity of our Board, both in terms of gender
and ethnicity.
Committees
Pod Point’s shares were admitted to listing on the London Stock Exchange on 9th November 2021.
Prior to that, a signicant amount of work was undertaken to ensure that the Company had the
appropriate governance systems in place. Consequently, our Audit & Risk, Nomination and
Remuneration Committees are now up and running and their respective reports below outline their
initial priorities and workstreams.
As a Board, we are conscious that Pod Point’s mission that travel should not damage the earth puts
our environmental and societal impacts rmly at the centre of all that we do and we are keen to
ensure that our governance structures are appropriate to our purpose. We have therefore begun
to consider how best to achieve this and at our February 2022 Board meeting agreed to form an
ESG Committee. Chaired by Dr.Margaret Amos, this Committee will establish appropriate and
eective structures to govern how we manage ESG and our climate-related risk. The ESG
Committee will also be supported by an ESG Working Group consisting primarily of senior
members of the executive team to provide operational oversight of all of Pod Point’s ESG initiatives.
Relationship Agreement and Independence
In this report, we provide details on the arrangements we have put in place to ensure a clear and
transparent framework for our co-operation with EDF. These arrangements will enable Pod Point to
benet from being part of EDF’s ecosystem while retaining its ability to operate independently for
the benet of all of its stakeholders.
Lastly, I would like to thank the Board and all employees who made IPO such a resounding success.
Gareth Davis
Chairman
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
55

Compliance with the UK Corporate Governance Code 2018
This Governance Report has been divided into sections that correspond with the ve main sections
of the Code in order to assist shareholders and other stakeholders in assessing the Company’s
compliance. Cross-references have been included where information is contained within another
section of the Annual Report.
Information about Pod Point’s compliance with the Code’s Provisions may be found in the following
sections of this Report which also explain how the principles of the Code were applied and
provide cross-references to other sections of the report and/or the Company’s website
(www.investors.pod-point.com) where more detailed descriptions are available.
Section
Pages
1. Board Leadership and Purpose: 57 to 62
• Purpose and culture 01, 03, 37 to 38 and 62
• Shareholder engagement 43 to 44 and 62
• Workforce engagement and whistleblowing 38 and 62
2. Division of Responsibilities: 63 to 64
• The role of the Board and Committees 64
• The balance of the Board and division of responsibilities 63 to 64
• Time commitments of Non-Executive Directors 57 to 59
3. Composition, Succession and Evaluation: 65 to 66
• Nomination Committee Report
(including Board appointments, succession and Board diversity)
65 to 66
• Skills, experience and length of service 57 to 59
• Board evaluation 66
4. Audit, Risk and Internal Control: 45 to 51 and 67 to 69
• Audit & Risk Committee Report
(including review of the internal audit function and external auditor
and processes for overseeing nancial and narrative reporting)
67 to 69
• Procedures for managing risk and internal controls
(Principle Risks and Uncertainties)
45 to 51
• Viability Statement 52
5. Remuneration (the Directors’ Remuneration Report): 70 to 82
• Remuneration Policy 72 to 78
• Remuneration Outcomes 70 to 71 and 79 to 82
These sections also explain how the principles of the Code were applied and provide cross references
to other sections of the report and/or the Company’s website (investors.pod-point.com/) where more
detailed descriptions are available.
The following documents are also available on the Company’s website:
• Schedule of Matters reserved to the Board
• Statement of Responsibilities of the Chair, Chief Executive Ocer and Senior Independent Director
• Terms of Reference: Audit & Risk, Nomination and Remuneration Committee
Statement of Compliance with the UK Corporate Governance Code
The Company applies and reports against the FRC’s 2018 UK Corporate Governance Code (the ”Code”), a
copy of which can be found at www.frc.org.uk. The Company believes that it has complied with the spirit of
the Code and all Principles since its listing in November 2021. Extensive work was undertaken between the date
of admission, 9th November 2021, and the publication of this report, 6th May 2022, to bring the Company into
compliance with the majority of the Provisions of the Code. Details on compliance with the various Provisions
can be found throughout this Governance Report.
For the period from its admission to the Main Market of the London Stock Exchange on 9th November 2021
until 31st December 2021, the Company has applied the principles of the UK Corporate Governance Code
2018 (“the Code”) and complied with its provisions except as set out below.
The following table sets out four Code Provisions that the Board has not complied with at the date of this
report. The Board believes that it should take steps to comply with these Provisions later in 2022 once the
Board, in its current form and composition, has had the benet of several months of meeting and working
together. Consequently, the Board will be in full compliance with the Code during 2022.
Achieving compliance with Provisions of the Code
Outstanding Code Provision Plan for compliance
12 – Led by the Senior Independent Director,
the Non-Executive Directors should meet
without the Chair present at least annually
to appraise the Chair’s performance.
The Senior Independent Director will meet with
the Non-Executive Directors to evaluate the
performance of the Chair in October 2022.
13 – Meetings of the Non-Executive Directors
without the Executive Directors present.
A meeting of the Chair and the Non-Executive
Directors without the Executive Directors
present will be held in October 2022.
21 – Annual evaluation of the performance of
the Board, its Committees, the Chair and
individual Directors.
A formal and rigorous internal evaluation will
take place around June 2022, once the Board
and its Committees have been established and
operating for a long enough period of time for
an evaluation to prove useful.
22 – The Chair to act on Results of
the Evaluation.
The Chair will act upon the results of the
valuation by recognising the strengths and
addressing any weaknesses following the formal
internal evaluation process around June 2022.
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
56

Board Leadership and Purpose:
Gareth Davis
Non-Executive Chair of the Board
N
Erik Fairbairn
Chief Executive Ocer
E
David Surtees
Chief Financial Ocer
Dr. Andy Palmer CMG
Senior Independent Non-Executive
Director
A N R
Date of appointment Date of appointment Date of appointment Date of appointment
9th November 2021 (<1 year) 25th October 2021 (<1 year) 25th October 2021 (<1 year) 9th November 2021 (<1 year)
Experience Experience Experience Experience
Gareth began his career at Imperial
Brands plc and served as Chief Executive
from 1996 to 2010. He was a non-
executive director of DS Smith plc from
2010-2011, and served as Chair from 2012
to January 2021. Gareth also served on
the boards of Ferguson plc (as non-
executive director from 2003 to 2004,
Senior Independent Director from 2004
to 2011 and Chair from 2011 to 2019) and
William Hill plc (as Chair from 2010 to
2018). Gareth has a Bachelor of Arts in
Economics and Geography (Hons) from
the University of Sheeld.
Erik Fairbairn founded Pod Point in 2009
with the vision that travel should not
damage the Earth. Before starting Pod
Point, Erik founded Ecurie25 – Supercar
Club in 2005. Ecurie25 was a private
members’ club that provided members
with access to high-end, high-powered
vehicles. Erik sold Ecurie25 via trade sale
in 2008. He was appointed to the Board
in October 2021 and has a Bachelor
of Engineering from the University
of Sheeld.
David Surtees joined Pod Point as CFO in
June 2017 and was appointed to the
Board in October 2021. Prior to Pod Point,
David was Chief Financial Ocer of
Innasol, a provider of renewable energy
in the United Kingdom, from August 2014
to November 2015. He was Chief Financial
Ocer of Perform Group from January
2008 to January 2014. David was involved
in Perform Group’s listing on the London
Stock Exchange as a FTSE250 company
in 2011. Prior to Perform Group, he was
Chief Financial Ocer of Shine, one of the
UK’s leading independent television
producers. Before Shine, David worked at
Carlton Productions for two years and
the BBC for six years. David qualied as a
chartered accountant with Price
Waterhouse in 1993 and has a Bachelor
of Science (Hons) from the University
of Bristol.
Andy has more than 42 years’ experience
in the automotive industry. He served as
President and Group Chief Executive of
Aston Martin Lagonda Global Holdings
plc from 2014 to 2020 and Chief
Operating Ocer and Chief Planning
Ocer of Nissan Motor Corporation from
2013 to 2014 (where he also served as
Executive Vice President from 2011 to
2013). Andy holds a Master of Science
from the University of Warwick and a
PhD in Engineering Management from
Craneld University. He is a Fellow of the
Royal Academy of Engineering, a Fellow
of the Institution of Mechanical Engineers
and a Companion of the Chartered
Management Institute. Andy was
honoured in 2014 with a Companion of
the most distinguished order of Saint
Michael and Saint George for contribution
to the British Automotive Industry.
External appointments External appointments External appointments External appointments
Gareth is the Chair of M&C Saatchi plc
and a non-executive director of Gresham
House plc
None None
Andy is Executive Vice Chair & CEO of
Switch Mobility Ltd, Chair of Optare plc,
Vice Chair of Inobat Jsa, Chair of HiLo,
Senior Adviser at Falcon Group and
non-executive director at Ashok Leyland.
We have built a strong
and eective Board to
oversee the Company in
its rst year as a listed
entity.
Gareth Davis
Chair of the Board
A
Audit & Risk Committee
E
ESG Committee
N
Nomination Committee
R
Remuneration Committee
Committee Chair
Our Board
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
57

Philippe Commaret
Non-Executive Director
Rob Guyler
Non-Executive Director
Dr. Margaret Amos
Independent Non-Executive
Director
A E
N R
Norma Dove-Edwin
Independent Non-Executive
Director
A N R
Date of appointment Date of appointment Date of appointment Date of appointment
29th January 2020 (<3 years) 11th February 2020 (<3 years) 9th November 2021 (<1 year) 9th November 2021 (<1 year)
Experience Experience Experience Experience
Philippe was appointed as a Non-
Executive Director in January 2020. He
has served as Managing Director,
Customers at EDF Energy since
December 2019 and has worked in
various capacities at EDF since January
2000. Philippe graduated from
CentraleSupélec, a French graduate
engineering school.
Rob was appointed to the Board as a
Non-Executive Director in February 2020.
He currently serves as Chief Financial
Ocer, EDF Energy, a position he has
held since 2015. Rob also served as
Finance Director for EDF Energy Nuclear
Generation Ltd from April 2009 to
February 2015. He has a BSC Hons in
business studies from the University of
Bradford and is qualied as a Chartered
Management Accountant (ACMA).
Margaret began her career at Rolls-
Royce plc in 1990, and most recently
served as Senior Finance Business
Partner, Aerospace (from 2013 to 2015)
and Finance Director, Corporate, IT and
Engineering (from 2015 to 2017). After
Rolls-Royce plc, Margaret founded and
acted as Managing Director of A2
Business Solutions from 2018 to 2020. She
was previously a non-executive director
of NMCM plc and Velocity Composites plc.
Margaret holds a Doctorate in
Professional Practice from the University
of Derby and a Masters in Global Supply
Chain Management (with distinction)
from the University of Nottingham.
She is a fellow of the Chartered Institute
of Management Accountants and the
Chartered Institute of Procurement
and Supply.
Norma currently serves as the Chief
Digital Transformation Director at
Thames Water, where she is responsible
for managing the technology function
and leading the digital transformation at
Thames Water. Prior to this, she held
several executive roles serving as the
Chief Information Ocer at the Electricity
System Operator, National Grid (from
2020 to 2022) and the Group Chief Data
and Information Ocer at Places for
People (from 2017 to 2020). She also held
a number of senior positions at British
American Tobacco plc from 2008 to 2017,
including as Head of Global Data
Services from 2016 to 2017. Norma holds
a Bachelor of Science from Queen Mary
University of London, a Master of Science
from the University of Stirling and a
Master of Business Administration from
Imperial College London.
External appointments External appointments External appointments External appointments
Philippe is Managing Director, Customers
at EDF Energy.
Rob is Chief Financial Ocer at
EDF Energy.
Margaret is a non-executive director and
chair of the audit committees of the
Ombudsman Services, and Trinity House
and a non-executive director of HMG
Department for Transport and Volution
Group plc (where she is also a member of
the audit committee).
Norma is the Chief Digital Transformation
Director at Thames Water
A
Audit & Risk Committee
E
ESG Committee
N
Nomination Committee
R
Remuneration Committee
Committee Chair
Board Leadership and Purpose:
Our Board continued
N
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
58

6 Male
4 Female
6 Independent
4 Non-
Independent
Karen Myers
Independent Non-Executive
Director
A E N
R
Dr. Erika Schraner
Independent Non-Executive
Director
A N R
Date of appointment Date of appointment
9th November 2021 (<1 year) 9th November 2021 (<1 year)
Experience Experience
Karen worked at William Hill plc from 2015 until
2021 as Chief HR Ocer, taking on additional
accountability for Corporate Aairs in 2019. Prior to
William Hill plc, Karen served as HR Director of RSA
Insurance Group plc from 2009 to 2015. Karen started
her career at Marks & Spencer Group plc, where she
worked from 1997 to 2001, and has worked at Barclays
Bank plc (from 2001 to 2006), BT Ltd (from 2006-2008)
and Tesco Corporation (from 2008 to 2009) in a number
of executive managerial HR roles. Karen also served as
Chair of the William Hill Foundation from 2015 to June
2021 and has been a Non-Executive Director and
Committee Chair for KellyDeli Ltd since January 2020.
Karen has a Master of Arts (Hons) in Modern History
from the University of Dundee and is an associate of
the Chartered Institute of Personnel and Development.
Erika served as Partner, UK Leader for M&A integration
services and UK Leader for technology, media and
telecommunications M&A advisory services at
PricewaterhouseCoopers LLP from 2013 to 2018. Prior to
this, Erika held roles in operational transaction services
at Ernst & Young LLP in Silicon Valley and Zurich from
2007 to 2013. Erika has held a number of supply chain
management and operations roles in her career,
including at IBM Corporation (from 1994 to 1996),
REL Consultancy Group Ltd (from 1996 to 1998) and
Symantec Corporation Inc (from 2003 to 2007).
Erika holds a Bachelor of Science and a Master of
Science from the Swiss Federal Institute of Technology
Lausanne, and a PhD and Master of Science from
Stanford University.
External appointments External appointments
Karen was appointed Group HR and Corporate
Communications Director at National Express Group plc
in September 2021.
Erika is non-executive director at Bytes Technology plc,
Vitec Group plc and JTC plc, where she is Chair of the
nomination committee. She is also non-executive director
and Chair of the audit committee at Aferian plc and will
step down from that role on 29th July 2022. Erika will join
the board of directors of HgCapital Trust plc on 1st August
2022 as a non-executive director and will chair the
management engagement committee.
Board members
by gender
Balance of
the Board
Board
(scheduled)
Audit & Risk
Committee
Remuneration
Committee
Nomination
Committee
Gareth Davis 5/5 n/a n/a 1/1
Dr. Andy Palmer CMG 5/5 1/1 1/1 1/1
Erik Fairbairn 5/5 n/a n/a n/a
David Surtees 5/5 n/a n/a n/a
Karen Myers 5/5 1/1 1/1 1/1
Dr. Margaret Amos 5/5 1/1 1/1 1/1
Philippe Commaret 5/5 n/a n/a n/a
Rob Guyler 5/5 n/a n/a 1/1
Norma Dove-Edwin 5/5 0/1 0/1 0/1
Dr. Erika Schraner 4/4 1/1 1/1 1/1
1. Dr. Erika Schraner was engaged by the Company after the rst of the pre-IPO
board meetings and therefore was only eligible to attend four Board meetings.
2. Norma Dove-Edwin was unable to attend the Audit & Risk, Nomination and
Remuneration Committee meetings in November (which were all held on the
same day) due to an unavoidable personal commitment.
Meetings
For the purposes of this report, attendance at full Board and
Committee meetings is reported in relation to meetings held from
the commencement of the IPO process until the end of the year.
Director Board and Committee meeting attendance table
Board Leadership and Purpose:
Our Board continued
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
59

Board Activities
During 2021, the Pod Point Group Holdings plc board (the “Board”) carried out three stages of
activity. In the early part of the year, the Board consisted of Directors appointed by its major
shareholders – EDF and Legal & General – and operated under the umbrella of EDF. During the
middle part of the year, the Board began preparing for the Company’s admission to listing on the
Main Market of the London Stock Exchange which was successfully completed in November 2021
(the “IPO” or “Admission”). With the exception of Philippe Commaret and Rob Guyler, who were
appointed by EDF and served on the Board for the whole year, the rest of the current Board
members were appointed on Admission. The focus of this report, therefore, is on the Board’s
activities during and following the IPO. A key workstream during the IPO was the establishment of a
robust framework of governance, which the Board has continued to build during the rst six months
following the IPO.
Strategy and business model
The Pod Point mission is simple: to put an electric vehicle charge point everywhere you park.
The strategy to achieve the mission is dened in reference to what management sees as the
three phases of development of the EV charging market in the United Kingdom:
1) Dene top up charging
2) Build at scale
3) Distributed smart energy
Further information about the strategy can be found on pages 24 to 27 of the Strategic Report.
Inpreparation for the IPO, the Board assessed the Company’s business case and thereby
conrmed the basis upon which Pod Point generates and preserves value over the long term
(thebusiness model can be found on pages 04 to 09 of the Strategic Report). In particular, the risks
to and opportunities for the future success of the business were extensively considered by the
Board and described in the IPO prospectus along with an assessment of the sustainability of the
Company’s business model. The Company’s governance framework was also developed ahead of
the IPO as set out in this report. The Board considers that this supports the delivery of its strategy.
Operational performance
The Board is responsible for ensuring that the necessary resources are in place for the Company to
meet its objectives and measure performance against them. Review and approval of the annual
budget forms part of this assessment, in addition to the Board’s ongoing assessment of the
Executive Directors’ implementation of the approved strategy. The Board reviewed the Budget and
Business Plan for 2022 in November 2021 which provides the basis for the allocation of resources
and capital expenditure during 2022.
Summary of Board activities during the year
Strategy
• Approved the Admission of the Company’s shares to listing on the London Stock Exchange.
• Approved a Relationship Agreement and Synergy Agreements with its major shareholder
EDF Energy.
Operational performance
• Approved the 2022 Business Plan and Budget.
Audit, risk and internal controls
• Constituted an Audit & Risk Committee (Audit & Risk Committee Report can be found on
pages 67 to 69).
• Established a framework of internal controls and approved a schedule of matters reserved
to the Board and a Delegated Authorities Schedule.
• Established a risk management framework and identied the Group’s principal and
emerging risks (set out on pages 45 to 51).
Strategy, culture, purpose and values
• Established the Company’s purpose, values and strategy and approved the Board’s
mechanisms for assessing and monitoring culture.
• Established workforce policies and practices.
• Established a whistleblowing mechanism for the workforce to raise matters of concern.
Stakeholders
• Identied the Company’s key stakeholders and mechanisms for engagement and for
ensuring their interests have been considered in Board decision-making (s172 statement
can be found on page 53).
• Established an ESG Committee and ESG Working Group.
• Established a workforce engagement mechanism.
Appointments and diversity
• Appointed new Board Directors.
• Constituted a Nomination Committee (the Nomination Committee Report can be
found on pages 65 to 66).
• Initiated the executive level succession plan.
• Established a Board Diversity Policy.
Remuneration
• Constituted a Remuneration Committee (Remuneration Committee Report can be found on
pages 70 to 82).
• Approved a Remuneration Policy in principle.
Board Leadership and Purpose:
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
60

Board Leadership and Purpose:
Culture, Values and Purpose
The Board establishes the Company’s purpose, values and strategy, and aims to satisfy itself that
these and its culture are aligned. A summary of the Board’s purpose and values, as approved by
the Board in February 2022, can be found below. Further detail on these can be found in the
Strategic Report on pages 37 to 38.
Purpose
Our vision is of travel that doesn’t damage the Earth.
Our mission is to put an electric vehicle charge point everywhere you park.
Values
Human We will treat people according to their needs
Visionary We will create the solutions for the problems that don’t exist yet
Industrious We will work hard to do what needs to be done
Guiding We will motivate people to join us on our journey
Mechanisms for monitoring and assessing culture
The Board is responsible for monitoring and assessing culture and ensuring that policy, practices
and behaviours throughout the business are aligned with the Company’s purpose, values and
strategy. The Board strives to embed the Company’s values into the organisation through leading
by example and setting a positive tone from the top. The Board draws upon a variety of metrics
and indicators in order to conduct its monitoring and assessment of corporate culture, including:
• Feedback from the Board’s engagement with employees (see following section)
• Feedback from the Group whistleblowing process
• Feedback on the Health & Safety performance at each Board meeting
Whistleblowing
The Board and Senior Management Team are committed to conducting Pod Point’s business
with honesty and integrity, and expect everyone involved with the Company to maintain these high
standards. Consequently, Pod Point’s whistleblowing policy sets an expectation that employees
should raise concerns in condence either through their line manager or the People Operations team
or, if they wish, anonymously through third parties. The Board (via the Audit & Risk Committee)
receives regular reports regarding any issues raised via the mechanism and ensures that
arrangements are made for the proportionate and independent investigation of any matters
required, including any follow up action.
Conicts of Interests
At the beginning of each Board meeting, Directors are reminded of their duties under sections 175,
177 and 182 of the Companies Act which relate to the disclosure of any conicts of interest prior to
any matter that may be discussed by the Board. As part of this process, Directors also notify the
Board of any other new board and other appointments that they have or are about to take on. In
addition, EDF has entered into an agreement with the Company (the “Relationship Agreement”) to
ensure that relationships between it and the Company are conducted at arm’s length and on normal
commercial terms. Messrs Commaret and Guyler have been appointed to the Board by EDF pursuant
to the Relationship Agreement. The Relationship Agreement complies with the independence
provisions set out in Listing Rule 6.1.4DR for controlled companies.
Workforce policies and practices
The Board is responsible for ensuring workforce policies and practices are consistent with the
Company’s values and support its long-term sustainable success. Pod Point has already established
a number of policies and procedures which set out the values of the Company and the behaviours
expected of colleagues. The Board is responsible for approving (including any changes to) the
Group’s major policies, including those relating to the conduct of business, the workforce,
environmental matters, health and safety, data protection, security, insurance, risk management
and treasury, which will be reviewed on an annual basis going forwards.
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
61

Board Leadership and Purpose:
Stakeholder Engagement
A full analysis of the Group’s key stakeholders, and its current and proposed methods
forengagement, can be found along with the s172 statement on page 53. During 2022,
the Board will be developing a more systematic approach to the evaluation of stakeholder
considerations within the Board’s decision-making process.
The Company seeks to deliver value for all stakeholders. The Board undertakes regular and
proactive engagement to understand stakeholder needs and interests, which inform the Board’s
decision-making.
A full analysis of the Company’s stakeholder groups and how it has engaged with each can be
found on pages 32 to 44, along with our s172 statement on page 53.
Workforce Engagement
Pod Point’s People Operations team engages with employees through a wide range of channels
including anonymous workforce surveys and town hall meetings, as well as Ask Me Anything
meetings where people can interact with senior executives and ask questions. In addition, the Board
has agreed that Karen Myers will be the NED responsible for workforce engagement. Karen is
working with the ESG Committee to develop an ongoing programme for Board engagement with
the workforce.
Shareholders
As the Company matures, a formal programme of engagement will be established with its
shareholders in order to remain cognisant of their concerns and views in order to incorporate
them into Board decision-making.
In December 2021, the Board appointed Joint Brokers and Financial PR agents who will feedback
to the Board as necessary on shareholder issues. The Chair is also in dialogue as necessary with
the major shareholder, primarily via EDF’s appointed Directors.
The Executive Directors are in regular contact with the largest investors and met with many of
them during the roadshow of investor meetings during the IPO and following the release of the
Company’s preliminary announcement in February 2022.
The Company launched an investor website upon IPO, investors.pod-point.com, which contains, or
will contain, key information including:
• published nancial results;
• a nancial calendar;
• details regarding the Company’s corporate governance arrangements;
• leadership proles; and
• regulatory news service announcements.
Investors are encouraged to raise queries via email to the Company’s investor relations contact
address – investor.relations@pod-point.com. The Chair and Senior Independent Directors are
available to meet with shareholders to discuss any matters that they may wish to raise concerning
the governance of the Company.
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
62

Gareth Davis, was appointed as Chair on 25th October 2021 and was independent on his
appointment to the role. Erik Fairbairn is the Chief Executive Ocer and, therefore, the roles
of Chair and CEO are held by dierent people. Andrew Palmer was appointed Senior
Independent Director on 25th October 2021. The Board has approved a written statement
of responsibilities of the Chair, CEO and Senior Independent Director. In addition to the six
scheduled meetings of the full Board during 2022, in October the Chair will also meet
separately with the Non-Executive Directors to evaluate the performance of the Executives.
The Senior Independent Director will also schedule a separate meeting with the
Non-Executive Directors, with the Chair present, to evaluate the performance of the Chair.
The Board consists of ve independent NEDs, two Executive Directors, two NEDs appointed
by EDF (non-independent) as well as the Chair.
All Directors have access to the advice of the Company Secretary, who is responsible for
advising the Board on all governance matters. The appointment and removal of the
Company Secretary is a reserved matter for the whole Board. The current Company
Secretary was appointed by the Board on 22nd September 2021.
Division of Responsibilities
Chair of the Board
• Facilitates eective Board decision-making and governance by ensuring eective information
ows and sucient time for agenda item discussion
• Facilitates constructive Board relations and discussions
• Oversees Director induction and training
• Oversees Board and Committee performance evaluation process
• Oversees succession planning process as Chair of Nomination Committee
• Oversees engagement with key stakeholders, including shareholders
Chief Executive Ocer
• Manages the Group on a day-to-day basis with support of executive management
• Develops and implements Group strategy, plans and commercial objectives
• Manages and mitigates Group principal and emerging risks
• Oversees development needs for Executive Directors and senior management
• Oversees succession planning for key personnel
Senior Independent Director
• Provides a sounding board for the Chair of the Board
• Leads the review of the performance of the Chair of the Board
• Acts as sounding board for shareholder queries where inappropriate to raise with the Chair of the
Board or Executive Directors
• Chairs the Nomination Committee in instances where succession plans for the Chair of the Board
are considered
Non-Executive Directors
• Monitor and oversee Group performance against objectives
• Approve and oversee strategic direction
• Serve on Committees
Company Secretary
• Supports the Board to ensure ecient and eective functioning
• Available to Directors for advice
• Advises the Board on governance matters
• Supports the Directors in receiving information in a timely manner
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
63

Governance Framework
There is a clear division of responsibilities between the Board, its Committees and the Senior Management Team.
Chaired by Gareth Davis
Roles and responsibilities
• Establishes strategic direction of the
Group and ensures alignment with
purpose and values.
• Oversees the performance of the
Executive Directors in fullling
set strategic objectives.
• Establishes and oversees the
framework for risk management
and internal control.
• Engages with the Company’s
shareholders and other key
stakeholders.
• Oversees the integrity of nancial
reporting including approval of
nancial results announcements.
Senior Management Team (SMT)
Roles and responsibilities
• Delivering strategy and day-to-day management
of the Group’s operations.
• Operating the risk management framework and
internal controls environment.
Audit & Risk Committee
Chaired by Margaret Amos
Roles and responsibilities
• Monitors integrity of nancial reporting.
• Oversees internal audit function.
• Oversees external audit process and relationship.
• Oversees internal control and risk management systems.
• Oversees whistleblowing mechanisms, fraud and
bribery prevention.
Audit & Risk Committee Report can be found on
pages 67 to 69.
ESG Committee
Chaired by Margaret Amos
Roles and responsibilities
• Monitors sustainability strategy and reporting.
• Oversees stakeholder engagement.
• Reviews and recommends ESG policies and procedures.
• Oversees workforce engagement plans and strategy.
The ESG Committee will be supported by an executive
ESG Working Group.
Market Disclosure Committee
Roles and responsibilities
• Assessing inside information.
• Approving RNS announcements.
Nomination Committee
Chaired by Gareth Davis
Roles and responsibilities
• Oversees Board composition and succession planning.
• Oversees Board appointment process.
• Recommends annual Director re-elections.
• Approves Board and Committee membership.
• Approves conicts of interest.
• Approves Directors’ external appointments.
• Oversees Board training and evaluation.
• Oversees Board and workforce diversity and inclusion.
Nomination Committee Report can be found on
pages 65 to 66.
Remuneration Committee
Chaired by Karen Myers
Roles and responsibilities
• Oversees executive Group remuneration, policy
and practices.
• Oversees executive Group service agreements
and termination payments and benets.
• Oversees Group share schemes.
• Oversees disclosure of information, reporting and
shareholder approval with regards to remuneration.
Remuneration Committee Report can be found
on pages 70 to 82.
Board of Directors
Division of Responsibilities continued
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
64

Nomination Committee Report
Gareth Davis
Chair of the
Nomination
Committee
Ahead of the IPO, the recruitment of a strong
experienced Board was a primary objective and
I am delighted that we were able to start our
journey as a listed company with such a strong
and well-balanced team.
In addition to the Executive Directors and my two colleagues nominated
by EDF, we have Directors who bring a valuable blend of automotive,
technology, nancial, people and remuneration and strategic insight to
our discussions. We also have a Board that meets all the current
expectations in relation to the diversity of its composition.
Our immediate priority, following the IPO, has been to commence the
search for a suitable candidate to replace our CFO, David Surtees, when
he retires in the spring of 2023. We began planning for this process at our
rst Committee meeting in November 2021 and this will be our primary
focus in the year ahead. We will also undertake a Board evaluation
exercise during the course of 2022.
Gareth Davis
Chair of the Nomination Committee
Board appointments
With the exception of the two Non-Executive Directors appointed under the relationship
agreement with our major shareholder, EDF, all of the other members of the Board
were appointed at the time of the Company’s admission in November 2021. The Inzito
Partnership, which was retained to assist with the recruitment of new Non-Executive
Directors during the year, does not have any connection with the Directors or
the Company.
A brief description of the skills and experience of the Directors is set out on pages 57 to
59 of the Annual Report.
Succession plans
We will keep the leadership needs of the organisation, both the Executive and Non-
Executive Directors, under review to underpin the growth of the business. Going forward,
we will also regularly review the succession plans for senior executives.
Regarding David Surtees’ planned retirement in 2023, as explained in the IPO
Prospectus, we have already begun the process for recruiting his successor and have
appointed Independent Search Partnership (ISP) LLP to assist us.
Board diversity policy
The Board has approved the Board Diversity Policy (the “Policy”) which sets out the
approach to diversity on the Board of Directors of the Company (the “Board”).
The Policy is consistent with the Policy that applies to the Pod Point workforce which
is discussed in the Strategic Report on page 38.
Scope of application
This Policy applies to the Board only. It does not apply to employees of the Company
andits subsidiaries.
Policy statement
The Board endorses the benets of representation of a diversity of backgrounds,
including in relation to age, gender, ethnicity and educational or professional
background, and is committed to ensuring that the Board benets from a wide range
of skills, knowledge, experience, backgrounds and perspectives.
All appointments will be made on merit against objective criteria within the context of
the required balance of skills and background that the Board requires in order to
function eectively.
Objectives
To agree measurable objectives for achieving gender, ethnic and cultural diversity on
the Board.
To ensure that all searches conducted in relation to Board appointments, whether by the
Company or external search rms, identify and present an appropriately diverse range
of candidates for the relevant vacancy.
Committee membership
• Gareth Davis
(Chair of the Committee)
• Margaret Amos
• Norma Dove-Edwin
• Rob Guyler
• Karen Myers
• Andy Palmer
• Erika Schraner
Summary of key roles
and responsibilities
• Monitor and assess the
structure, size and
composition of the Board
and monitor the balance
of skills, knowledge,
experience and diversity
on the Board and in senior
management
• Conduct regular and
proactive succession
planning
• Lead the process for
Board appointments
• Make recommendations
regarding annual
re-election of Directors at
the AGM
• Make recommendations
regarding Board roles
and Committee
memberships
• Monitor and approve
conicts of interest
• Approve Directors’
external commitments
Composition, Succession and Evaluation
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
65

Monitoring and reporting
Every year, we will present the following matters in our Committee report:
• a summary of this Policy and progress made against its objectives;
• the process used in relation to Board appointments;
• our approach to succession planning and the development of a diverse pipeline of candidates;
• how diversity helps the Company meet its strategic objectives; and
• the gender balance of senior managers and their direct reports.
Review
We will review the Policy and its eectiveness annually and recommend any changes for Board
approval. A copy of this Policy will be maintained on the Company’s website. If necessary, this
Policy will be reviewed on an ad hoc basis in consideration of any regulatory or governance
developments in relation to Board diversity.
Progress during 2021
During 2021, eight Directors were appointed to the Board, four of the appointed Directors are
female resulting in 40% of the Board being female and one Director from a diverse ethnic
background. The Board believes an inclusive and diverse membership results in optimal decision-
making and assists in the development and execution of a strategy which promotes the success of
the Company in line with its overall cultural expectations and for the benet of its stakeholders.
Induction and development
Each of the Directors appointed during the year has been provided with opportunities to be briefed
on Pod Point’s operations, including opportunities for briengs with each of the members of the
Senior Management Team.
In addition, the Company’s legal advisers provided briengs for the Directors on their legal duties
and responsibilities as Directors of a Main Market listed company. The Company Secretary and
General Counsel will also supply regular updates to the Directors on relevant legal and corporate
governance developments.
We are condent that Board members have the knowledge, ability and experience to perform the
functions required of a Director of a listed company.
Reappointment of Directors
Having only been appointed since November 2021, most of the Directors will stand for election in
accordance with the provision of the articles of association of the Company and will be subject
to annual re-election in future years in compliance with the Code. The Nomination Committee is
satised that the contributions made by the Directors oering themselves for re-election at the
2022 AGM continue to benet the Board and shareholders will therefore be invited to support
their re-election.
External directorships and Directors’ time commitments
Signicant time commitments of potential Directors are considered before an appointment
is formalised.
The Board believes, in principle, in the benet of Executive Directors accepting non-executive
directorships of other companies in order to widen their skills and knowledge for the benet of the
Company. All such appointments require the prior approval of the Board and the number of public
company appointments is limited to one. The Executive Directors have not held any such
appointments since the IPO.
Board evaluation
Most of the Board members were appointed on Admission (on 9th November 2021). Consequently,
it is the Board’s intention to undertake a Board evaluation exercise during the second half of 2022,
once the Board has had the benet of a few months of working together.
Nomination Committee Report continued
Composition, Succession and Evaluation
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
66

Audit and Risk Committee Report
Dr. Margaret Amos
Chair of the
Audit and
Risk Committee
Committee membership
• Margaret Amos
(Chair of the Committee)
• Norma Dove-Edwin
• Karen Myers
• Andy Palmer
• Erika Schraner
Summary of key roles
and responsibilities
• Monitor the integrity of the
Company’s nancial
statements and other
formal announcements
relating to nancial
performance
• Advise on whether the
Annual Report and
accounts is fair balanced
and understandable
• Oversee the internal audit
function
• Oversee the relationship
with the external auditor
and scope of the external
audit
• Monitor and review the
adequacy and
eectiveness of internal
control and risk
management systems
• Review mechanisms for
whistleblowing and
prevention and detection
of fraud and bribery and
other compliance matters
• Engage with shareholders
on signicant matters
related to the Committee’s
responsibilities
I am pleased to introduce the rst report of the Audit & Risk
Committee since Pod Point’s IPO.
Although the Audit & Risk Committee did not formally come into existence until Pod
Point’s shares were admitted to trading on 9th November 2021, much of the work of the
Committee had, in reality, begun long before that date. The Executive Directors, the
external auditor and, indeed, members of the Committee, were all signicantly involved
in the work required to prepare the nancial reporting set out in the IPO Prospectus as
well as the underlying work on risk and internal controls and procedures. This work was
further supplemented by the report prepared by PwC on the Financial Position and
Prospects Procedures, for the purposes of the IPO.
As we enter 2022, our focus will be on developing these workstreams into a regular
pattern of work for the Committee. In particular, our immediate priorities have been: (i)
to ensure that a solid process was put in place for the preparation and audit of the 2021
Annual Report; (ii) to ensure that the internal controls environment continues to develop
in line with the programmes put in place during the IPO; and (iii) to evolve our risk
management framework. Finally, we are in the process of nalising the appointment of
Grant Thornton as our internal auditor. With the IPO taking place so late in Pod Point’s
nancial year, many of the Committee’s activities are still in their early stages; however,
we outline the progress that we have made in the rest of this report.
The Committee membership has been selected to provide a wide range of nancial and
commercial expertise as shown in the following table:
Committee member Expertise
Margaret Amos Financial, audit, strategy and ESG
Norma Dove-Edwin Digital transformation and information systems
Karen Myers Human resources, corporate aairs and remuneration
Andy Palmer Automotive, operations and capital markets
Erika Schraner Strategy, supply chain, operations, technology and M&A
External Audit
The Committee oversees the Company’s relationship with, and the performance of, the
external auditor. This includes responsibility for monitoring its independence, objectivity
and compliance with ethical and regulatory requirements. We also have responsibility
for approving the nature of non-audit services which the external auditor may or may
not be allowed to provide to the Company and the fees paid for these services (subject
to de minimis levels).
Audit, Risk and Internal Control
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
67

Rotation and reappointment
Deloitte has provided external audit services to the Company in its capacity as a private company
since 29th January 2020 and was appointed by the Board as the Company’s external auditor in its
capacity as a public listed entity on 15th October 2021. Deloitte’s appointment as external auditor will
be approved by shareholders at the AGM on 14th June 2022.
The Company’s policy is for no external auditor to stay in post for longer than 20 years and for tenders
to be undertaken at least every ten years, in accordance with the provisions of the EU Audit Directive.
Accordingly, the next audit tender will take place no later than 2031. The Company proactively assesses
the need for an earlier audit tender process in light of unsatisfactory results from the assessment
process (see ‘assessment of eectiveness’).
Assessment of eectiveness
Going forward, our Committee will assess the quality of the external audit process, and the level of
competence and professional scepticism demonstrated by Deloitte, and make a recommendation
to shareholders regarding their re-appointment at the AGM. The Committee meets privately with
the lead external audit partner, and any other audit sta in attendance at Committee meetings as
part of the assessment process. We also review the audit strategy for the year, including scope,
level of fees and risks. Any issues identied as part of the assessment will be communicated to the
external auditor and plans drawn up for improvements to be made.
Independence and objectivity
The Committee will also annually review the external auditor’s independence and objectivity by
way of:
• assurances provided by the external auditor regarding the safeguards in place to maintain
independence; and
• oversight of total non-audit service fees.
Non-audit services and fees
The Audit & Risk Committee has approved a non-audit services policy which sets out a list of
services and work that the external auditor is prohibited from undertaking for the Company. It also
includes a requirement for the Chief Financial Ocer to approve all non-prohibited services up to
£25,000 in value, and for the Chair of the Audit & Risk Committee to approve all non-prohibited
services over £25,000 in value. During 2021, Deloitte provided audit-related assurance services in
connection with the IPO listing of £946,000. As a part of this, Deloitte acted as reporting accountants
and performed certain transaction support services. The fees for non-audit services during the year
related to work undertaken by Deloitte on a one-o basis in relation to the historical nancial
information required for the Company’s IPO.
Signicant issues and other accounting judgements
In reviewing the Group’s accounts and Annual Report with management and the external auditors,
two areas have been highlighted. Albeit no immediate issues have been noted they will form part of
the audit committee’s consideration for the year ahead.
Area Why is it signicant Audit & Risk Committee action
Inventory As Pod Point executes its strategy and
grows its market share, inventory levels will
inevitably rise. The Committee noted and
Board approved the appointment of an
additional supplier to de-risk and satisfy
the Group’s increased supply chain
requirements. With such increase it is
essential that inventory is correctly
accounted for in line with accounting
standard IAS 2.
The Committee noted the external
auditor’s comments and recommendation
to invest in the necessary IT systems to
enhance the controls in this area. This topic
has been discussed at the Committee and
is included with the work plan for the IT
function and also in the Committee’s plan
of work for the year ahead.
Revenue
Recognition
The audit of revenue recognition is standard
practice under International Standards On
Auditing (UK and Ireland) 240. Pod Point’s
revenue has been considered into two
fractions; ‘sales to residential’ and ‘sales to
commercial customers’.
The Committee noted the external auditors
report and their conclusion of no signicant
ndings to report. The Committee reviewed
the internal policy of revenue recognition
and considers it to be reasonable and
appropriate. The policy will be reviewed as
part of the annual review process.
Risk management and internal control
The Group’s risk assessment process and the way in which signicant business risks
are managed is one of the Committee’s key areas of focus. Our activity here is driven primarily by
the Company’s assessment of its principal risks and uncertainties, as set out on pages 45 to 51.
Building on work undertaken during the IPO, the Company is developing an internal control
environment to protect the business from the material risks which have been identied.
Management is responsible for establishing and maintaining adequate internal controls over
nancial reporting and we have responsibility for ensuring the eectiveness of these controls.
Ahead of the IPO, an analysis of the Group’s system of internal control and risk management
framework was carried out both through internal reviews and also with the assistance of external
advisers, as part of the review of nancial position and prospects procedures. Much of the focus of
this work prior to the IPO was on IT and data controls and a programme of action which was
initiated during the IPO is now being regularly monitored by the Committee. Signicant progress
has been made in control areas identied as needing further development and we will continue to
receive updates on completing and embedding actions. The management team has developed a
robust IT Strategy and Cyber Security plan which is being monitored by the Committee on a
regular basis.
Audit and Risk Committee Report continued
Audit, Risk and Internal Control
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
68

In accordance with the requirements of the 2018 UK Corporate Governance
Code, we conrm that we have reviewed the Group’s risk management and
internal control systems. No signicant failings or weaknesses were identied as
a result of the review that may signicantly impact the nancial statements.
Internal audit
The Audit & Risk Committee is responsible for reviewing and approving the role and
mandate of the Company’s internal audit function, and monitoring and reviewing
the eectiveness of its work. Prior to the IPO, Pod Point did not have an internal audit
function; however, it was decided to outsource the internal audit function and the
Committee engaged Grant Thornton to perform this role. Grant Thornton are
preparing an internal audit plan for 2022 with a view to commencing internal audit
work in the second quarter of 2022.
Whistleblowing
The Board has delegated oversight of the Group’s whistleblowing policies and
procedures to the Committee.
Details of the current policy and procedures are set out on page 61 of the
Corporate Governance Report.
We will review incidents reported via the Company’s whistleblowing
arrangements at each meeting and will monitor the steps being taken by
management in response to each report.
Going concern and viability statements
The Committee reviewed the updated wording of the Company’s longer-term
viability statement, set out on page 52. To do this, we ensured that the nancial
model used was consistent with the approved three-year plan and that scenario
and sensitivity testing aligned clearly with the principal risks of the Company.
Committee members challenged the underlying assumptions used and reviewed
the results of the detailed work performed. We were satised that the analysis
supporting the viability statement had been prepared on an appropriate basis.
We also reviewed the going concern statement, set out on page 20 and
conrmed our satisfaction with the testing methodology.
Fair, balanced and understandable
The Committee has undertaken a careful review to ensure that the Annual Report
is ‘fair, balanced and understandable’ and provides the necessary information for
shareholders to assess the Company’s consolidated position, performance,
business model and strategy.
The Committee and other Board members were consulted at various stages of
the drafting of the Annual Report, as well as having the opportunity to review the
Annual Report as a whole. In forming its opinion and recommendation to the
Board in respect of the above matters, we assessed the following:
• A qualitative review of disclosures and a review of internal consistency
throughout the Annual Report and Accounts;
• A review by the Committee of all material matters, as reported elsewhere in
this Annual Report and Accounts;
• A review of the environmental, social and governance (ESG) disclosures;
• A risk-comparison review, which assesses the consistency of the presentation
of risks, and signicant judgements throughout the main areas of risk
disclosure in this Annual Report and Accounts; and
• Ensuring it correctly reects:
• the Company’s position and performance as described on pages 11 to 14
and28 to 29;
• the Company’s business model, as described on pages 04 to 09; and
• the Company’s strategy, as described on pages 24 to 27.
On the basis of this work, together with the views expressed by the external
auditor, the Committee recommended, and in turn the Board conrmed, that
itcould make the required statement that the Annual Report is ‘fair, balanced
and understandable’.
On behalf of the Committee, I would like to thank everyone involved for their hard
work during and since the IPO, especially the nance team. I look forward to
meeting with shareholders at the AGM and answering any questions they may have
about the work of the Committee.
Dr. Margaret Amos
Chair of the Audit and Risk Committee
6th May 2022
Audit and Risk Committee Report continued
Audit, Risk and Internal Control
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69

Directors’ Remuneration Report
Karen Myers
Chair of the
Remuneration
Committee
The Directors’ Remuneration Report that follows has been
prepared in accordance with the Listing Rules, the Large and
Medium-sized Companies and Groups (Accounts and Reports)
(Amendment) Regulations 2013 and the Companies Act 2006.
Dear Shareholder
This is Pod Point’s rst Directors’ Remuneration Report.
This Directors’ Remuneration Report consists of three parts:
• The Annual Statement, which summarises the activities of the Remuneration
Committee and our approach to remuneration, key decisions made and the context
for those decisions.
• The Directors’ Remuneration Policy (the “Policy”) which sets out the remuneration
framework that applies to the Executive Directors, the Chairman and the other
Non-Executive Directors and will be subject to a binding vote at the 2022 AGM.
• The Annual Report on Remuneration, which will be subject to an advisory vote at the
2022 AGM.
Committee membership
The Remuneration Committee comprises all the independent Non-Executive Directors,
namely Karen Myers (Chair of the Committee), Margaret Amos, Norma Dove-Edwin,
Dr. Andy Palmer and Dr. Erika Schraner. The biographies of each member of the
Committee are set out on pages 57 to 59.
The context of remuneration decisions before and after Admission
In advance of Admission, the Company reviewed the Group’s remuneration policy for
Executive Directors and other senior employees, to ensure that it is appropriate for the
listed company environment and rewards and creates an incentive for delivering
long-term sustainable growth. In undertaking this review, the Remuneration Committee
sought independent, specialist advice.
The main objectives of the policy, which applies from Admission, are to attract, retain
and motivate the Executive Directors and senior employees and to support the
implementation of the Group’s business strategy in a way which is aligned to the creation
of long-term shareholder value. The policy reects the Pod Point culture and values.
Fixed pay has been set to be at around the market median and incentive levels as a
percentage of salary are around the upper quartile resulting in target total remuneration
between the median and the upper quartile to ensure that Pod Point, as a high-growth
company, can manage costs but continue to compete for talent following Admission.
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The Remuneration Committee oversees the implementation of the Company’s remuneration policy
and, in particular, ensures that the Executive Directors are fairly rewarded for performance and the
successful implementation of the Group’s strategy. The Remuneration Committee will also take
account of Pod Point’s stakeholders and how their interests have been served. When deciding the
Directors’ Remuneration Policy, the Committee consulted with Pod Point’s largest shareholders at
the time. To support the Company’s growth ambitions, a signicant proportion of potential total
remuneration is performance-related and will be delivered in shares. The remuneration
arrangements introduced at Admission for the Executive Directors with also reect standard
market practice in listed companies.
The pay levels determined for our senior management team reect the erce competition for
talent in our high growth sector and are intended to support the transition from a private to public
company. The IPO remuneration arrangements for the Chief Financial Ocer were set with his
planned retirement in mind and the desire to ensure an orderly and well managed handover
process. The Directors’ Remuneration Policy is subject to approval for the Policy at the 2022 AGM.
Pre-Admission the Board agreed to make, on a one-o basis, awards to the Executive Directors
and c.40 senior executives. These awards will not be repeated and do not feature as part of
remuneration policy post-Admission. They reward the Chief Executive Ocer who is also the
founder of the company, the Chief Financial Ocer and other senior executives for their
contribution over many years to building the Company and for gaining Admission to the Main
Market. They are also intended to create an incentive to retain the Chief Executive Ocer and other
key members of the leadership team over the medium to long term following Admission. The IPO
Share Awards are designed to encourage long-term share ownership and forge an alignment of
interest between the leadership team and shareholders. The IPO arrangements for the Chief
Executive Ocer also ensure that he is, from the point of Admission, a signicant shareholder in
addition to his own investment. The IPO Share Awards were contingent on the Chief Executive
Ocer’s purchasing shares at Admission worth £3 million from his own funds. He chose to invest
afurther £1 million from his own funds. The Chief Financial Ocer also has a signicant
shareholding as the result of his IPO Share Award and shares owned outright. Their interests are
therefore strongly aligned with those of Pod Point’s shareholders. More details of the IPO Share
Awards are set out on pages 80 to 81.
The Company also recognised the extraordinary contribution of all employees to building the
Company and to the successful IPO through the one-o grant of free share awards under the
Share Incentive Plan (“SIP”) to all employees of Pod Point. Each eligible employee received an
award over approximately £3,600 worth of shares (or cash equivalent where not possible to grant
shares) at the time of award. The Company also made a one-o IPO cash bonus to all sta (except
the Executive Directors and other senior managers) with payment dierentiated for length of
service. The Remuneration Committee wanted to create an opportunity for employees to share in
the success they are helping to create and to encourage share ownership. The experience of Pod
Point’s employees has and will continue to be an important consideration for the Committee when
implementing the remuneration policy.
Performance and reward outcomes for 2021
Annual Bonus
No annual bonus payable was paid to the Executive Directors for the nancial year 2021. Some
senior executives, including the current Chief Financial Ocer, received a cash bonus in connection
with the IPO to reect the completion of pre-IPO bonus arrangements and their contributions up to
Admission. For David Surtees this represented a payment at Admission of £600,000 as set out in the
Prospectus.
IPO Share Awards and IPO Cash Awards
Part of the one-o IPO Share Awards granted to the Chief Executive Ocer and Chief Financial
Ocer at Admission comprised a restricted share award (“IPO RSAs”) with vesting subject to
continued employment and holding requirements but not conditional on the achievement of any
performance targets. Some of the shares vested on Admission and the remainder vest based on
continued service over a period of up to four years from Admission. Although most of the shares
are subject to continuing service, in accordance with the reporting requirements, the value of all
the shares is shown in the single total gure table in full for 2021 (despite the fact that the vesting of
shares is phased, and the nal tranche will not vest until the fourth anniversary of Admission).
IPO Performance Share Awards have performance periods which are measured over three and
four years so the vesting of the shares will be reported in subsequent Directors’ Remuneration
Reports once assessed. The vesting of the shares is heavily linked to Pod Point’s relative and
absolute Total Shareholder Return (TSR).
Directors’ Remuneration Report continued
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71

Directors’ Remuneration Policy
As a newly-listed company, the 2021 Directors’ Remuneration Policy set out on pages 74 to 78 is our
rst Policy presented to shareholders for approval at the 2022 AGM. When designing the Policy, the
Remuneration Committee was mindful of the six factors listed in the UK Corporate Governance
Code: clarity, simplicity, risk, predictability, proportionality and alignment to culture.
From Admission, Executive Directors’ remuneration will comprise a base salary, pension,
annual bonus, and the ability to participate in the Company’s employee share plans.
The Policy features include:
• A conservative yet competitive approach to base salaries, which recognises the skills and
experience of the Executive Directors, but also the overall composition of their remuneration
and greater weighting to performance-related pay.
• Pension provision which is the same as the contribution available to all employees which is
4.5% of salary.
• Annual bonus of up to 125% of salary with 30% of the bonus being deferred into shares which
vest after two years and are subject to any outstanding shareholding requirements.
• A share award under the Long-Term Incentive Plan (“LTIP”) of up to 200% of salary. Awards vest
after three years and any vested shares will be subject to a further two-year post-vesting
holding period.
• Shareholding guidelines of 300% of salary for the CEO and 200% for another Executive Director
which continue to apply in full for a period of two years post-cessation (with transition
arrangements for the current CFO due to his planned retirement).
• Comprehensive malus and clawback provisions.
The policy provides the opportunity for competitive remuneration opportunities only where
short-term and long-term performance targets have been met. The weighting of pay is
deliberately balanced towards variable incentives which will support the long-term
business strategy.
Implementing the policy for FY22
The salaries of the Executive Directors which were set at Admission will remain unchanged for
2022. Salary increases for employees generally were 4% with eect from 1st January 2022.
The Annual Bonus Plan (“ABP”) will operate for the rst time in 2022. The Committee determined
that the most appropriate performance measures are revenue (50% weighting), Adjusted EBITDA
(25% weighting) and ve specic operational measures (25% weighting). More details of the
measures are set out on page 79.
The Prospectus described the Pod Point Long-Term Incentive Plan which was adopted at Admission
and noted that the Committee intended to make its rst grant under the LTIP in 2022. The usual
annual award to the CEO under the Directors’ Remuneration Policy, is 200% of salary. For 2022,
however, the Committee agreed that the award for the CEO should be 150% of salary. The
Remuneration Committee took account of the share price at the time the award was made in March
2022 and reduced the level of award for the CEO further by 10%, ie 15% of salary, to 135% of salary to
135% of salary. The CFO was not eligible for an LTIP award due to his planned retirement in March
2023. The performance period is three years and the vesting of shares under award will be subject
to revenue in FY24 (25% weighting), recurring and owned asset revenue in FY24 (25% weighting),
cumulative adjusted EBITDA (25% weighting) and an ESG measure based on proportion of Battery
Electric Vehicles (BEV) or Range Extended Electric Vehicles (REX) vehicles leased or owned by Pod
Point’s employees and installers. Vested shares will be subject to a two-year holding period. More
details of the rationale for the measures and targets for 2022 are set out on page 79.
The measures and targets for the ABP and LTIP directly link with Pod Point’s highly-focused
business strategy, and reect the high growth nature of the business, to build sustainable earnings
and recurring revenue. Having assessed the remuneration arrangements in the round, the
Remuneration Committee was satised that the measures provide a balance between nancial,
operational and value creation objectives as well as building on our purpose through a focus on
the transition to an EV eet.
Conclusions
We look forward to engaging with our shareholders and other stakeholders on an ongoing
basis. I would welcome any feedback or comments on the Directors’ Remuneration Report
more generally.
Karen Myers
Chair of the Remuneration Committee
6th May 2022
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Overview of Directors’ Remuneration Policy and operation for FY22
Element of Pay Chief Executive Ocer – Erik Fairbairn Chief Financial Ocer – David Surtees
Base Salary £450,000 (no increase for FY22). £360,000 (no increase for FY22).
Pension Aligned to the employer contribution
for all employees. This is 4.5% of salary in 2022.
Benets Car allowance of up to £20,000. Car contribution of up to £9,000 towards the
Company’s EV car scheme.
(Up to £15,000 for any future Executive Director.)
Annual Bonus Plan Max: 125% of salary.
70% paid in cash/30% deferred into shares for two years when they will vest.
This will apply to the CFO even given his planned retirement.
Subject to revenue (50% weighting), Adjusted EBITDA (25% weighting)
and operational measures (25% weighting).
LTIP Up to 200% of salary (proposed award of 150%
of salary for FY22 but reduced further to 135% of
salary given share price at award date).
Three-year vesting period plus two-year
holdingperiod.
Subject to revenue in FY24 (25% weighting),
recurring and owned asset revenue in FY24
(25% weighting), cumulative adjusted EBITDA
(25% weighting) and an ESG measure based on
proportion of Battery Electric Vehicles owned or
leased by our employees and installers.
No award
Shareholding guideline 300% of salary.
Continues for two years post cessation.
100% of salary.
Continues for one year post cessation.
(200% of salary and continuing for two-year post
cessation for any future Executive Directors).
The Directors’ Remuneration Policy will be submitted for approval at the 2022 Annual General Meeting
(“AGM”). The Remuneration Committee intends that the new Policy will operate for three years. The Policy
was reviewed and approved by the Remuneration Committee. As part of the process input was received
from the Chief Executive Ocer and, to help to minimise potential conicts of interest, our independent
external advisers provided active support throughout to the Remuneration Committee.
Objectives of the policy
The proposed Directors’ Remuneration Policy, eective from the date of the 2022 AGM, has been designed
taking into account the six factors set out in provision 40 of the UK Corporate Governance Code.
Clarity
The Policy is in line with standard UK listed
company practice and should be well
understood by shareholders.
The details of each element of the
Policyare clearly set out.
The Policy can be explained in
straightforward terms to participants
to understand.
The performance measures are clear
andwell-dened.
Simplicity
Our arrangements include a market
standard annual bonus and a single
Long-Term Incentive Plan.
The design of the Policy is simple and
straightforward.
The measures for the incentive plans
are simple and operationally-focused.
Risk
The Committee retains discretion to
override formulaic outturns.
Performance measures and the target
ranges are set on a challenging, yet
realistic basis to avoid undue risk taking.
A balance of measures is used to avoid
overly focusing on a single metric at the
expense of the wider business.
Assessment of targets is done with
appropriate liaison with the Audit
Committee as necessary.
The heavy weighting towards long-term
share-based pay encourages a long-term,
sustainable mindset.
Comprehensive clawback and malus
provisions are in place.
The Policy allows for competitive but not
excessive pay outcomes.
Predictability
The Policy contains appropriate limits for
each component of pay. On an aggregate
level a dilution limit is in place.
The potential reward outcomes are set
out in the illustrations provided in
the Policy.
Performance outcomes will be
reviewedat regular intervals so there
willbe nosurprises at the end of the
performance period.
Proportionality
Performance will be assessed on a
broad basis, including a combination
of nancial, value creation and
operational metrics. The use of
dierent measures ensures there is no
undue focus on a single metric which
could be at the detriment of other
stakeholders.
Where possible sliding scale
performance ranges are used to
ensure outcomes are proportionate
to the performance standards set
and delivered.
The Committee retains discretion to
override formulaic outturns.
The Committee will assess
pay outcomes in the light of
stakeholders’ interests.
Alignment to culture
The Policy encourages long=term share
ownership which is aligned with the
sustainable purpose of the business and
isencouraged throughout Pod Point.
The Policy will reward and recognise
performance and achievement.
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Remuneration policy for Executive Directors
The following table summarises each element of the remuneration policy for the Executive Directors,
explaining how each element operates and links to the corporate strategy.
Element of pay Purpose/link to strategy Operation/performance Maximum
Base salary The foundation stone
of our remuneration
policy. Set to attract
and retain individuals
with the required
capabilities.
Salaries are set on appointment taking
into account the individual’s skills and
experience and the recruitment market.
Usually paid monthly.
Salaries are reviewed although not
necessarily increased annually normally
with eect from 1st January in the light of:
• Aordability
• Pay increases for the workforce
• Performance
• Changes in scope of responsibilities/
role
• External market trends
• Internal dierentials/relativities
• The value of total remuneration
• The Remuneration Committee’s
judgement
Salaries are benchmarked against
similarly-sized companies and other
relevant comparators and competitors
as considered appropriate.
Annual increases will normally be in line
with the average increase for the UK
employees except in exceptional
circumstances, including but not limited
to change in the scope and scale of the
organisation, change in role, the need for
accelerated pay progression, internal
dierentials and external relativities.
Pension To encourage
employees to save
and build up capital
for the long term
whether through
participation in an
occupational scheme
or payment of a cash
allowance instead.
Contribution or unconsolidated cash
allowance (or in combination)
determined as a percentage of annual
salary and usually paid monthly.
Not linked to performance. The level of
contribution or cash allowance in lieu of
a pension contribution is intended to be
in line with the maximum contribution
available to all employees.
No more than the pension contribution
available to all UK employees (which at
the date of Policy approval is 4.5% of
salary).
Other benets To ensure total
remuneration is
competitive and to
provide some nancial
protection against
illness and to
encourage wellbeing.
A range of benets is provided in line
with typical market practice including,
but not limited to, a car or car allowance
and permanent health insurance.
Additional benets may be provided
within the Directors’ Remuneration
Policy for other reasonable business
reasons such as relocation whether
domestic or international.
The CEO’s car allowance will not exceed
£20,000 per year.
The car allowance for any other Executive
Director will not exceed £15,000 per year.
The maximum value of other benets will
vary depending on the cost to the
Company of providing them.
This excludes any relocation benets
which will be capped by the approved
relocation policy.
Element of pay Purpose/link to strategy Operation/performance Maximum
Annual Bonus
Plan (“ABP”)
To focus the attention
of the Executive
Directors and reward
them for achieving
results based on
targets set in line with
the annual business
plan and the
longer-term corporate
strategy.
The annual bonus will be based on
nancial, strategic and/or operational
measures and targets set for and
measured over the nancial year.
They may also include individual and
team-based objectives and targets. At
least 50% of the performance measures
will be nancial.
Up to 30% of any bonus earned (subject
to a de minimis amount) will usually be
delivered in shares which will be deferred
for two years (the “DBSP”). Dividends or
dividend equivalents may be paid to the
extent the shares vest.
Both the cash and DBSP elements of
annual bonus will be subject to malus
and clawback provisions.
Deferred bonus shares are forfeitable on
leaving unless the Executive Director is
deemed to be a “good leaver”.
The maximum for the CEO and for any
other Executive Director will be 125% of
salary a year.
No bonus will be paid below threshold
and the full bonus will be paid only for
meeting or exceeding the maximum
performance standards set.
The bonus earned for meeting target
may vary from year to year depending
on the measures and a range of
commercial factors.
Long-Term
Incentive Plan
(“LTI P ” )
To align the long-term
interests of the
Executive Directors
with those of
shareholders. To
encourage teamwork
across the leadership
group. To reward for
delivering long-term
sustainable results and
to retain.
Annual awards of performance shares.
The share scheme will allow for a variety
of share-based arrangements including
conditional shares, forfeitable shares
and nil-cost or nominal cost options. The
Remuneration Committee may set any
measures as it considers appropriate
from year to year based on the Board’s
strategic objectives.
The awards vest three years after the date
of appointment and Executive Directors
will be required to hold (if necessary after
tax has been paid) the shares for two
years after they have vested.
Dividends or dividend equivalents may be
paid to the extent the shares vest.
Malus and clawback will apply.
Maximum annual award of up to 200%
of salary.
No more than 25% of the shares under
award will vest at threshold or the
deemed equivalent.
Share
ownership
requirement
To encourage
Executive Directors to
invest their own capital
– including
remuneration from
released and vested
shares – in the
company.
Executive Directors are required to retain
some or all of the net value of vested
shares under the Deferred Bonus Plan
and the Performance Share Plan until
they have met the requirement.
300% of salary for the CEO and 200% of
salary for any future Executive Director.
Executive Directors will normally be
required to maintain their shareholding
for two years after they leave the board.
For the current CFO, given his planned
retirement the holding requirement will
be 100% of salary, which must be
maintained for one year after he leaves
the Board.
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Element of pay Purpose/link to strategy Operation/performance Maximum
All-employee
share schemes
To encourage
teamwork across the
company and to align
the interest of all
employees with those
of shareholders. To
create an opportunity
to share in the success
of the company,
where possible,
tax-eectively.
Executive Directors may participate in
any all-employee share scheme, on the
same terms as other employees, in
accordance with HMRC and other
requirements.
Subject to the relevant legislation
Fees policy for Chairman and Non-Executive Directors
The following table summarises the fees policy for the Chairman and the NEDs.
Element of pay Purpose/link to strategy Operation/performance Maximum
Fees To provide a competitive
fee to attract NEDs who
have the requisite skills
and experience to
oversee the
implementation of the
Company’s strategy.
Fees for the Chairman are set by the
Committee. Fees for the other NEDs are
set by the Board excluding the NEDs.
Fees are reviewed, but not necessarily
increased, annually. Fee increases are
normally eective from 1st January.
Fee levels are determined based on
expected time commitments of each role
and by reference to comparable fee
levels in other similar sized companies.
Additional fees are payable to the Senior
Independent Director and Chairs of
Board Committees to reect their
additional responsibilities.
Additional fees may be paid for other
responsibilities which include a higher
time commitment than normal.
Reasonable business expenses (including
any tax thereon) will be reimbursed.
The Chairman and the other NEDs may
also receive reasonable benets
including, for example, the installation of
a charging point.
There is no overall aggregate annual limit
for fees payable to the NEDs.
Discretion retained by the Committee in operating the incentive plans
The Committee administers the respective incentive plans in line with their rules, in accordance with HMRC
regulations and the Listing rules where relevant. To ensure the ecient administration of these plans, the
Committee will retain discretions which include (but are not limited to) the following:
• the number of participants in the plans;
• the possible timing of grants, vesting and/or payments under the plans;
• the size of any grant, vesting and/or payment (within the limits set out in the approved Policy for
Executive Directors);
• determining the performance measures and targets which are appropriate for each incentive plan from
year to year;
• whether it is necessary to use discretion to amend the outcome;
• determining the leaver status and the appropriate treatment under the incentive plan;
• determining the relevant treatment of outstanding awards in the event of a change of control; and
• determining the relevant treatment of outstanding awards in certain circumstances (e.g. corporate
restructuring events, variation of capital and special dividends).
The Committee will also have the ability to amend or replace the performance conditions applying to
outstanding awards if an event occurs which causes the Committee to believe that the original condition is
no longer appropriate. Any change to the performance conditions cannot be materially less challenging
than the original condition would have been but for the event in question.
Legacy arrangements
As set out in the Prospectus, the Company has various legacy IPO arrangements, some of which remain
subject to time vesting and/or performance conditions post-IPO. These are summarised further under the
section headed ‘Legacy IPO Award grants’ in the Annual Report on Remuneration. This Policy gives
authority to the Committee to honour the commitments entered into with current Directors prior to the
Company’s Admission. Equally the Committee will honour any commitments made to any future internally
promoted Directors prior to their appointment to the Board. Details of any payments under the legacy
incentive arrangements will be set out in future Directors’ Remuneration Reports as they arise.
Recoupment (malus and clawback)
Malus and clawback may be applied at any time before an award vests or for three years after vesting in
the following circumstances:
• material nancial misstatement;
• signicant reputational damage;
• gross negligence or gross misconduct by a participant;
• fraud eected by or with the knowledge of a participant;
• conduct or behaviour by a participant which breaches the Company’s values;
• material corporate failure;
• a failure of risk management, including material breach of health and safety standard or failure to
prevent bribery, corruption or tax evasion;
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• an event resulting in a material detrimental eect on the Company’s stakeholders or market reputation;
• unreasonable failure to protect the interests of the Company’s stakeholders; and
• where awards were granted or vested based on erroneous or misleading data.
Malus permits the Company to reduce the amount of any unvested award, including awards in holding
periods. Clawback permits the Company to reduce the amount of any vested award or any future salary
or bonus and also require the employee to pay back amounts.
Selection of performance measures and targets
The Remuneration Committee will choose the most appropriate performance measures for the ABP and
LTIP based on the strategic priorities of the business at the time. The measures, weightings and targets
used may change from year to year to reect the needs of the business and its KPIs.
Measures used may include nancial (such as revenue and adjusted EBITDA), operational, strategic, ESG,
personal or collective non-nancial milestones. The broad use of such measures is intended to ensure
performance is assessed on a rounded basis and is appropriately aligned to the Group’s KPIs.
The Committee will set the performance targets for the ABP and LTIP after considering internal business
plans, external analyst consensus (to the extent it exists) and other relevant economic and regulatory
indicators. The target range will be challenging, yet realistic so as not to incentivise undue risk taking.
Achieving the top end of the performance range will require stretching over performance.
Statement of consideration of shareholder views
Prior to Admission the views of Pod Point’s two major shareholders (who remain substantial shareholders)
were carefully considered when determining the Policy. In advance of the 2022 Annual General Meeting,
the Remuneration Committee Chair wrote to Pod Point’s largest shareholders and the shareholder
representative bodies. The Committee will continue to engage with shareholders and to respond to
shareholder feedback.
Material changes to the Policy will be subject to prior consultation with major shareholders.
Dierences in remuneration policy for Executive Directors and employees in general
The Company provides a market competitive package to all employees with the potential for further reward
through annual incentives linked to the achievement of key performance objectives which are consistent
with those of the senior management team. However, Executive Directors have a larger proportion of their
package weighted towards variable pay so more is ‘at risk’ than it is for employees in general. The longer-
term nature of pay, including deferral periods, post-vesting holding periods, shareholding requirements and
post-cessation shareholding requirements do not apply to employees more generally.
For 2022, the LTIP has been operated for c.45 individuals who are most able to inuence Group level
performance. All eligible employees are able to participate in all-employee share plans in order to become
shareholders in the business. The Company will consider the introduction of ongoing all-employee share
plans during FY22.
Statement of consideration of employment conditions elsewhere in the Group
Pod Point had 409 employees as at the end of the nancial year, most of whom are in the UK. Following
Admission and from FY22, the Committee will be kept informed of pay and employment conditions
throughout the Company, at least on an annual basis. The Committee will receive regular updates on pay
information such as base salary increases and annual incentive outcomes throughout the Company. The
Committee will also approve share incentives granted.
The output from wider Board employee engagement activities will be fed back into the Committee to
assist its deliberations.
The Committee has not, to date, consulted with employees on matters of remuneration policy. The
Committee will ensure that the appropriate mechanisms are in place for employee engagement on
executive remuneration matters as appropriate.
Executive Directors’ external appointments
Executive Directors may accept an external appointment as a Non-Executive Director with the prior approval
of the Board. Any fees payable for such an appointment can be retained by the Executive Director. Neither
of the Executive Directors serve as a non-executive director on another listed company board.
Recruitment policy
The remuneration package for any new Executive Director will be set in accordance with the terms of the
Policy in place at the time of appointment. The principles which will be applied are set out below:
Element of pay Recruitment Policy
Base salary Set at an appropriate level on appointment which takes into account the skills, experience and
knowledge of the individual and the responsibilities of the role.
If the base salary is set initially at a lower position to reect experience, subsequent increases
may be higher than those of employees generally to achieve the desired market position in line
with the individual’s development in the role.
Benets To be in line with the Policy. The Committee will have the discretion to pay certain relocation
expenses as deemed necessary.
Pension To be in line with the Policy.
ABP To be in line with the Policy. Any ABP for the year of appointment will be pro-rated based on
service rendered. Depending on the timing and circumstances of the appointment, it may
be appropriate to use dierent performance measures for the remainder of the initial
performance period.
LTIP To be in line with the Policy. An award may be made shortly after appointment.
External appointments The Committee may decide to compensate for any remuneration forfeited when leaving their
previous employer. Any compensation will be of no higher value than that of the awards forfeited
and would generally be determined on a comparable basis taking into account the form, time
horizons and any relevant performance conditions. Any such buy-out award may be granted
under the LTIP or the provision available under UKLA Listing Rule 9.4.2.
Internal appointments For an internal appointment, any existing pay or contractual arrangements agreed prior to
them being appointed to the Board, may be allowed to continue on its original terms, adjusted
as relevant to take into account the new appointment.
Non-Executive Directors’ fees To be in line with the Policy.
Directors’ Remuneration Report continued
Remuneration
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
76

Executive Directors’ service contracts
Each Executive Director’s service agreement will be terminable by the Company or the respective Executive
Director on six months’ written notice. The Company will also be entitled to terminate an Executive Director’s
service agreement with immediate eect by payment in lieu of notice, equal to the basic annual salary that
would have been payable during the notice period. The contracts are available for inspection as are the
letters of appointment of the Chair and the Non-Executive Directors at the Company’s registered oce.
The date of each executive joining the Board is noted in the table below:
Date of joining the Board
Erik Fairbairn 25th October 2021
David Surtees 25th October 2021
The service contract of any new appointment is expected to be consistent with that of current
Executive Directors.
Non-Executive Directors’ terms of appointment
The Non-Executive Directors do not have service contracts with the Company but instead have letters of
appointment. The date of appointment and the most recent re-appointment and the length of service for
each Non-Executive Director are shown in the table below:
Date of
appointment Length of service
Gareth Davis (Chair) 28th April 2021 1 year
Phillipe Commaret 29th January 2020 2 years
Robert Guyler 11th February 2020 2 years
Andy Palmer 24th May 2021 1 year
Margaret Amos 2nd June 2021 1 year
Norma Dove-Edwin 6th May 2021 1 year
Karen Myers 11th May 2021 1 year
Erika Schraner 21st June 2021 1 year
For the Chair and the Non-Executive Directors other than Philippe Commaret and Robert Guyler, each
appointment is for a xed term ending on the Company’s third Annual General Meeting following Admission,
but each appointee may be invited by the Company to serve for a further period or periods. Philippe
Commaret and Robert Guyler’s appointments are expected to continue for so long as they are nominated
as Directors. In any event, each appointment is subject to annual re-election by shareholders at each
Annual General Meeting. The appointments of the Chair, Andy Palmer, Margaret Amos, Norma Dove-Edwin,
Karen Myers and Erika Schraner may be terminated at any time by either party giving the other six months’
written notice or in accordance with the Articles. Philippe Commaret and Robert Guyler’s appointment may
be terminated at any time by them giving the Company three months’ notice or in accordance with the
Articles or the Relationship Agreement.
Policy on payment for departure from oce
The Company will be entitled to terminate an Executive Director’s service agreement with immediate eect
by payment in lieu of notice equal to the basic annual salary the Executive Director would have been
entitled to receive during the notice period, payable in equal monthly instalments which are reduced if the
Executive Director secures alternative employment/engagement within that period (the Executive is
contractually obliged to make reasonable eorts to secure alternative employment/engagement).
The Committee will take into account the contractual entitlements, rules of the incentive plans, the specic
circumstances for the departure and the interests of shareholders when determining the termination treatment:
Component of pay
Voluntary resignation or termination
for cause ‘Good leaver’ (e.g. death, ill health, disability)
Salary, benets and pension. Paid for the proportion of the notice period
worked and any untaken holidays pro-rated
to the leaving date (including the balance of
any notice period).
Paid for the proportion of the notice period
worked and any untaken holidays pro-rated
to the leaving date.
A Payment In Lieu of Notice (“PILON”) for
salary only for the balance of any notice
period may be made in instalments subject
to mitigation.
ABP. Ceasing employment part way through the
bonus year will normally result in no bonus
being paid.
Good leavers are eligible to receive a ABP
award at the normal payment date, pro-rated
for time served. Any award will be subject to an
assessment that the relevant performance
targets have been met.
DSBP awards. Unvested DSBP awards will lapse. Awards will normally continue to vest on their
original vesting date.
LTIP awards (and legacy IPO
Share Awards).
Unvested LTIP awards will lapse. LTIP awards will normally be retained by the
individual for the remainder of the vesting
period and remain subject to the relevant
performance conditions, with the award time
pro-rated. The Committee will retain discretion
to assess the performance conditions and
allow awards to vest at an earlier date if
considered appropriate (and to disapply
time pro-rating if considered appropriate).
Any outstanding SIP and/or SAYE awards will be treated in line with HMRC regulations.
The Committee has the authority to settle any legal claims against the Company, if considered to be in the
best interests of shareholders. The Committee may also reimburse legal costs and provide a contribution
towards outplacement support if felt appropriate.
If there is a change of control or similar event, outstanding awards may vest early subject to any performance
criteria assessment subject to time pro-rating unless the Committee believes it is not appropriate. Alternatively,
awards may be exchanged into equivalent awards in any acquiring company on such terms as the Committee
agrees with the acquirer.
Directors’ Remuneration Report continued
Remuneration
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
77

£385
£610
£835 £835
£1,969
£1,665
£1,080
£495
2,250
2,000
1,750
1,500
1,250
1,000
750
500
250
0
Minimum
Minimum
On-target On-target
MaximumMaximum Max with growth Max with growth
Share price growth
Long-term incentive
Annual bonus
Fixed
£’000
CEO CFO
15%
31%
29%
30%
36%
34%
25%46%100%
26%
100% 63% 46% 46%
37%
54% 54%
0% 0%
0%
Illustration of remuneration policy
The chart below set out the potential values of the remuneration package for FY22 under various
performance scenarios.
Notes
a) Salary represents annual salary for 2022. Benets have been included based on estimated 2022 gures.
b) Pension represents the value of the annual pension allowance for Executive Directors of 4.5% of salary.
c) Minimum performance comprises salary, benets and pension only with no bonus awarded and no LTIP vesting.
d) Target performance comprises ABP payouts and LTIP vesting at 50% of maximum (provided for illustrative purposes only)
but with no share price appreciation.
e) Maximum performance comprises ABP payouts and LTIP vesting at maximum level but with no share price appreciation.
f) Maximum + share priced growth comprises the gures referred to in note e) above plus an assumed increase of 50% in the
value of the LTIP award to take account of potential share price appreciation.
NB: there is no LTIP award for David Surtees in FY22 due to his planned retirement. The LTIP award for Erik Fairbairn in FY22
was 135% of salary.
Directors’ Remuneration Report continued
Remuneration
Implementation of Policy for FY22
Element of Pay Chief Executive Ocer – Erik Fairbairn
Chief Financial Ocer –
David Surtees
Base Salary £450,000 £360,000
Pension 4.5% of salary
Benets Car allowance of up to £20,000 Car contribution of up to
£9,000 towards the
Company’s car scheme
ABP Max: 125% of salary
Subject to Revenue (50% weighting), EBITDA (25% weighting) and operational measures (25% weighting)
Targets considered to be commercially sensitive, but will be disclosed on a retrospective basis
30% of any bonus earned will be deferred into shares and vest after two years.
This will apply to the CFO even given his planned retirement
LTIP 135% of salary on grant. This represented a reduction of 10% of the award of 15%
of salary and took into account the performance of the share price between the
date of Admission and the date of award in March 2022.
Subject to:
Measure* Weighting
Threshold
(25% payable)
Maximum
(100% payable)
Revenue in FY24 25% £133m £196m
Recurring and Owned
Asset Revenue in 2024
25% £18m £33m
Cumulative adjusted
EBITDA FY22-FY24
25% £20m £40m
ESG – proportion of Pod
Point UK leased or owned
eet which are Battery
Electric Vehicles (BEV) or
Range-Extended hybrid
Vehicles (REX)
25% 75% are
BEV or REX
95% are
BEV or REX
No award due to planned
retirement
* the Remuneration Committee has selected the performance measures, for the rst award following Admission, based
on Pod Point’s strategy for growth, its operational value drivers, and taking into account the importance of being able
to set robust and measurable targets. Strong performance against these measures will drive value for shareholders
and stakeholders. The Remuneration Committee will work closely with the Audit Committee to ensure that nancial and
operational measures and targets are carefully evaluated.
Element of Pay Chair’s Fee NEDs’ Fee
Fees £209,000 Base Fee: £58,000
Audit Chair’s Fee: £12,000
Remuneration Chair’s Fee: £11,000
Senior Independent Director’s Fee:
£10,000
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
78

Annual Report on Remuneration
Single total gure of remuneration (audited)
The following tables set out the total remuneration received by Executive Directors and Non-Executive Directors from the date of incorporation, which represents 11 months ended 31st December 2020 and the full year
ended 31st December 2021.
£’000 Salary and fees Benets
1
Bonus LTIPs Pension
2
Total before
Legacy Awards
Legacy Award
- IPO Share
Awards
4
Legacy Award
- IPO Cash
Award
4
Total
gure
remuneration Total Fixed Pay
Total Variable
Pay
Executive Directors
Erik Fairbairn 2021 281 6 – – 2 289 3,879 – 4,168 289 3,879
2020 (11 months)
5
223 8 1,982
3
– 21 2,234 – – 2,234 2,234 1,982
David Surtees 2021 269 – – – 2 271 420 1,200
7
1,891 271 1,620
2020 (11 months)
6
158 – 296
3
– 5 459 – – 459 459 296
Non-Executive Directors
Gareth Davis 2021 30 – – – – 30 – – 30 30 –
2020 (11 months) – – – – – – – – – – –
Phillipe Commaret
8
2021 – – – – – – – – – – –
2020 (11 months) – – – – – – – – – – –
Robert Guyler
8
2021 – – – – – – – – – – –
2020 (11 months) – – – – – – – – – – –
Andy Palmer 2021 10 – – – – 10 – – 10 10 –
2020 (11 months) – – – – – – – – – – –
Margaret Amos 2021 10 – – – – 10 – – 10 10 –
2020 (11 months) – – – – – – – – – – –
Norma Dove-Edwin 2021 8 – – – – 8 – – 8 8 –
2020 (11 months) – – – – – – – – – – –
Karen Myers 2021 10 – – – – 10 – – 10 10 –
2020 (11 months) – – – – – – – – – – –
Erika Schraner 2021 8 – – – – 8 – – 8 8 –
2020 (11 months) – – – – – – – – – – –
Notes to table
1 Benets corresponds to the taxable benets receivable during the relevant nancial year
2 Pension corresponds to the amount contributed to dened contribution pension plans or a cash payment in lieu of a pension contribution
3 The bonus amounts in 2020 include legacy pay arrangements agreed with EDF relating to the acquisition of the business by EDF in February 2020
4 Legacy Awards relate to IPO Cash and IPO Share Awards – see pages 80 to 81
5 Full year 2020 total including legacy awards: £2,250,502, xed pay: £268,502, variable pay: £1,982,000
6 Full year 2020 total including legacy awards: £472,015, xed pay: £176,015, variable pay: £296,000
7 Half of the IPO cash payment of £1.2 million to the Chief Financial Ocer was paid on Admission and the remainder is payable on the rst anniversary of Admission
8 Philippe Commaret and Robert Guyler are not entitled to any fee from the Company in respect of their directorships
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
79

Annual Report on Remuneration continued
Base Salary
At IPO the annual base salaries for the CEO and CFO were set at £450,000 and £360,000 respectively.
Benets
Benets consisted of life insurance. The CEO is provided with access to an EV car under a legacy
arrangement until the expiry of the lease in 2022. Upon expiry of the lease, he will be entitled to a car
allowance of up to £20,000 per annum. The CFO was provided with a contribution of up to £750 per
month towards a lease car under the Company’s EV car scheme but this was unused in 2021.
Pension
The Executive Directors received pension benets equivalent to 4.5% of salary.
Annual Bonus
No normal annual bonus was payable for the nancial year 2021.
Awards granted in the year
In recognition of the contribution towards building the Company and the additional work undertaken
through to Admission, and to transition to the Company’s proposed post-Admission remuneration
arrangements, the Company made grants of one-o incentive awards to the Executive Directors and other
senior executives at IPO. The IPO Awards consist of three components:
(i) IPO Cash Awards, subject to continued employment only;
(ii) IPO Restricted Share Awards which are subject to continued employment; and
(iii) IPO Performance Share Awards based on the achievement of performance conditions including
Pod Point’s relative and absolute TSR and subject to continued employment.
IPO Cash Award
The current CFO received a cash bonus in connection with the IPO to reect the completion of pre-IPO
bonus arrangements and his contributions up to Admission. This represented a payment at Admission of
£600,000, with a further payment of £600,000 due to be paid on the rst anniversary of Admission.
There is no IPO Cash Award for Erik Fairbairn.
IPO Restricted Share Award
Erik Fairbairn was granted a one-o co-investment opportunity, under which he made a substantial personal
investment to acquire shares with an aggregate value of £3 million at the oer price at his own cost (the
“Co-investment Shares”). In consideration for acquiring the Co-investment Shares, Erik was granted an IPO
Restricted Share Award over 1,723,969 shares, with an aggregate face value of £3,878,930 at the oer price.
Erik’s award will vest in ve tranches (6/18ths on Admission, 5/18ths on each of the rst and second
anniversaries of Admission, and 1/18th on each of the third and fourth anniversaries of Admission), subject to
continued employment and not giving or receiving notice and retaining the Co-investment Shares.
David Surtees was awarded an IPO Restricted Share Award over 186,668 shares, with a face value of £420,003 at
the oer price. David’s award will vest in three tranches (37.6% on Admission, 37.6% on the rst anniversary of
Admission, and 24.8% on the second anniversary of Admission), subject to continued employment and not
giving or receiving notice (other than retirement on the terms agreed with the Company).
IPO Performance Share Award
Erik Fairbairn was granted a one-o IPO Performance Share Award over 1,267,611 shares with an aggregate
face value of £2,852,125 at the oer price. The IPO Performance Share Awards will vest in two tranches. Half
of the shares under award will be subject to performance measures and targets, and will vest, subject to
continued employment and not giving or receiving notice, on the later of the third anniversary of Admission
and the date the last of the relevant performance conditions is assessed. The remaining half of the shares
under award will be subject to performance measures and targets, and will vest, subject to continued
employment and not giving or receiving notice, on the later of fourth anniversary of Admission and the
date the last of the relevant performance conditions is assessed. The performance measures and targets
agreed by the Remuneration Committee for both tranches of the IPO Performance Share Awards are:
• 50% cumulative revenue performance–35% vests for achieving threshold revenue performance, 75% vests
for target cumulative revenue performance, and 100% vests for maximum cumulative revenue
performance. The proportions of the award which vest for threshold and target performance reect the
stretching nature of the cumulative revenue targets. For the element measured after three years, the
threshold, target and maximum cumulative revenue targets are £154 million, £271 million and £387 million
for the three nancial years ended 31st December 2024. For the element measured after four years, the
threshold, target and maximum cumulative revenue targets are £252 million, £441 million and £631 million
as for the four nancial years ended 31st December 2025. Vesting will occur on a straight‒line basis for
performance between threshold and target and between target and maximum.
• 25% relative TSR ‒ the Company’s TSR to be assessed against a comparator group of companies
(constituents of the FTSE Small Cap Index (excluding Investment Trusts)) over a period of three years
from Admission in respect of 50% of the shares linked to relative TSR and four years in respect of the other
50% of the shares. In each case, 25% of the shares vest for achieving Median ranking, rising on a
straight-line basis to full vesting for achieving an Upper Quartile ranking.
• 25% absolute TSR ‒ the Company’s absolute TSR to be assessed based on growth over a period of three
years from Admission in respect of 50% of the shares linked to absolute TSR and four years in respect of
the other 50% of the shares. In each case, 25% of this element vests for achieving a CAGR of 5%, rising on
a straight-line basis to full vesting for achieving a CAGR of 15%.
In light of his planned retirement no IPO Performance Share Award was made to David Surtees.
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
80

Annual Report on Remuneration continued
Awards vested in the year
As noted above, part of the legacy IPO Restricted Share Award vested on Admission, while the remainder
will vest in future years. As the awards are not subject to any performance conditions the full value of the
awards is recognised in the single total gure table in the year in which they are granted. For Erik Fairbairn
and David Surtees this represents the face value of the awards at Admission (as set out above).
Other Statutory Requirements
Share Interests and Incentives
Shares owned
outright
Awards unvested
and subject to
performance
conditions
Awards unvested
with no performance
conditions
Awards vested but
not exercised
Shareholding
requirement met
Erik Fairbairn 1,777,778 1,278,611 1,149,313 574,656 YES – 1645% of salary
David Surtees 37,042 – 116,464 NO – 75% of salary
Gareth Davis 88,889 N/A
Phillipe Commaret – N/A
Robert Guyler – N/A
Andy Palmer 25,778 N/A
Margaret Amos 4,444 N/A
Norma Dove-Edwin 13,333 N/A
Karen Myers 25,778 N/A
Erika Schraner 25,778 N/A
IPO share awards which remain outstanding are nil-cost options.
Shares counting towards the guideline include those purchased from own funds, vested (but unexercised)
share awards on a net of tax basis, unvested share awards not subject to performance measures on a net
of tax basis. The shareholding requirement will continue to apply to the CEO and new Executive Directors
for a period of two years after termination of employment. In light of his retirement by 31st March 2023,
ithas been agreed that the post-employment shareholding requirement for David Surtees will be 100%
ofsalary for one year.
Our middle market share price at the close of business on 31st December 2021 was £2.75 and the range of
the middle market price during the year since IPO was £2.16 to £2.80.
Since the year-end there have been no other changes in the shareholdings.
Change in CEO Total Remuneration
The following chart shows the value of £100 invested in the Company (at the date of Admission) compared
with the value of £100 invested in the FTSE Small Cap Index. We have chosen the FTSE Small Cap Index as it
provides the most appropriate and widely recognised index for benchmarking the Company’s corporate
performance since Admission.
Pod Point FTSE Small Cap Index
130
125
120
115
110
105
100
95
90
80
85
09.11.2021
10.11.2021
11.11.2021
12.11.2021
15.11.2021
16.11.2021
17.11.2021
18.11.2021
19.11.2021
22.11.2021
23.11.2021
24.11.2021
25.11.2021
26.11.2021
29.11.2021
30.11.2021
01.12.2021
02.12.2021
03.12.2021
06.12.2021
07.12.2021
08.12.2021
09.12.2021
10.12.2021
13.12.2021
14.12.2021
15.12.2021
16.12.2021
17.12.2021
20.12.2021
21.12.2021
22.12.2021
23.12.2021
24.12.2021
27.12.2021
28.12.2021
29.12.2021
30.12.2021
31.12.2021
Total Shareholder Return
Source: Datastream (a Renitiv product)
TSR – Value of a 100 unit investment made at Admission
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
81

CEO remuneration (£’000) FY21
Total remuneration excluding legacy awards £289
Total remuneration including legacy awards £4,168
Annual bonus as a % of max n/a
Shares vesting as a % of max n/a
CEO Pay Ratio
Financial Year Element P25 P50 P75
2021
Total remuneration ratio
excluding legacy awards 9:1 7:1 5:1
Total remuneration ratio
including legacy awards 132:1 102:1 73:1
Total remuneration
value £’000 £31,517 £40,933 £56,586
Salary ratio 11:1 9:1 6:1
Salary value £’000 £25,541 £31,002 £46,935
The Company has used Option A as dened by the Regulations and calculated the pay and benets of all
UK employees on a full-time equivalent basis as this is felt to be the most accurate way of calculating the
ratio. The 2021 total remuneration ratio is not considered to be representative of a normal year as it is
distorted by the CEO numerator when the value of legacy awards is included. For this reason, we have also
shown the ratio excluding the value of legacy awards. As this is the rst year of reporting the CEO pay ratio
there are no prior year comparatives but the Committee will monitor future movements in the ratio noting
that we expect continued volatility over the next few years as legacy items and incentive pay outcomes for
the CEO are more variable.
Relative importance of spend on pay
In view of the fact that Pod Point only listed in November 2021, there is no comparable year-on-year
change to disclose. Full disclosure will be presented in the Annual Report on Remuneration for FY22.
Percentage change in Director pay
In view of the fact that Pod Point only listed in November 2021, there is no comparable year-on-year
change to disclose. Full disclosure will be presented in the Annual Report on Remuneration for FY22.
Payments for loss of oce and/or payments to former Directors
No payments for loss of oce, nor payments to former Directors were made during the year under review.
Statement of shareholding voting
This is the rst Policy and Directors’ Remuneration Report submitted to shareholders. Disclosure of the
voting results at the FY21 AGM will be shown in the Annual Report on Remuneration for FY22.
Annual Report on Remuneration continued
The Remuneration Committee
Role and responsibilities of the Remuneration Committee
The Remuneration Committee develops the Group’s policy on executive remuneration, determines
the levels of remuneration for Executive Directors and the Chair and other senior executives (and
considers, determines and approves the provisions of the service agreements for such persons) and
prepares an annual Remuneration Report for approval by the shareholders at the Annual General
Meeting. The Remuneration Committee will also approve any share scheme to be established by the
Company. The Remuneration Committee will meet as often as it deems necessary but at least two
times a year.
The Remuneration Committee is chaired by Karen Myers and its other members are
Dr.MargaretAmos, Norma Dove-Edwin, Dr. Andy Palmer and Dr. Erika Schraner. For so long as EECL’s
shareholding is equal to or exceeds ten per cent, it is entitled to appoint a representative (whose
identity must be approved in advance by the Board) as an observer to the Remuneration Committee.
The Committee may invite the Chairman, the CEO, CFO and other members of management to
attend all or part of meetings but no individuals will be present when their own remuneration
is discussed.
Advisors
The Committee appointed FIT Remuneration Consultants LLP (“FIT”) as their independent advisor. FIT
advised on all aspects of the Directors’ Remuneration Policy and practice and reviewed remuneration
structures against corporate governance norms. FIT is a member of the Remuneration Consultants’
Group and complies with its Code of Conduct which sets out guidelines to ensure that its advice is
independent and free of undue inuence. FIT carries out no other work for Pod Point or its
subsidiaries. The Remuneration Committee has used its judgement to assess the advice provided and
is satised that it is objective. From the period from Admission to the end of the nancial year, FIT was
paid time-based fees of £16,298.
Key activities during the year
The Committee held 1 scheduled meeting since its formation. The key activities and matters
discussed at these meetings included:
• The appointment of remuneration advisors to the Committee
• The preparation of the post-Admission Directors’ Remuneration Policy
• The drafting of the Directors’ Remuneration Report
• The performance measures and targets to be used for FY22 ABP and LTIP.
This report was approved by the Board and signed on its behalf by:
Karen Myers
Chair of the Remuneration Committee
6th May 2022
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
82

Statutory, Regulatory and Other Information
Directors’ Report 2021
In accordance with Section 415 of the Companies Act 2006, the Directors of Pod Point Group Holdings plc present their report for the year ended 31st December 2021.
The Directors believe that the requisite components of this report are set out elsewhere in this Annual Report and/or on the Company’s website https://investors.pod-point.com/.
The table below sets out where the necessary disclosures can be found.
Business Performance
Results Results for the year ended 31st December 2021 are set out in the
Chief Financial Ocer’s statement on pages 15 to 20 and the
Consolidated Income Statement on page 96.
Dividends No dividends will be proposed for the year-ended 31st December
2021.
Strategic Report The Strategic Report can be found on pages 04 to 53.
Corporate Governance
Statement
The Company’s Statement on Corporate Governance can be found
on page 56.
Directors’ Remuneration
Report
The Directors’ Remuneration Report can be found on pages
70 to 82.
Activities in research and
development
The Company’s activities include software and hardware
development in relation to its electric vehicle charging products.
Future developments Details about the Company’s future developments can be found
inthe Strategic Report on page 13.
Post-balance sheet events There have been no post-balance sheet events.
Directors
Directors Directors that have served during the year and up to the date of
signing and summaries of the current Directors’ key skills and
experience are set out in the Corporate Governance Report on
pages 57 to 59.
Directors’ Interests Details of the Directors’ benecial interests are set out in the
Remuneration Report on page 81.
Directors’ Indemnities The Company has given indemnities to each of the Directors in
respect of any liability arising against them in connection with the
Company’s (and any associated company’s) activities in the
conduct of their duties. These indemnities are subject to the
conditions set out in the Companies Act 2006 and remain in place
at the date of this report.
Directors’ and Ocers’
Liability Insurance
Directors’ and Ocers’ Liability Insurance cover is in place at the
date of this report. Cover is reviewed annually.
Constitution
Articles of association
Any amendments made to the Articles of Association may be made by a special resolution of
shareholders. The following is a summary of the structure, rights and restrictions of the Company’s
share capital:
• The rights attaching to the shares will be uniform in all respects and they will form a single class
for all purposes, including with respect to voting and for all dividends and other distributions
thereafter declared, made or paid on the ordinary share capital of the Company.
• On a show of hands every holder of Shares in the capital of the Company (each, a “Shareholder”)
who is present in person shall have one vote and on a poll every Shareholder present in person or
by proxy shall have one vote per Share.
• Except as provided by the rights and restrictions attached to any class of shares, Shareholders will
under general law be entitled to participate in any surplus assets in a winding up in proportion to
their shareholdings.
• The Shares do not carry any rights as respects to capital to participate in a distribution (including
on a winding-up) other than those that exist as a matter of law.
• There are no restrictions on the free transferability of the Shares.
Branches outside the UK The Company has a branch in France and an entity in Norway
Change of control
The following represents the likely eect on signicant agreements with the Company were it to be
subject to a change of control:
• The Company’s relationship agreement with EDF Energy Customers Limited (“EECL”) is described
on page 44 of the Strategic Report. The Relationship Agreement may be terminated in the event
of the Company ceasing to be listed on the premium listing segment of the Ocial List and
ceasing to trade on the Main Market of the London Stock Exchange; or EECL ceasing to control
more than 10% of the voting rights in the Company.
The Company does not have any agreements with any Non-Executive Director, Executive Director or
employee that would provide compensation for loss of oce or employment resulting from a change
of control.
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
83

Statutory, Regulatory and Other Information continued
Stakeholders and Policies
Section 172 Statement The Company’s Section 172 Statement can be found in the
Strategic Report on page 53.
Employee engagement Details of how the Company engages with its workforce can be
found in the Strategic Report on page 38.
Stakeholder engagement on
key decisions
Details of the key decisions and discussions of the Board during
the year and the main stakeholder inputs into those decision are
set out in the Strategic Report on page 53 and Corporate
Governance Report on page 62.
Modern Slavery Statement The Company has approved and published on its website its
Modern Slavery Statement in accordance with the Modern Slavery
Act 2015. pod-point.com/legal/modern-slavery-statement.
Diversity policy The Company approved a policy on diversity and inclusion. An
overview of the Company’s approach to equity, diversity and
inclusion may be found on page 38 of the Strategic Report.
Greenhouse gas emissions Details of the Company’s greenhouse gas emissions can be found
in the Report on page 40 of the Strategic Report.
Political contributions The Company did not make any donations to political
organisations during the year.
Financial risk Details of the Company’s policies on nancial risk management
and the Company’s exposure to price risk, credit risk, liquidity risk
and cash ow risk are outlined in note 24 to the nancial statements.
Shareholders and Share Capital
Share Capital Details of the Company’s share capital are set out in note 23 to the
nancial statements on page 120.
Authority to purchase
own shares
A resolution authorising the Company to purchase up to 10% of its
issued share capital will be proposed at the 2022 AGM.
Major interests in shares As at 31st December 2021, the Company had been advised of the
following notiable interests (whether directly or indirectly held) in
its voting rights:
Number of voting rights %
As at
31st December
2021
As at
31st December
2020
As at
31st December
2021
As at
31st December
2020
EDF Energy Customers Ltd
84,338,568 77,671,901 55.00% 77.67%
Legal & General Group plc
22,328,099 22,328,099 14.60% 22.33%
Schroder Investment Management Ltd
13,769,000 – 9.00% –
Santander Asset Management SA
6,047,080 – 3.94% –
BMO Asset Management Ltd
5,182,622 – 3.37% –
As at 6th May 2022, the Company had not been advised of
any changes.
2022 Annual General Meeting The Company’s Annual General Meeting will be held on
Tuesday 14th June 2022 at 2.00pm (the “AGM”). The AGM will
be held as a fully virtual meeting. Details of the arrangements
for the AGM can be found on the Company’s website
investors.pod-point.com/.
Directors’ Report 2021 continued
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
84

Statutory, Regulatory and Other Information continued
Directors’ Report 2021 continued
Auditors and Audit
Auditor re-appointment A resolution to re-appoint Deloitte LLP as auditor will be proposed
at the Annual General Meeting.
Audit information Each of the Directors at the date of the approval of this report
conrms that:
• So far as he/she is aware, there is no relevant audit information
of which the Company’s auditor is unaware;
• He/she has taken all the reasonable steps that he/she ought to
have taken as a Director to make himself/herself aware of any
relevant audit information and to establish that the Company’s
auditor is aware of the information; and
• The conrmation is given and should be interpreted in
accordance with the provisions of section 418 of the Companies
Act 2006.
Listing Rules Disclosures
Listing Rule 9.8.4C Disclosure requirements under Listing Rule 9.8.4 C are identied
below along with cross-references indicating where the relevant
information is set out in the Annual Report:
• Details of the Company’s long-term incentive arrangements
may be found in the Directors’ Remuneration Report on pages
70 to 82.
• Details of signicant contracts with controlling shareholders in
the Strategic Report can be found on page 44.
• Details pertaining to services provided to the Company by EDF
are set out in the Strategic Report on page 44.
• Statement conrming agreement has been entered into with
controlling shareholders and that independence provisions are
complies with can be found in the Strategic Report on page 44.
The Directors’ Report has been approved by the
Board of Directors of Pod Point Group Holdings plc.
Signed on behalf of the Board
Erik Fairbairn
Chief Executive Ocer
Director
6th May 2022
Pod Point Group Holdings plc
Registered Oce:
28-42 Banner Street
London, EC1Y 8QE
United Kingdom
Company Number: 12431376
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
85

Statement of Directors’ Responsibilities
The Directors are responsible for preparing the Annual Report and the Group and Parent Company
nancial statements in accordance with applicable United Kingdom law and regulations.
The Directors are required to prepare nancial statements for each nancial year which present
a true and fair view of the nancial position of the Company and of the Group and the nancial
performance and cash ows of the Company and of the Group for that period. The Directors
have elected to prepare the Group and Parent Company nancial statements in accordance
with the UK-adopted International Financial Reporting Standards (“IFRSs”) in conformity with
the Companies Act 2006.
In preparing those nancial statements, the Directors are required to:
• select suitable accounting policies in accordance with IAS 8: ‘Accounting Policies, Changes in
Accounting Estimates and Errors’ and then apply them consistently;
• make judgements and accounting estimates that are reasonable and prudent;
• present information, including accounting policies, in a manner that provides relevant, reliable,
comparable and understandable information;
• provide additional disclosures when compliance with the specic requirements in IFRSs is
insucient to enable users to understand the impact of particular transactions, other events and
conditions on the Company and of the Group’s nancial position and nancial performance;
• state whether UK-adopted international accounting standards have been followed, subject to
any material departures disclosed and explained in the nancial statements; and
• prepare the accounts on a going concern basis unless, having assessed the ability of the
Company and the Group to continue as a going concern, it is appropriate to presume
that the Company and/or the Group will not continue in business.
The Directors are responsible for keeping adequate accounting records that are sucient to show
and explain the Company’s and Group’s transactions and which disclose with reasonable accuracy
at any time the nancial position of the Company and of the Group and enable them to ensure
that the nancial statements comply with the Companies Act 2006. They are also responsible for
safeguarding the assets of the Company and the Group and hence for taking reasonable steps
for the prevention and detection of fraud and other irregularities.
Under applicable UK law and regulations, the Directors are responsible for the preparation of a
Strategic Report, Directors’ Report, Directors’ Remuneration Report and Corporate Governance
Statement that comply with that law and regulations. In addition, the Directors are responsible
for the maintenance and integrity of the corporate and nancial information included on the
Company’s website. Legislation in the UK governing the preparation and dissemination of
nancial statements may dier from legislation in other jurisdictions.
Neither the Company nor the Directors accept any liability to any person in relation to the annual
nancial report except to the extent that such liability could arise under English law. Accordingly,
any liability to a person who has demonstrated reliance on any untrue or misleading statement
oromission shall be determined in accordance with section 90A and schedule 10A of the Financial
Services and Markets Act 2000.
Directors’ Responsibility Statement under the UK Corporate Governance Code
In accordance with Provision 27 of the 2018 UK Corporate Governance Code, the Directors consider
that the Annual Report and Accounts, taken as a whole, is fair, balanced and understandable and
provides information necessary to enable shareholders to assess the Company’s performance,
business model and strategy.
Responsibility Statement of the Directors in respect of the Annual Report and Accounts
Each of the Directors whose names are listed on pages 57 to 59 conrm that to the best of
their knowledge:
a) the consolidated nancial statements, prepared in accordance with UK-adopted international
accounting standards give a true and fair view of the assets, liabilities, nancial position and
prot and loss of the Company and the undertakings included in the consolidation taken as a
whole; and
b) the Annual Report (including the Strategic Report encompassed within the ‘Overview’,
‘Strategic Report’, ‘Performance’ and ‘Governance’ sections) includes a fair review of the
development and performance of the business, and the position of the Company and the
undertakings included in the consolidation taken as a whole, together with a description of
the principal risks and uncertainties that they face.
For and on behalf of the Board
Erik Fairbairn
Chief Executive Ocer
6th May 2022
Strategic Report Governance Financials
Pod Point Annual Report and Accounts 2021
86

Financials
A year
of strong
growth
86%
YoY growth
in revenue.
Strategic Report Financials
Pod Point Annual Report and Accounts 2021
87
Governance
Independent Auditor’s report 88
Consolidated nancial statements 96
Notes to nancial statements 100
Company nancial statements 126
Notes to the Company nancial
statements
128
Glossary 135
Shareholder information 136

2. Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK)
(ISAs (UK)) and applicable law. Our responsibilities under those standards are further
described in the auditor’s responsibilities for the audit of the nancial statements
section of our report.
We are independent of the Group and the parent company in accordance with the
ethical requirements that are relevant to our audit of the nancial statements in the
UK, including the Financial Reporting Council’s (the ‘FRC’s’) Ethical Standard as applied
to listed public interest entities, and we have fullled our other ethical responsibilities
in accordance with these requirements. The non-audit services provided to the Group
and parent company for the year are disclosed in note 6 to the nancial statements.
We conrm that we have not provided any non-audit services prohibited by the FRC’s
Ethical Standard to the Group or the parent company.
We believe that the audit evidence we have obtained is sucient and appropriate to
provide a basis for our opinion.
3. Summary of our audit approach
Key audit
matters
The key audit matters that we identied in the current year were:
• Inventory valuation
• Revenue recognised in UK Home and UK Commercial
Materiality The materiality that we used for the Group nancial statements
was £674,000 which was determined on the basis of the Group’s
revenue for the year.
Scoping Consistent with the way the Group is centrally managed from
the UK oce, we consider the Group to be one component.
Consequently, all assets, liabilities, income and expenses are
subject to a full scope audit.
Signicant
changes in
our approach
Due to the parent company’s listing in November 2021, this is the
rst year that the Group has prepared consolidated nancial
statements and that we have reported on key audit matters.
Report on the audit of the nancial statements
1. Opinion
In our opinion:
• the nancial statements of Pod Point Group Holdings plc (the ‘parent company’) and
its subsidiaries (the ‘Group’) give a true and fair view of the state of the Group’s and
of the parent company’s aairs as at 31st December 2021 and of the Group’s loss for
the year then ended;
• the Group nancial statements have been properly prepared in accordance with
United Kingdom adopted international accounting standards;
• the parent company nancial statements have been properly prepared in
accordance with United Kingdom Generally Accepted Accounting Practice, including
Financial Reporting Standard 101 “Reduced Disclosure Framework”; and
• the nancial statements have been prepared in accordance with the requirements
of the Companies Act 2006.
We have audited the nancial statements which comprise:
• the consolidated income statement;
• the consolidated and parent company balance sheets;
• the consolidated and parent company statements of changes in equity;
• the consolidated cash ow statement;
• the notes 1 to 30 related to the consolidated nancial statements; and
• the notes 1 to 10 related to the parent company nancial statements.
The nancial reporting framework that has been applied in the preparation of
the group nancial statements is applicable law and United Kingdom adopted
international accounting standards and IFRSs as issued by the IASB. The nancial
reporting framework that has been applied in the preparation of the parent company
nancial statements is applicable law and United Kingdom Accounting Standards,
including FRS 101 “Reduced Disclosure Framework” (United Kingdom Generally
Accepted Accounting Practice).
Independent Auditor’s report to the Members
of Pod Point Group Holdings plc
Governance Strategic Report Financials
Pod Point Annual Report and Accounts 2021
88

Independent Auditor’s report to the Members
of Pod Point Group Holdings plc continued
4. Conclusions relating to going concern
In auditing the nancial statements, we have concluded that the directors’ use of
the going concern basis of accounting in the preparation of the nancial statements
is appropriate.
Our evaluation of the directors’ assessment of the Group’s and parent company’s
ability to continue to adopt the going concern basis of accounting included:
• considering the Group’s borrowing arrangements and cash held following the
equity raised when the parent company listed on the London Stock Exchange
on 9thNovember 2021;
• assessing the assumptions used in the Group’s Business Plan, including performing
sensitivity analysis in relation to assumptions for future growth in revenue and
evaluating management’s stress testing;
• assessing the impact of current macro-economic inationary pressures and supply
chain requirements on the Group; and
• assessing the amount of headroom in the forecasts.
Based on the work we have performed, we have not identied any material
uncertainties relating to events or conditions that, individually or collectively, may cast
signicant doubt on the Group’s and parent company’s ability to continue as a going
concern for a period of at least twelve months from when the nancial statements are
authorised for issue.
In relation to the reporting on how the Group has applied the UK Corporate
Governance Code, we have nothing material to add or draw attention to in relation
to the directors’ statement in the nancial statements about whether the directors
considered it appropriate to adopt the going concern basis of accounting.
Our responsibilities and the responsibilities of the directors with respect to going
concern are described in the relevant sections of this report.
5. Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most
signicance in our audit of the nancial statements of the current period and include
the most signicant assessed risks of material misstatement (whether or not due to
fraud) that we identied. These matters included those which had the greatest eect
on: the overall audit strategy, the allocation of resources in the audit; and directing the
eorts of the engagement team.
These matters were addressed in the context of our audit of the nancial statements
as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.
5.1. Inventory valuation
Key audit
matter
description
The stock held by the Group relates to its operations of installing
electrical vehicle charging units and is set out in note 15. The total
value of inventories at the balance sheet date was £8.2 million
(2020: £5.6 million).
IAS 2 ‘Inventories’ requires inventories to be measured at the lower
of cost and net realisable value (NRV).
The Group’s inventory is held at a number of dierent locations,
particularly work in progress items that are still in the process
of installation. Moreover, judgement is required to determine
obsolescence of stock and the provision required where NRV is
lower than cost.
As discussed on page 68 of the directors’ report, management are
developing an internal control environment to address risks which
have been identied during the IPO process. The implementation
of controls over inventories is still in progress.
Given the above factors, we identied a risk that, whether due to
error or fraud, inventory may be valued incorrectly.
Further details are included within the strategic report on pages
4 to 53, and the audit committee report on page 68.
How the scope
of our audit
responded to
the key audit
matter
Our audit procedures included the following:
• We obtained an understanding of relevant controls related to the
inventory valuation;
• We reviewed the entity’s inventory valuation policy for
compliance with IAS 2 ‘Inventories’;
• For a sample of inventory lines, we tested that these were not
valued at higher than cost by agreeing to purchase invoice or
other evidence;
• We reviewed the latest sales documentation to assess net
realisable value;
• For a sample of inventory items that had a provision, we
assessed the basis for this, inquiring of the relevant project
managers, where appropriate; and
• We reviewed the inventory listing for items with characteristics
that could indicate the need for a provision.
Key
observations
Based on the work performed we concluded that the inventory
value at the balance sheet date has been appropriately stated.
5. Key audit matters continued
Strategic Report Financials
Pod Point Annual Report and Accounts 2021
89
Governance

5.2. Revenue recognised in UK Home and UK Commercial
Key audit
matter
description
The Group’s main revenue streams relate to the installation of
charging points in public, workplace and home locations across
the UK for charging electric and plug-in hybrid cars.
Revenue is recognised once the charging point is installed as
it is at this point in time that control passes to the customer.
However, there can be a delay up to two months between the
customer placing and paying for their order, and the installation
of the charging point. We therefore identied a risk that sales
to residential customers (UK Home) were not recorded in the
correct nancial reporting period.
In respect of commercial customers (UK Commercial) revenue
is recognised once the charging point is installed as it is at this
point in time that control passes to the customer. However, the
installation occurs over a signicant period of time and as such
revenue for these contracts is recognised over time based on
percentage completion basis. We therefore identied a risk in
relation to the accuracy, occurrence, completeness, and cut-o
of this revenue stream.
As discussed on page 68 of the audit committee report,
management are developing an internal control environment to
address risks which have been identied during the IPO process.
The implementation of controls over revenue is still in progress.
The total amounts of the UK Home and UK Commercial revenue
streams in the year were £40.2m (2020: £19.4m) and £18.0m
(2020:£10.0m) respectively.
Further detail of the key judgements are disclosed in the Group’s
critical judgements in applying the accounting policies set out
on page 107 and the Audit Committee report on page 68. The
revenue balance is disclosed and analysed in note 5 & 7.
Independent Auditor’s report to the Members
of Pod Point Group Holdings plc continued
How the scope
of our audit
responded to
the key audit
matter
We obtained an understanding of relevant controls related to
revenue recognition but did not rely on them.
We reviewed the entity’s revenue recognition policy for
compliance with IFRS 15 ‘Revenue Recognition’.
In order to address the cut-o risk of the revenue generated
from UK Home sales for a sample of transactions, we
tested when installation took place by obtaining installation
conrmations; we also tested the completeness and accuracy
of the revenue recorded by reconciling the amount recorded to
appropriate supporting documentation.
In order to address the accuracy, occurrence, completeness
and cut-o risks of the revenue generated from UK Commercial
sales, for a sample of transactions, we obtained supporting
documents in order to assess whether the revenue amount
recognised was in accordance to the progress of the installation.
Key
observations
Based on the work performed we concluded that the revenue
recognised was appropriately recognised.
Strategic Report Financials
Pod Point Annual Report and Accounts 2021
90
Governance

6. Our application of materiality
6.1. Materiality
We dene materiality as the magnitude of misstatement in the nancial statements
that makes it probable that the economic decisions of a reasonably knowledgeable
person would be changed or inuenced. We use materiality both in planning the
scope of our audit work and in evaluating the results of our work.
Based on our professional judgement, we determined materiality for the nancial
statements as a whole as follows:
Group nancial
statements
Parent company
nancial statements
Materiality £674,000 £674,000
Basis for
determining
materiality
We determined materiality
on the basis of revenue.
Materiality selected
represents 1% of nal
revenue.
Materiality for the parent
company has primarily been
determined on the basis of
the net assets and capped at
the materiality identied for
the Group. Parent company
materiality equates to 0.3%
of net assets.
Rationale for
the benchmark
applied
Whilst we also considered
asset based metrics, we
consider that revenue is of
particular relevance to users
of the nancial statements
and is a key measure of
performance used by the
Group given the current
stage of development of
the business. We consider
that the market users are
particularly interested in what
drives the growth and the
valuation of the company
and this currently focuses
primarily on revenue.
When determining
materiality, we considered
the net assets of the
company as its principal
activity is as an investment
holding company for the
Group.
Independent Auditor’s report to the Members
of Pod Point Group Holdings plc continued
Revenue £61m
Revenue Group materiality
Group Materiality
£0.674m
Audit Committee
reporting threshold
£0.034m
Strategic Report Financials
Pod Point Annual Report and Accounts 2021
91
Governance

Independent Auditor’s report to the Members
of Pod Point Group Holdings plc continued
6. Our application of materiality continued
6.2. Performance materiality
We set performance materiality at a level lower than materiality to reduce the
probability that, in aggregate, uncorrected and undetected misstatements exceed
themateriality for the nancial statements as a whole.
Group nancial
statements
Parent company
nancial statements
Performance
materiality
70% of Group materiality 70% of parent
company materiality
Basis and
rationale for
determining
performance
materiality
In determining performance materiality, we considered the
following factors:
• a) our risk assessment, including our assessment of the
overall control environment;
• b) the consistency of the management structure and
nance team year on year; and
• c) the history of low level of misstatements identied in the
previous audits and management’s willingness to correct
those adjustments.
6.3. Error reporting threshold
We agreed with the Audit Committee that we would report to the Committee all
audit dierences in excess of £34,000, as well as dierences below that threshold
that, in our view, warranted reporting on qualitative grounds. We also report to the
Audit Committee on disclosure matters that we identied when assessing the overall
presentation of the nancial statements.
7. An overview of the scope of our audit
7.1. Identicationandscopingofcomponents
Our Group audit was scoped by obtaining an understanding of the Group and its
environment, including Group-wide controls, and assessing the risks of material
misstatement at the Group level.
Audit work to respond to the risks of material misstatement was performed directly by
the engagement team.
Consistent with the way the Group is centrally managed from the UK oce, we
consider the Group to be one component. Consequently, all assets, liabilities, income
and expenses are subject to full scope audit.
7.2. Our consideration of the control environment
We involved our IT specialists to assess relevant controls over the Group’s IT systems.
Working with IT specialists we identied and assessed relevant risks of material
misstatement arising from each relevant IT system and the supporting infrastructure
technologies based on the role of application in the Group’s ow of transactions.
Weobtained an understanding of the IT environment as part of these risk assessment
procedures. Relevant controls were identied and tested to address those IT risks
included Salesforce, Sage 200, Cezanne HR, and Jira.
We did not take a controls reliance approach reecting the ongoing process to
formalise the controls and processes at the Group over the period in advance of
becoming a listed business. The Audit Committee Report notes the focus on this area
on page 68.
Strategic Report Financials
Pod Point Annual Report and Accounts 2021
92
Governance

Independent Auditor’s report to the Members
of Pod Point Group Holdings plc continued
8. Other information
The other information comprises the information included in the annual report, other
than the nancial statements and our auditor’s report thereon. The directors are
responsible for the other information contained within the annual report.
Our opinion on the nancial statements does not cover the other information and,
except to the extent otherwise explicitly stated in our report, we do not express any
form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether
the other information is materially inconsistent with the nancial statements or our
knowledge obtained in the course of the audit, or otherwise appears to be
materially misstated.
If we identify such material inconsistencies or apparent material misstatements,
we are required to determine whether this gives rise to a material misstatement in
the nancial statements themselves. If, based on the work we have performed, we
conclude that there is a material misstatement of this other information, we are
required to report that fact.
We have nothing to report in this regard.
9. Responsibilities of directors
As explained more fully in the directors’ responsibilities statement, the directors are
responsible for the preparation of the nancial statements and for being satised that
they give a true and fair view, and for such internal control as the directors determine
is necessary to enable the preparation of nancial statements that are free from
material misstatement, whether due to fraud or error.
In preparing the nancial statements, the directors are responsible for assessing the
Group’s and the parent company’s ability to continue as a going concern, disclosing
as applicable, matters related to going concern and using the going concern basis
of accounting unless the directors either intend to liquidate the Group or the parent
company or to cease operations, or have no realistic alternative but to do so.
10. Auditor’s responsibilities for the audit
of the nancial statements
Our objectives are to obtain reasonable assurance about whether the nancial
statements as a whole are free from material misstatement, whether due to fraud
or error, and to issue an auditor’s report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that an audit conducted
in accordance with ISAs (UK) will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to inuence the economic
decisions of users taken on the basis of these nancial statements.
A further description of our responsibilities for the audit of the nancial statements
is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities.
This description forms part of our auditor’s report.
11. Extent to which the audit was considered capable
of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and
regulations. We design procedures in line with our responsibilities, outlined above, to
detect material misstatements in respect of irregularities, including fraud. The extent
to which our procedures are capable of detecting irregularities, including fraud is
detailed below.
11.1. Identifying and assessing potential risks related to irregularities
In identifying and assessing risks of material misstatement in respect of irregularities,
including fraud and non-compliance with laws and regulations, we considered
the following:
• the nature of the industry and sector, control environment and business
performance including the design of the Group’s remuneration policies, key drivers
for directors’ remuneration, bonus levels and performance targets;
• the Group’s own assessment of the risks that irregularities may occur either as a
result of fraud;
• results of our enquiries of management and the audit committee about their own
identication and assessment of the risks of irregularities;
• any matters we identied having obtained and reviewed the Group’s documentation
of their policies and procedures relating to:
• identifying, evaluating and complying with laws and regulations and whether
they were aware of any instances of non-compliance;
• detecting and responding to the risks of fraud and whether they have
knowledge of any actual, suspected or alleged fraud; and
• the internal controls established to mitigate risks of fraud or non-compliance
with laws and regulations.
• the matters discussed among the audit engagement team and relevant internal
specialists, including tax, IT, and industry specialists regarding how and where fraud
might occur in the nancial statements and any potential indicators of fraud.
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Independent Auditor’s report to the Members
of Pod Point Group Holdings plc continued
11.1. Identifying and assessing potential risks related to irregularities continued
As a result of these procedures, we considered the opportunities and incentives that
may exist within the organisation for fraud and identied the greatest potential for
fraud in the following areas: inventory valuation, revenue recognition. In common
with all audits under ISAs (UK), we are also required to perform specic procedures
torespond to the risk of management override.
We also obtained an understanding of the legal and regulatory frameworks that the
Group operates in, focusing on provisions of those laws and regulations that had a
direct eect on the determination of material amounts and disclosures in the nancial
statements. The key laws and regulations we considered in this context included the UK
Companies Act, Listing Rules, Pensions legislation and Tax legislation.
In addition, we considered provisions of other laws and regulations that do not
have a direct eect on the nancial statements but compliance with which may be
fundamental to the Group’s ability to operate or to avoid a material penalty.
11.2.Auditresponsetorisksidentied
As a result of performing the above, we identied inventory valuation and revenue
recognition as key audit matters related to the potential risk of fraud. The key audit
matters section of our report explains the matters in more detail and also describes
the specic procedures we performed in response to those key audit matters.
In addition to the above, our procedures to respond to risks identied included
the following:
• reviewing the nancial statement disclosures and testing to supporting
documentation to assess compliance with provisions of relevant laws and
regulations described as having a direct eect on the nancial statements;
• enquiring of management, the audit committee and external legal counsel
concerning actual and potential litigation and claims;
• performing analytical procedures to identify any unusual or unexpected
relationships that may indicate risks of material misstatement due to fraud;
• reading minutes of meetings of those charged with governance, reviewing
correspondence with HMRC; and
• in addressing the risk of fraud through management override of controls, testing
the appropriateness of journal entries and other adjustments; assessing whether
the judgements made in making accounting estimates are indicative of a potential
bias; and evaluating the business rationale of any signicant transactions that are
unusual or outside the normal course of business.
We also communicated relevant identied laws and regulations and potential fraud
risks to all engagement team members including internal specialists and remained
alert to any indications of fraud or non-compliance with laws and regulations
throughout the audit.
Report on the audit of the nancial statements
12. Opinions on other matters prescribed by the
Companies Act 2006
In our opinion the part of the directors’ remuneration report to be audited has been
properly prepared in accordance with the Companies Act 2006.
In our opinion, based on the work undertaken in the course of the audit:
• the information given in the strategic report and the directors’ report for the
nancial year for which the nancial statements are prepared is consistent with the
nancial statements; and
• the strategic report and the directors’ report have been prepared in accordance
with applicable legal requirements.
In the light of the knowledge and understanding of the Group and the parent company
and their environment obtained in the course of the audit, we have not identied any
material misstatements in the strategic report or the directors’ report.
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Governance
94

13. Corporate Governance Statement
The Listing Rules require us to review the directors’ statement in relation to going
concern, longer-term viability and that part of the Corporate Governance Statement
relating to the Group’s compliance with the provisions of the UK Corporate Governance
Code specied for our review.
Based on the work undertaken as part of our audit, we have concluded that each
of the following elements of the Corporate Governance Statement is materially
consistent with the nancial statements and our knowledge obtained during the audit:
• the directors’ statement with regards to the appropriateness of adopting the going
concern basis of accounting and any material uncertainties identied set out on
page 101;
• the directors’ explanation as to its assessment of the Group’s prospects, the period
this assessment covers and why the period is appropriate set out on page 101;
• the directors’ statement on fair, balanced and understandable set out on page 86;
• the board’s conrmation that it has carried out a robust assessment of the emerging
and principal risks set out on pages 45-51;
• the section of the annual report that describes the review of eectiveness of risk
management and internal control systems set out on pages 45-51; and
• the section describing the work of the audit committee set out on page 68.
14. Matters on which we are required to report by exception
14.1. Adequacy of explanations received and accounting records
Under the Companies Act 2006 we are required to report to you if, in our opinion:
• we have not received all the information and explanations we require for our audit; or
• adequate accounting records have not been kept by the parent company, or returns
adequate for our audit have not been received from branches not visited byus; or
• the parent company nancial statements are not in agreement with the accounting
records and returns.
We have nothing to report in this regard.
14.2. Directors’ remuneration
Under the Companies Act 2006 we are also required to report if in our opinion
certain disclosures of directors’ remuneration have not been made or the part of the
directors’ remuneration report to be audited is not in agreement with the accounting
records and returns.
We have nothing to report in this regard.
15. Other matters which we are required to address
15.1. Auditor tenure
Following the recommendation of the audit committee, we were appointed by
the Board on 29th January 2020 to audit the nancial statements for the year
ending 31stDecember 2020 and subsequent nancial periods. The period of total
uninterrupted engagement including previous renewals and reappointments of the
rm is 2 years, covering the years ended 31st December 2020 to 31st December 2021.
15.2. Consistency of the audit report with the additional report to the
audit committee
Our audit opinion is consistent with the additional report to the audit committee we
are required to provide in accordance with ISAs (UK).
16. Use of our report
This report is made solely to the company’s members, as a body, in accordance with
Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken
so that we might state to the company’s members those matters we are required
to state to them in an auditor’s report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility to anyone other than the
company and the company’s members as a body, for our audit work, for this report, or
for the opinions we have formed.
As required by the Financial Conduct Authority (FCA) Disclosure Guidance and
Transparency Rule (DTR) 4.1.14R, these nancial statements form part of the European
Single Electronic Format (ESEF) prepared Annual Financial Report led on the National
Storage Mechanism of the UK FCA in accordance with the ESEF Regulatory Technical
Standard (‘ESEF RTS’). This auditor’s report provides no assurance over whether the
annual nancial report has been prepared using the single electronic format specied
in the ESEF RTS.
Anthony Matthews FCA (Senior statutory auditor)
For and on behalf of Deloitte LLP
Statutory Auditor
London, United Kingdom
6th May 2022
Independent Auditor’s report to the Members
of Pod Point Group Holdings plc continued
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Consolidated Income Statement
Notes:
(1) EBITDA is dened as earnings before interest, tax, depreciation and amortisation, and
is considered by the Directors to be a key measure of nancial performance. Adjusted
EBITDA is dened as earnings before interest, tax, depreciation and amortisation and also
excluding both amounts charged to the income statement in respect of the Group’s share
based payments arrangements and also adjusting for large corporate transaction and
restructuring costs. These have been separately identied by the Directors and adjusted to
provide an underlying measure of nancial performance. The reconciliation is set out on the
income statement and note 9 provides a summary of the amounts arising from the large
corporate transactions and restructuring costs.
(2) See note 9 (
Adjusting large corporate transactions and restructuring costs ).
(3) All amounts relate to continuing activities.
(4) All realised gains and losses are recognised in the consolidated income statement and there
is no other comprehensive income.
(5) The notes on pages 100 to 125 form part of the consolidated nancial statements.
(6) There is no other comprehensive income in the years presented and therefore no separate
statement of other comprehensive income is presented.
Notes
Year
Ended
31st December
2021
£’000
11 Months
Ended
31st December
2020
£’000
Revenue (including OZEV revenues) 5,7 61,415 31,026
Cost of sales (45,070) (23,310)
Gross prot 16,345 7,716
Administrative expenses (29,377) (19,301)
Operating loss 6 (13,032) (11,585)
Analysed as:
Adjusted EBITDA
(1)
58 (55)
Adjusting large corporate transaction and
restructuring costs
(2)
9 (5,739) (7,916)
Share-based payments (2,422) –
EBITDA
(1)
(8,103) (7,971)
Amortisation and depreciation (4,929) (3,614)
Group operating loss (13,032) (11,585)
Finance income 10 – 25
Finance costs 10 (1,290) (633)
Loss before tax (14,322) (12,193)
Income tax expense 11 – –
Loss after tax (14,322) (12,193)
Basic and diluted loss per ordinary share 25 £(0.13) £(0.12)
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96
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Notes
As at
31st December
2021
£’000
As at
31st December
2020
£’000
Non-current assets
Goodwill 4,12 77,639 77,639
Intangible assets 12 29,421 28,526
Property, plant and equipment 13 4,277 2,302
Deferred tax asset 11 7,379 5,395
Right of use assets 14 1,400 940
120,116 114,802
Current assets
Inventories 15 8,214 5,622
Trade and other receivables 16 24,041 14,317
Short-term investments 18 50,000 –
Cash and cash equivalents 17 46,112 2,943
128,367 22,882
Total assets 248,483 137,684
Current liabilities
Trade and other payables 19 (36,173) (19,480)
Loan and borrowings 20 (707) (727)
Lease liabilities 21 (896) (484)
Provisions 22 (160) (175)
(37,936) (20,866)
Net current assets 90,431 2,016
Total assets less current liabilities 210,547 116,818
Non-current liabilities
Notes
As at
31st December
2021
£’000
As at
31st December
2020
£’000
Loan and borrowings 20 (2,326) (10,806)
Other non-current liabilities – (1,000)
Lease liabilities 21 (763) (703)
Deferred tax liability 11 (7,379) (5,395)
Provisions 22 (244) (141)
(10,712) (18,045)
Total liabilities (48,648) (38,911)
Net assets 199,835 98,773
Equity
Share capital 23 154 –
Share premium 140,057 26,400
Other reserves 2,264 –
ESOP reserve (1,318) –
Retained earnings 58,678 72,373
199,835 98,773
The notes on pages 100 to 125 form part of the consolidated nancial statements.
The Financial Statements were approved by the Board of Directors and authorised for
issue on 6th May 2022. They were signed on its behalf by:
Erik Fairbairn
Chief Executive Ocer
David Surtees
Chief Financial Ocer
Consolidated Statement of Financial Position
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Governance

As at 31st December 2021:
Share
Capital
£’000
Share
Premium
£’000
Other
Reserves
£’000
ESOP
reserve
£’000
Retained
earnings
£’000
Total
equity
£’000
Balance as at
1st January 2021 – 26,400 – – 72,373 98,773
Loss after tax for the year – – – – (14,322) (14,322)
Waived intercompany loan – – – – 627 627
Issue of shares during
the year 153 112,340 – – 112,493
Issue of shares pursuant
to the share incentive plan 1 1,317 – (1,318) – –
Share based payments – – 2,264 – – 2,264
Balance as at
31st December 2021 154 140,057 2,264 (1,318) 58,678 199,835
As at 31st December 2020:
Share
Capital
£’000
Share
Premium
£’000
Other
Reserves
£’000
ESOP
reserve
£’000
Retained
earnings
£’000
Total
equity
£’000
Balance as at
1st February 2020 – – – – – –
Issue of shares during
the year – 26,400 – – – 26,400
Loss for the period – – – – (12,193) (12,193)
Capital contribution
(1)
– – – – 84,566 84,566
Balance as at
31st December 2020 – 26,400 – – 72,373 98,773
(1) In 2020, Parent Company EDF Energy Customers Limited (“EECL”) formally waived a loan to
the Group. This amount has been treated as a capital contribution and is not recognised in
the P&L.
Consolidated Statement of Changes in Equity
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Pod Point Annual Report and Accounts 2021
98
Governance

Notes
Year
Ended
31st December
2021
£’000
11 Months
Ended
31st December
2020
£’000
Cash ows from operating activities
Operating loss (13,032) (12,193)
Adjustment for non-cash items:
Amortisation of intangible assets 12 3,670 2,823
Depreciation of tangible assets 13 650 347
Depreciation of right of use assets 14 609 445
Share based payment charges 24 2,422 –
(5,681) (8,578)
Changes in working capital
(Increase)/Decrease in inventories (2,592) (2,198)
(Increase)/Decrease in trade and other
receivables (9,724) (5,435)
Increase/(Decrease) in trade and other
payables 15,693 9,711
Increase/(Decrease) in provisions 88 (9)
3,465 2,069
Notes
Year
Ended
31st December
2021
£’000
11 Months
Ended
31st December
2020
£’000
Net cash ow (used in) operating
activities (2,216) (6,509)
Cash ows from investing activities
Acquisition of subsidiaries – (85,196)
Purchase of tangible assets 13 (2,625) (2,422)
Purchase of intangible assets 12 (4,565) (1,963)
Redemption of/(cash invested in) short-
term investments 18 (50,000) –
Interest received – 25
Net cash ow (used in) investing
activities (57,190) (89,559)
Cash ows from nancing activities
Borrowings forgiven 4 – 84,566
Shares issued 23 120,074 1,341
Issuance cost of shares (7,664)
Proceeds from new borrowings 20 1,477 11,290
Loan/bond repayment 20 (9,346) (1,000)
Payment of principal of lease liabilities (648) (504)
Payment of lease interest (118) (84)
Other Interest paid (1,200) (549)
Net cash ows (used in)/generated by
nancing activities 102,575 95,060
Net increase/(decrease) in cash and
cash equivalents 43,169 (1,008)
Cash and cash equivalents at beginning
of the year 2,943 3,951
Closing cash and cash equivalents 46,112 2,943
£50 million of cash was held in a short term deposit account at the 31st December 2021 and for
reporting purposes is shown as an investment above. Closing cash and short term investments
total £96,112 thousand.
The notes on pages 100 to 125 form part of the consolidated nancial statements.
Consolidated Statement of Cash Flow
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Pod Point Annual Report and Accounts 2021
99
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2.4 New standards and interpretations not yet adopted
Future standards
There are new IFRS standards, interpretations and amendments that are eective for
periods beginning on or after 1st January 2022 as follows:
• IFRS 17, Insurance Contracts provides the rst comprehensive guidance to
accounting for insurance contracts (eective 1st January 2023)
• IAS 1, Presentation of Financial Statements (eective 1st January 2023) has been
amended to further dene Material
• IAS 1, Presentation of Financial Statements (eective 1st January 2023) has
been amended to include updates to the classication of liabilities as current
or non-current
• IFRS 3, Business Combinations has been amended to further dene a business
(eective 1st January 2022)
• IAS 16, Property, Plant and Equipment, has been amended relating to the treatment
of proceeds before intended use (eective 1st January 2022)
• IAS 37, Provisions, Contingent Liabilities and Contingent Assets, has been
amendedwith updates to the denition of the cost of fullling a contract
(eective 1stJanuary 2022)
• IAS 1, Amendments to the Disclosure of Accounting Policies
(eective 1st January 2023)
• IAS 8, Amendments to the denition of Accounting Estimates
(eective 1st January 2023)
• IFRS 10 and IAS 28 (amendments) Sale or Contribution of Assets between an
Investor and its Associate or Joint Venture
• IFRS 16: COVID-19-Related Rent Concessions beyond 30th June 2021
(Amendment toIFRS 16)
• IAS 12, Amendments to Income Taxes (eective 1st January 2023)
The Group does not believe that any of the above items nor any other new standards
or amendments not yet eective will have a material impact on the consolidated
nancial statements or on other nancial statements in future periods.
2.5 Functional and presentation currency
The Company’s functional and presentational currency is GBP because that is the
currency of the primary economic environment in which the company operates.
The presentation currency of the Group is GBP. Foreign operations are included in
accordance with the policies set out below.
1. General information
Pod Point Group Holdings plc (referred to as the “Company”) is a public limited
company incorporated in the United Kingdom under the Companies Act 2006,
andregistered in England. Itsregistration number is 12431376. The registered address
is 28–42 Banner Street, London EC1Y 8QE.
The principal activity of the Company and its subsidiary undertakings (the “Group”)
during the years presented is that of development and supply of equipment and
systems for recharging electric vehicles. The entire issued share capital of the
Company was admitted to trading on the Main Market of the London Stock Exchange
on 9th November 2021.
2. Summary of signicant accounting policies
2.1 Basis of preparation
The Company was incorporated on 29th January 2020, and purchased Pod Point
Holding Ltd (“PPH”) and its subsidiaries on 13th February 2020, (together forming
the“Group”). There was no material change in gures from 29th January 2020 to
13thFebruary 2020, and therefore the comparative period presented is shown as the
11 month period from 1st February 2020 to 31st December 2020.
Refer to note 4 for further details on the impact of the acquisition on the consolidated
statement of prot and loss, consolidated income statement and consolidated cash
ow statement.
The accounting policies set out in the sections below have, unless otherwise stated,
been applied consistently to all periods presented within the nancial information and
have been applied consistently by all subsidiaries.
The consolidated nancial statements have been prepared in accordance with the
United Kingdom adopted International Accounting Standards, with International
Financial Reporting Standards as issued by the IASB and in conformity with the
requirements of the Companies Act 2006.
2.2 Statement of Compliance
The consolidated nancial statements have been prepared in accordance with the
signicant accounting policies described in this note 2.
2.3 Basis of measurement
The consolidated nancial statements are prepared on the historical cost basis except
where the IFRS requires a dierent measurement basis.
Notestothenancialstatements
Pod Point Annual Report and Accounts 2021
100
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Revenue recognition under IFRS 15
IFRS 15 provides a single, principles based ve-step model to be applied to all sales
contracts as outlined below. It is based on the transfer of control of goods and services
to customers.
1. Identify the contract(s) with a customer
2. Identify the performance obligations in the contract
3. Determine the transaction price
4. Allocate the transaction price to the performance obligations in the contract
5. Recognise revenue when or as the entity satises its performance obligations
Under IFRS 15, revenue is recognised as follows:
• Revenue from the sale of products is recognised when the risks and rewards of
ownership are transferred to the customer, which is usually at the point at which
goods are installed for the customer.
• Revenue from the sale of licences, extended warranty and support is recognised
ona straight-line basis.
• Revenue derived from funded development and large programmes is recognised
as milestone obligations are completed in full.
The Group generates revenue from the following performance obligations for the
year ending 31st December 2021 and the 11 month period ending 31st December 2020.
• Sale of charging unit, installation & additional works
• Extended warranty
• Sale of accessories
Commercial sales
• Sale of units and managed installation
• Smart Reporting
• Supply only sales
• Revenue share agreements
• Extended warranty
• Owned asset media screen fees
2. Summary of signicant accounting policies continued
2.6 Going concern
After preparing and reviewing cash ow forecasts and available facilities for at least
the next 12 months, the Directors have formed a judgement, at the time of approving
the consolidated nancial statements, that the Group will have sucient resources
and cash to continue in operational existence for the foreseeable future.
This judgement has been formed taking into account the principal risks and
uncertainties that the Group faces. Further details are disclosed on page 20 of the
Chief Financial Ocer’s statement
2.7 Basis of consolidation
Subsidiaries
Subsidiaries are entities controlled by the Group. The Group controls an entity when it
is exposed to, or has rights to, variable returns from its involvement with the entity and
has the ability to aect those returns through its power over the entity. The nancial
information of subsidiaries are included in the consolidated nancial information from
the date on which control commences until the date on which control ceases.
Transactions eliminated on consolidation
Intra-group balances and transactions, and any unrealised income and expenses
arising from intra-group transactions, are eliminated.
2.8 Revenue (incl. OZEV revenues)
Overview
Revenue is recognised to the extent that it is probable that the economic benets will
ow to the Group and the revenue can be reliably measured. Revenue is measured as
the fair value of the consideration received or receivable, excluding discounts, rebates,
value added tax and other sales taxes.
Revenue is presented as the gross amount billed to a customer where it is earned
from the sale of goods or services as principal. Revenue is presented as the net
amount retained where it is earned as an agent through a commission or fee.
Notes to the nancial statements
conti nued
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Revenue Share
Revenue share agreements comprise of an agreement with the commercial customer,
by which the customer charges the end user for use of the energy generated by
the charging units. The Group collects the payment from the end user through the
Pod Point Mobile App, and remits the payment to the commercial customer, net of a
commission fee as dened in the contract.
The Group has determined that in the current contractual circumstances, Pod Point
is acting as an agent in the transaction and therefore the revenue is presented at the
net amount of the commission. Revenue is recognised at a point in time when the
charging unit is being used.
Owned Asset Media Screens
Revenue is generated through the provision of media screens for display on charging
units installed at a customer’s site. The charging units are owned and managed by the
Group, and a monthly fee is collected on any chargers of which the media screens are
in working use.
The transaction price is the monthly fee as stated in the contract with the customer
and under IFRS 15, revenue is recognised over time, over the period in which the media
screens are in place and working.
The Group considers its involvement to be acting as a principal in all revenue streams
apart from Revenue Share, as noted above.
Accrued Income:
Accrued income represents revenue recognised to date less amounts invoiced
to customers.
Deferred Income:
Where sales of goods and services are billed upfront, the income is deferred and
released at the point in which revenue is to be recognised and the performance
obligation is satised.
2. Summary of signicant accounting policies continued
Sale of charging units & installations
The sale and installation of charging units to both domestic and commercial
customers is the primary source of revenue generation for the Group. The transaction
price is clearly stated on Pod Point’s website and is paid upfront for domestic
customers. For commercial customers, the transaction price is clearly specied within
a quote or contract.
Domestic customers are also entitled to a reduced price if they are eligible for an
Oce for Zero Emission Vehicles (“OZEV”) government grant under the Electric Vehicle
Homecharge Scheme (“EVHS”), of which the Group will claim from The Driver and
Vehicle Licensing Agency (“DVLA”) on behalf of the customer. A summary of revenues
earned from OZEV claims during the periods is summarised in note 7 (
Revenue and
non-current assets
).
In line with IFRS 15, revenue, including OZEV revenue, is recognised in the majority
of cases at a point in time, when the installation is complete. On a limited number
of larger projects, revenue is recognised over time in line with contractually agreed
dates or deliverables.
Extended warranty
Extended warranty is oered for purchase in addition to standard warranty included
with the sale of a charging unit. Extended warranty is recognised on a straight line
basis over the lifetime of the extended warranty period.
Sale of accessories & supply only goods
Sale of accessory goods are recognised at a point in time, when the transfer of control
occurs and the item is delivered to the customer.
Supply only sales represent a sale of a charging unit at wholesale, without the
combined installation of the unit. These sales are also recognised at a point in time,
once transfer of control occurs, at the time the unit is delivered to the customer.
Smart Reporting
Smart Reporting is a recurring revenue stream, which provides the customer with
access to the transactional data collected by the charging unit by the Group’s software
system. The transaction price is included in the commercial contracts withcustomers
and revenue is recognised straight line over the period covered by Smart Reporting.
Notestothenancialstatements
continued
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102
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2.10 Foreign Currency Transactions
Transactions in foreign currencies are translated to the respective functional currencies
of Group companies at exchange rates applicable on the dates of thetransactions.
Monetary assets and liabilities denominated in foreign currencies are translated to
the functional currency at exchange rate at the reporting date. Non-monetary assets
and liabilities that are measured at fair value in a foreign currency are translated to
the functional currency at the exchange rate when the fair value was determined.
Foreign currency dierences arising on translation are generally recognised in the
consolidated income statement. Non-monetary items that are measured based on
historical cost in foreign currency are not re-translated.
For the purpose of presenting the consolidated nancial information, the assets
and liabilities of entities with a functional currency other than sterling are expressed
in sterling using exchange rates prevailing at the reporting period date. Income
and expense items and cash ows are translated at the average exchange rates
for each month and exchange dierences arising are recognised directly in other
comprehensive income.
2.11 Non-IFRS information
This document contains certain nancial measures that are not dened or recognised
under IFRS, including EBITDA and Adjusted EBITDA. EBITDA results from the Group’s
loss, before tax, interest, depreciation and amortisation, and Adjusted EBITDA results
from the Group’s loss before tax, interest depreciation, amortisation, share-based
payments and adjusting large corporate transaction and restructuring costs.
Information regarding EBITDA, Adjusted EBITDA or similar measures are sometimes
used by investors to evaluate the eciency of a company’s operations and its
ability to employ its earnings toward repayment of debt, capital expenditures and
working capital requirements. There are no generally accepted principles governing
the calculation of Adjusted EBITDA or similar measures and the criteria upon which
EBITDA, Adjusted EBITDA or similar measures are based can vary from company
to company. EBITDA and Adjusted EBITDA, alone, do not provide a sucient basis
to compare the Company’s performance with that of other companies and should
not be considered in isolation or as a substitute for operating prot, revenue or any
other measure as an indicator of operating performance, or as an alternative to cash
generated from operating activities as a measure of liquidity.
2. Summary of signicant accounting policies continued
2.9 Leases
The Group as lessee
The Group assesses whether a contract is or contains a lease, at inception of the
contract. The Group recognises a right-of-use asset and a corresponding lease liability
with respect to all lease arrangements in which it is the lessee. The underlying assets
recognised by the Group comprises a lease on the oce space, and several leases
ofvehicles.
The lease liability is initially measured at the present value of the lease payments
that are not paid at the commencement date, discounted by the Group’s incremental
borrowing rate.
Lease payments included in the measurement of the lease liability comprise of
xedlease payments (including in-substance xed payments), less any lease
incentives receivable.
The lease liability is presented as a separate line in the consolidated statement of
nancial position.
The lease liability is subsequently measured by increasing the carrying amount
to reect interest on the lease liability (using the eective interest method) and by
reducing the carrying amount to reect the lease payments made.
The right-of-use assets comprise the initial measurement of the corresponding lease
liability, lease payments made at or before the commencement day, less any lease
incentives received and any initial direct costs. They are subsequently measured at
cost less accumulated depreciation and impairment losses.
Right-of-use assets are depreciated over the shorter period of lease term and useful
life of the right-of-use asset.
The right-of-use assets are presented as a separate line in the consolidated statement
of nancial position.
As a practical expedient, IFRS 16 permits a lessee not to separate non-lease
components, and instead account for any lease and associated non-lease
components as a single arrangement. The Group has elected to use this practical
expedient. Any modications made to the terms of a lease are reected in the month
that these are agreed with the lessor. The adjustments are reected in the balance
sheet value of both the lease liability and the corresponding right-of-use asset.
Notes to the nancial statements
conti nued
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103
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Deferred tax assets are recognised to the extent it is probable that future taxable
prots will be available against which the temporary dierences, including tax losses,
can be utilised. The carrying amount of deferred tax assets is reviewed at each
balance sheet date by re-assessing whether sucient future taxable prots will
be generated in future periods such that these deferred tax assets continue to be
recoverable. The Group considers all available evidence in evaluating whether or not
it is probable that sucient taxable prots will be generated in future periods.
2.13 Intangible assets & goodwill
Intangible assets are initially recognised at cost. After recognition, intangible assets
are measured at cost less any accumulated amortisation and any accumulated
impairment losses. Amortisation and impairment on intangible assets are recognised
in the income statement.
An intangible asset is derecognised upon disposal (i.e., at the date the recipient
obtains control) or when no future economic benets are expected from its use or
disposal. Any gain or loss arising upon de-recognition of the asset (calculated as the
dierence between the net disposal proceeds and the carrying amount of the asset)
is included in the income statement.
Expenditure on research activities are recognised as an expense in the period in which
it is incurred.
An internally-generated intangible asset arising from development (or from the
development phase of an internal project) is recognised if, and only if, all of the
following conditions have been demonstrated:
• the technical feasibility of completing the intangible asset so that it will be available
for use or sale;
• the intention to complete the intangible asset and use or sell it;
• the ability to use or sell the intangible asset;
• the intangible asset will generate probable future economic benets;
• the availability of adequate technical, nancial and other resources to complete the
development and to use or sell the intangible asset; and
• the ability to measure reliably the expenditure attributable to the intangible asset
during its development.
Subsequent to initial recognition, internally-generated intangible assets are reported
at cost less accumulated amortisation and accumulated impairment losses, on the
same basis as intangible assets that are acquired separately.
All intangible assets are considered to have a nite useful life.
2. Summary of signicant accounting policies continued
Adjusting large corporate transaction and restructuring costs are non-trading,
non-cash or one-o items. The following are included by the Group in its assessment
of exceptional items:
• Costs related to major nancing and other corporate projects
• Transaction costs related to EDF acquisition
• Restructuring costs
See note 9 (
Adjusting large corporate transaction and restructuring costs ) for
summary of adjusting large corporate transaction and restructuring costs disclosed.
2.12 Taxation
Current and deferred tax is recognised in the consolidated income statement except
where it relates to items recognised in other comprehensive income or directly
in equity, in which case it is recognised in other comprehensive income or
equity, respectively.
(i) Current tax
Current tax, including UK corporation tax, is calculated for each entity by applying
the relevant statutory tax rates to taxable prots for the year, which is calculated in
accordance with the tax laws of the country in which each entity is tax resident. Tax
rates applied are those which are enacted, or substantially enacted at each balance
sheet date. Taxable prot diers from net prot as reported in the consolidated
income statement because it excludes items of income or expense that are taxable
or deductible in other accounting periods and it further excludes items of income or
expenses that are never taxable or deductible.
(ii) Deferred tax
Deferred tax is calculated using the balance sheet method, providing for temporary
dierences between the carrying amounts of assets and liabilities for nancial
reporting and taxation purposes. Deferred tax is measured at the tax rates that are
expected to be applied to the temporary dierences when they reverse, based on the
laws that have been enacted or substantively enacted at each balance sheet date.
Deferred tax assets and liabilities are oset if there is a legally enforceable right to
do and they relate to income taxes levied by the same tax authority on the same
taxable entity, or on dierent tax entities, but where they intend to settle current
tax liabilities and assets on a net basis or their tax assets and liabilities will be
realised simultaneously.
Notes to the nancial statements
conti nued
Pod Point Annual Report and Accounts 2021
Strategic Report FinancialsGovernance
104

The estimated useful lives are as follows:
S/Term Leasehold Property
Over remaining
term of the lease
Plant & machinery 3 years
Fixtures & ttings 3 years
Computer equipment 3 years
Owned assets 7–10 years
An item of property, plant and equipment and any signicant part initially recognised
is derecognised upon disposal (i.e., at the date the recipient obtains control) or when
no future economic benets are expected from its use or disposal. Any gain or loss
arising on derecognition of the asset (calculated as the dierence between the net
disposal proceeds and the carrying amount of the asset) is included in the income
statement when the asset is derecognised.
2.15 Impairment of intangibles plus property, plant & equipment
At each reporting date, the Group reviews the carrying amounts of its property, plant
and equipment and denite life intangible assets to determine whether there is any
indication that those assets have suered an impairment loss.
If any such indication exists, the recoverable amount of the asset is estimated to
determine the extent of the impairment loss (if any). Where the asset does not
generate cash ows that are independent from other assets, the Group estimates the
recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs of disposal and value in use.
There have been no impairment losses in the year ended 31st December 2021 (2020: nil).
2.16 Inventories
Inventories are valued at the lower of cost and net realisable value, being the
estimated selling price less costs to complete and sell. Cost is based on the cost of
purchase on a rst in, rst out basis. Work in progress and nished goods include
labour and attributable overheads.
At each balance sheet date, inventories are assessed for impairment. If inventory is
impaired, the carrying amount is reduced to its selling price less costs to complete and
sell. The impairment loss is recognised immediately in prot or loss.
2. Summary of signicant accounting policies continued
Amortisation
Amortisation is charged to the income statement on a straight-line basis over the
estimated useful lives of intangible assets. The estimated useful lives are as follows:
• Capitalised development cost – 3 years
• Customer relationships – 15 years
• Brand – 20 years
Goodwill
Goodwill represents the dierence between amounts paid on the cost of a business
combination and the acquirer’s interest in the fair value of the Group’s share of its
identiable assets and liabilities of the acquiree on the date of acquisition.
Subsequent to initial recognition, goodwill is stated at cost less any accumulated
impairment losses. Goodwill is allocated to cash-generating units and is not amortised
but is tested annually for impairment.
The Group tests goodwill annually for impairment by reviewing the carrying amount
against the recoverable amount of the investment. The recoverable amount is the
higher of fair value less costs to dispose and value in use.
2.14 Property, plant and equipment
Property, plant and equipment are stated at cost, less any accumulated depreciation
and accumulated impairment losses.
The cost of property, plant and equipment includes directly attributable incremental
costs incurred in their acquisition and installation.
When signicant parts of plant and equipment are required to be replaced at intervals,
the Company depreciates them separately based on their specic useful lives. All other
repair and maintenance costs are recognised in the income statement as incurred.
Depreciation is charged so as to allocate the cost of assets less their residual value
over their estimated useful lives, using the straight-line method.
Notes to the nancial statements
conti nued
Pod Point Annual Report and Accounts 2021
105
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2.20 Share based payments
Where share options are awarded to employees, the fair value of the options at the
date of grant is charged to the statement of comprehensive income over the vesting
period. A credit is recognised directly in equity. Non-market vesting conditions are
taken into account by adjusting the number of equity instruments expected to vest
at each reporting date so that, ultimately, the cumulative amount recognised over
the vesting period is based on the number of options that eventually vest. The Group
recognises the impact of the adjustment, if any, in the income statement, with a
corresponding adjustment to equity. Market vesting conditions are factored into the
fair value of the options granted. The cumulative expense is not adjusted for failure to
achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These
are either factors beyond the control of either party (such as a target based on an
index) or factors which are within the control of one or other of the parties (such as
the Group keeping the scheme open or the employee maintaining any contributions
required by the scheme).
Where the terms and conditions of options are modied before they vest, the
increase in the fair value of the options, measured immediately before and after
themodication, is also charged to the income statement over the remaining
vestingperiod.
Where equity instruments are granted to persons other than employees, the income
statement is charged with fair value of goods and services received.
2.21 Share capital
Ordinary shares are classied as equity. Equity instruments are measured at the fair
value of the cash or other resources received or receivable, net of the direct costs of
issuing the equity instruments. If payment is deferred and the time value of money is
material, the initial measurement is on a present value basis.
2.22 Operating segments
In accordance with IFRS 8 the Group determines and presents its operating segments
based on internal information that is provided to the CEO, COO, CFO and CCO, who are
considered to be the Group’s Chief Operating Decision Maker (“CODM”). During the
years presented, management have assessed the Group’s segments and established
that the Group has ve segments as presented in note 5 (
Segment reporting ), on the
basis of the information received and monitored by the CODM. These segments will be
monitored on a go forward basis and in the next nancial statements.
2. Summary of signicant accounting policies continued
2.17 Cash and cash equivalents
Cash is represented by cash in hand and deposits with nancial institutions repayable
without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid
investments that mature in no more than three months from the date of acquisition
and that are readily convertible to known amounts of cash with insignicant risk of
change in value.
Cash credited by customers on to their Pod Point mobile application to pay for future
vehicle charging is disclosed separately and is restricted for use, however is not held
within a separate bank account.
2.18 Financial assets and liabilities
Financial assets, comprise trade and other receivables which are initially measured
at fair value. They are subsequently measured at amortised cost as it is held within
a business model whose objective is to collect contractual cash ows that are solely
payments of principal and interest. Derecognition occurs either when the contractual
rights expire or if substantially all the risks and rewards associated with the ownership
of the asset is transferred.
The Group applies the IFRS 9 simplied approach to measuring credit losses which
uses a lifetime expected loss allowance for all trade receivables. To measure the
expected credit losses, trade receivables are grouped based on shared credit risk
characteristics and the days past due.
Financial liabilities comprise bank loans, amounts owed to Group undertakings and
trade payables. They are initially recognised at fair value and subsequently measured
at amortised cost using the eective interest method. Derecognition occurs when the
contractual obligations are extinguished, cancelled or expired.
2.19 Provisions
Provisions are recognised when the Group has a present obligation (legal or
constructive) as a result of a past event, it is probable that an outow of resources
embodying economic benets will be required to settle the obligation and a reliable
estimate can be made of the amount of the obligation.
If the eect of the time value of money is material, provisions are determined by
discounting the expected future cash ows at a pre-tax rate that reects current
market assessments of the time value of money and, where appropriate, the risks
specic to the liability. When discounting is used, the increase in the provision due to
the passage of time is recognised as a nance cost.
Warranties
Provisions for the expected cost of warranty obligations under local sale of goods
legislation are recognised at the date of sale of the relevant products, at the Directors’
best estimate of the expenditure required to settle the Group’s obligation.
Notes to the nancial statements
conti nued
Pod Point Annual Report and Accounts 2021
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Critical judgements in applying accounting policies
(i) Capitalisation of development costs (see note 12 ( Intangible assets) )
Management make judgements regarding the point at which research and
development costs meet the capitalisation criteria as set out in note 2.13 ( Intangible
assets and goodwill ). All expenditure on potential intangible xed assets are treated as
an expense unless the item being worked on meets the denition of an intangible asset
and criteria for capitalisation. Each month development sta report the amount of
actual time spent on development. Management uses information about the projects
being worked on, and the time and materials costs that go into the development of
those projects as reported to ensure the criteria are met. The resulting direct labour
cost arising (including an appropriate level of overheads) that meet the above criteria
is recorded within intangible xed assets.
(ii) Revenue recognition
Contracts are accounted for in accordance with IFRS 15 ‘Revenue from Contracts
with Customers’. Revenue and prots are recognised as, and when, identiable
performance obligations are met. Determining the performance obligations, contract
price and relevant allocation, for some contracts, may require management to
exercise judgement. Management has also exercised judgement when determining
whether certain performance obligations, namely the supply and installation of goods
are required to be bundled. Estimates and judgements are continually reviewed and
updated as determined by events or circumstances.
Key sources of estimation uncertainty
The following are the key assumptions concerning the future, and other key sources of
estimation uncertainty at the end of the reporting period that may have a signicant
risk of causing a material adjustment to the carrying amounts of assets and liabilities
within the next nancial year.
(i) Trade receivables provision
The valuation of amounts recoverable and not recoverable on trade receivables
involves signicant estimation.
IFRS 9 Financial Instruments requires the expected credit losses to be measured using
an unbiased and probability-weighted amount that is determined by evaluating a
range of possible outcomes, the time value of money and reasonable and supportable
information that is available without undue cost or eort at the reporting date about
past events, current conditions and forecasts of future economic conditions. IFRS 9
allows practical expedients to be used when measuring credit losses. The Group has
elected to use a provision matrix based on the ageing prot of debts and the historical
credit loss rates adjusted by a forward looking estimate that includes the probability
of a worsening domestic economic environment/specic conditions to a particular
customer over the coming quarters.
2. Summary of signicant accounting policies continued
2.23 Business Combinations
Acquisitions of subsidiaries and businesses, other than those occurring under
common control, are accounted for using the acquisition method. The consideration
is measured at the aggregate of the fair values (at the date of exchange) of assets
given, liabilities incurred or assumed and equity instruments issued by the Group
in exchange for control of the acquiree. The Group elects whether to measure the
non-controlling interests in the acquiree at the fair value or at the proportionate share
of the acquiree’s identiable net assets. Acquisition related costs are recognised in
prot or loss as incurred.
When the Group acquires a business, it classies the identiable assets acquired and
the liabilities assumed as necessary to apply other IFRSs subsequently. This is based
on contractual terms, economic conditions and other pertinent conditions as they
exist as at acquisition date.
Goodwill arising on acquisition is recognised as an asset and is measured as the
excess of the consideration transferred over the Group’s interest in the net fair value
of the identiable assets, liabilities and contingent liabilities. If, after reassessment,
the Group’s interest in the net fair value of the acquiree’s identiable assets liabilities
and contingent liabilities exceeds the cost of the business combination, the excess
is recognised immediately in the income statement. As part of the acquisition
accounting exercise, contracts are identied which represent an asset to the Group
(i.e. contract is in the money on acquisition date) or a liability to the Group (i.e. contract
is out of the money at acquisition date). A contract asset or liability is calculated as the
fair value of the contract on the acquisition date and these are credited/charged to
the income statement as the contract matures. Contract assets are recognised within
intangible assets on the balance sheet and liabilities are included within provisions.
3. Critical accounting judgement and key source of
estimationuncertainty
In the application of the Group’s accounting policies, described in note 2 ( Summary
of signicant accounting policies ), management is required to make judgements,
estimates and assumptions about the carrying amounts of assets and liabilities
that are not readily apparent from other sources. The estimates and associated
assumptions are based on historical experience and other factors that are considered
to be relevant. Actual results may dier from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the period in which the estimate
is revised if the revision aects only the period or in the period of the revision and
future periods if the revision aects both current and future periods.
Notes to the nancial statements
conti nued
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107
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Goodwill arising from the acquisition has been recognised as follows:
£’000
Cash consideration 85,196
Consideration in the form of shares issued 26,400
Contingent consideration (see note 19) 1,000
Fair value of identiable net assets (34,957)
Goodwill 77,639
During 2020 as part of the plans to acquire a 100% stake in Pod Point Holding
Limited, 13,118 shares with a nominal value of £0.0001 per share were issued to Parent
Company EDF Energy Customers Limited (“EECL”) and Parent Company Legal &
General Capital Investments Limited (“LGCIL”). A share premium reserve arose of
£26.4 million. Funding was received from EDF Energy Customers Limited to fund
the remaining acquisition cash ows. £84.6 million of this funding was subsequently
waived in the period resulting in a capital contribution and a corresponding increase
toretained earnings. Detail in relation to the contingent consideration is included in
note 19 (
Trade and other payables and other non-current liabilities ).
5. Segment reporting
The Group has ve operating and reportable segments which are considered:
Reportable Segment Operations
UK Home Activities generated by the sale of charging units to for
installation at homes.
UK Commercial Activities generated by the sale and installation of charging
units in commercial settings, such as the destination,
workplaceand en-route routes to market.
Norway Activities generated by the sale of charging units to domestic
and commercial customers for installation in Norway.
Owned Assets Operating activities relating to customer contracts, in which
Pod Point owns the charging point assets but charges a fee
for provision of media screens on the units for advertising
purposes, and charges end customers for the use of
theseassets.
4. Financial implications of the acquisition
On 13th February 2020, the Company acquired 100% of the share capital of PPH for
a cash consideration of £85 million and share for share exchange equivalent to
£26.4 million as set out in the table below.
The asset and liabilities recognised as a result of the acquisition are as follows:
£’000
Intangible assets
(1)
27,311
Cash and cash equivalents 5,295
Inventories 3,131
Trade and other receivables
(2)
8,834
Fixed assets 2,306
Borrowings (1,243)
Other liabilities (7,703)
Trade and other payables (2,660)
Deferred tax asset 5,189
Deferred tax liability (5,189)
Right of use assets 1,056
Lease liability (1,370)
Fair value of identiable net assets 34,957
(1) Intangible assets include £14.0 million and £13.0 million recognised at acquisition date that
relate to the Pod Point brand and customer relationships for which the estimated useful lives
are 15 and 20 years respectively.
(2) Trade and other receivables include £8.0 million of trade receivables which approximate its
fair value. The gross value of trade and other receivables was £8.3 million with a £300,000
provision for bad debts.
Notes to the nancial statements
conti nued
Pod Point Annual Report and Accounts 2021
108
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Segmental Analysis for the Year ended 31st December 2021:
UK
Home
£’000
UK
Commercial
£’000
Norway
£’000
Owned
Assets
£’000
Recurring
£’000
Total
Group
£’000
Revenue,
non-OZEV 24,729 17,286 233 2,033 918 45,199
OZEV revenue 15,543 673 – – – 16,216
Revenue 40,272 17,959 233 2,033 918 61,415
Cost of sales (28,925) (14,030) (444) (1,165) (506) (45,070)
Gross Margin 11,347 3,929 (211) 868 412 16,345
Administrative
Expenses (29,377)
Operating
Loss (13,032)
Finance
income –
Finance costs (1,290)
Loss before
tax (14,322)
Reportable Segment Operations
Recurring Operating activities relating to the recurring revenue generated
on charging units, relating to fees charged from the ongoing
use of the Pod Point software and information generated from
the management information system.
There are no transactions with a single external customer amounting to 10% ormore
of the Group’s revenues.
Work, destination and en-route revenues are routes to market within the UK
Commercial and Norway segments, rather than individual business segments with
thetypes of installations being similar in all three.
UK Home, UK Commercial, Owned Assets and Recurring revenue not generated
in Norway are collectively referred to as UK. Norway recurring and non-recurring
activities are collectively referred to as Norway. Norway includes both home and
commercial charging. Revenue has been further split into OZEV and non-OZEV
revenues for each segment. OZEV revenues are the portion of revenue generated from
an install, which are claimed from the DVLA by the Group on who are eligible for the
EVHS government grant, as described in note 2.8 (
Revenue (incl. OZEV revenues) ).
A breakdown of revenues and non-current assets by geographical area is included in
note 7. Assets and liabilities are not reviewed on a segmental basis and therefore have
not been included in this disclosure.
5. Segment reporting continued
Notes to the nancial statements
conti nued
Pod Point Annual Report and Accounts 2021
109
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Audit fees payable for the Group amounted to £285,000 (11 months ended 2020:
£82,500) whereas non-audit services amounted to £946,000 (11 months ended 2020:
£13,063). Non-audit fees in 2021 were associated with reporting accountant services
associated with the IPO and a portion was included within issuance costs recognised
against share premium.
7. Revenue and non-current assets
Revenue, analysed geographically between markets, was as follows:
Year
Ended
31st December
2021
£’000
11 Months
Ended
31st December
2020
£’000
United Kingdom 61,182 30,745
Norway 233 281
61,415 31,026
Revenue, split between OZEV revenues and non-OZEV revenues was as follows:
Year
Ended
31st December
2021
£’000
11 Months
Ended
31st December
2020
£’000
Non-OZEV revenue 45,199 22,161
OZEV revenue 16,216 8,865
61,415 31,026
All OZEV revenue was earned in the UK. Non-current assets are all held within the UK
for all periods presented.
8. Directors and employees
The Group operates a dened contribution pension scheme. The assets of
the schemeare held separately from those of the Group in an independently
administered fund. The pension cost represents contributions payable by the Group
tothe fund and amounted £416,362 to for the year ended 31st December 2021
(11months ended 31stDecember 2020: £261,533).
Pension contributions payable amount at 31st December 2021 was £101,116
(2020:£52,011).
5. Segment reporting continued
Segmental Analysis for the 11 months ended 31st December 2020:
UK
Home
£’000
UK
Commercial
£’000
Norway
£’000
Owned
Assets
£’000
Recurring
£’000
Total
Group
£’000
Revenue,
non-OZEV 11,105 9,396 281 868 511 22,161
OZEV revenue 8,251 614 – – – 8,865
Revenue 19,356 10,010 281 868 511 31,026
Cost of sales 14,420 7,748 411 394 337 23,310
Gross Margin 4,936 2,262 (130) 474 174 7,716
Administrative
Expenses (19,301)
Operating Loss (11,585)
Finance
income 25
Finance costs (633)
Loss before tax (12,193)
6. Group operating loss
Loss for the year has been arrived at after charging/(crediting):
Year
Ended
31st December
2021
£’000
11 Months
Ended
31st December
2020
£’000
Amortisation of intangible xed assets 3,670 2,823
Depreciation of tangible xed assets 650 347
Depreciation of right of use asset 609 445
Exchange dierences (10) 67
Cost of inventories recognised as an expense 24,554 13,158
Sta costs 22,418 16,615
Notes to the nancial statements
conti nued
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110
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Key management costs include the following expenses:
Year
Ended
31st December
2021
£’000
11 Months
Ended
31st December
2020
£’000
Wages and salaries 2,819 4,381
Social security costs 709 924
Costs of dened contribution scheme 85 60
Net share based payment expense 2,046 133
5,659 5,498
The aggregate emoluments of the highest paid key management personnel in
the Group for the year ended 31st December 2021 was £1,912,562 (11 months ended
31stDecember 2020: £2,587,430).
During the year ended 31st December 2021, two key management personnel were
members of the company’s dened contribution pension plan (11 months ended
31stDecember 2020: 3).
9. Adjusting large corporate transaction and
restructuringcosts
Adjusting large corporate transaction and restructuring costs, for the purposes of
presenting non-IFRS measure of adjusted EBITDA as per accounting policy noted in
note 2.11 ( Non-IFRS information ), are as follows:
Year
Ended
31st December
2021
£’000
11 Months
Ended
31st December
2020
£’000
Costs related to raising nance and other
corporate projects 5,536 152
Costs related to acquisition – 7,764
Restructuring costs 203 –
5,739 7,916
8. Directors and employees continued
The table below presents the sta costs of these persons, including those in respect
ofthe Directors, recognised in the income statement.
Year
Ended
31st December
2021
£’000
11 Months
Ended
31st December
2020
£’000
Wages and salaries 17,419 14,429
Social security costs 2,115 1,748
Costs of dened contribution scheme 416 262
Net share based payment expense 2,422 176
22,372 16,615
Sta costs presented in this note 8 reect the total wage, tax and pension cost
relating to employees of the Group. These costs are allocated between administrative
expenses, cost of sales or capitalised where appropriate as part of Software
Development intangible assets. The allocation between these areas is dependent on
the area of business the employee works in and the activities they have undertaken.
During the year ended 31st December 2021, £2,903,567 of sta costs were capitalised
(11months ended 31st December 2020: £1,866,280).
Key management personnel
Key management personnel of the Group are the members of the Board of Directors
as well certain other members directing and controlling the activities of the Group.
Directors appointed by EDF are remunerated by EDF and their costs are not recharged
and an allocation of cost is not considered readily identiable.
Notes to the nancial statements
conti nued
Pod Point Annual Report and Accounts 2021
111
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11. Taxation
The taxation charge each year represents the following:
Year
Ended
31st December
2021
£’000
11 Months
Ended
31st December
2020
£’000
Current tax charge/(credit) – –
Deferred tax charge/(credit) – –
Total tax charge/(credit) – –
The amount of income tax recorded in the consolidated income statement diers
from the expected amount that would arise by applying the statutory rate of tax to
the pre-tax prot/(loss) for the year and is reconciled as follows:
Year
Ended
31st December
2021
£’000
11 Months
Ended
31st December
2020
£’000
Loss before taxation (14,322) (12,193)
Expected tax charge based on the standard rate
of corporation tax in the UK of 19% (2,721) (2,317)
Fixed assets timing dierences – 22
Expenses not deductible for tax 692 597
Other permanent dierences – (701)
Adjustments to tax charge in respect of previous
periods – deferred tax – (65)
Release of losses recognised at Group level – 275
Deferred tax rate dierence – 12
Deferred tax not recognised 2,029 2,177
Total tax charge/(credit) – –
During the 11 months ended 31st December 2020 Pod Point Limited obtained a
deduction of £7,475,214 in relation to a share scheme deduction under Part 12 CTA 2009
which crystallised in February 2020.
9. Adjusting large corporate transaction and
restructuringcosts continued
Raising nance relates to equity nancing which, given its scale in the period, is not
considered to be in the normal course of the operating business.
Acquisition costs include national insurance related to the exercise of the share
options, completion bonus payments to sta and retention bonus awards relating
tothe acquisition of the underlying Pod Point business in February 2020.
Restructuring costs are sta related costs arising from changes to the senior
management team and department reorganisations that were not in the normal
course of the operating business.
10. Finance income and nance costs
Net nancing costs comprise bank interest income and interest expense on
borrowings, and interest expense on lease liabilities.
Year
Ended
31st December
2021
£’000
11 Months
Ended
31st December
2020
£’000
Interest on bank deposits – 25
Finance Income – 25
Interest on loans and bonds 1,172 544
Interest on lease liabilities 118 84
Interest on late payments – 5
Finance Costs 1,290 633
Net nance costs recognised in the income
statement 1,290 608
Notes to the nancial statements
conti nued
Pod Point Annual Report and Accounts 2021
112
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The Group has the following temporary dierences for which no deferred tax assets
have been recognised:
Year
Ended
31st December
2021
£’000
11 Months
Ended
31st December
2020
£’000
Tax losses (21,758) (9,001)
Share based payments (4,619) –
Short term timing dierences (857)
Interest – (3,250)
All unrecognised temporary dierences above can be carried forward indenitely.
Temporary dierences in respect of share based payments arise in respect of Part12
CTA 2009 share options deduction for which a deduction should be available in
thefuture.
12. Intangible assets
Intangible assets as at 31st December 2021:
Development
£’000
Brand
£’000
Customer
Relationships
£’000
Goodwill
£’000
Total
£’000
Cost:
At 1st January 2021 6,235 13,940 13,371 77,639 111,185
Additions 4,565 – – – 4,565
At 31st December 2021 10,800 13,940 13,371 77,639 115,750
Accumulated
amortisation:
At 1st January 2021 3,564 639 817 – 5,020
Amortisation 2,082 697 891 – 3,670
At 31st December 2021 5,646 1,336 1,708 – 8,690
Carrying amounts:
At 31st December 2021 5,154 12,604 11,663 77,639 107,060
11. Taxation continued
The movement in the deferred tax assets/(deferred tax liabilities) was as follows:
Year ended 31st December 2021:
Opening
balance
£’000
Recognised
in prot
or loss
£’000
Recognised
on
acquisition
£’000
Closing
balance
£’000
Deferred tax assets/
(liabilities) related to:
Property, plant and equipment (395) (576) – (971)
Intangible assets (82) 68 – (14)
Tax losses carried forward 5,389 1,991 – 7,380
Share based payments – (329) – (329)
Customer related intangibles
(Group level only) (4,912) (1,154) – (6,066)
– – – –
11 months ended 31st December 2020:
Opening
balance
£’000
Recognised
in prot
or loss
£’000
Recognised
in OCI
£’000
Closing
balance
£’000
Deferred tax assets/
(liabilities) related to:
Property, plant and equipment (40) (354) – (394)
Intangible assets (206) 125 – (81)
Tax losses carried forward 246 (46) 5,189 5,389
Customer related intangibles
(Group level only) – 277 (5,189) (4,914)
– – – –
Legislation to increase the UK standard rate of corporation tax from 19% to 25% from
1st April 2023 was enacted in the period to 30th June 2021. UK deferred tax balances
at 30th June 2021 have been calculated at 25%.
Notes to the nancial statements
conti nued
Pod Point Annual Report and Accounts 2021
113
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13. Property, Plant and Equipment
Property Plant and Equipment as at 31st December 2021:
S/Term
Leasehold
Property
£’000
Plant &
Machinery
£’000
Furniture
& ttings
£’000
Computer
Equipment
£’000
Owned
Assets
£’000
Total
£’000
Cost:
At 1st January 2021 31 159 19 616 2,364 3,189
Additions – 70 – 221 2,334 2,625
At 31st December
2021 31 229 19 837 4,698 5,814
Accumulated
depreciation and
impairment:
At 1st January 2021 30 119 19 471 248 887
Depreciation 1 34 – 82 533 650
At 31st December
2021 31 153 19 553 781 1,537
Carrying amounts:
At 31st December
2021 – 76 – 284 3,917 4,277
12. Intangible assets continued
Intangible assets as at 31st December 2020:
Development
£’000
Brand
£’000
Customer
Relationships
£’000
Goodwill
£’000
Total
£’000
Cost:
At 1st February 2020 4,269 – – – 4,269
Additions 1,966 – – – 1,966
Acquisitions through
business combinations – 13,940 13,371 77,639 104,950
At 31st December 2020 6,235 13,940 13,371 77,639 111,185
Accumulated
amortisation:
At 1st February 2020 2,197 – – – 2,197
Amortisation 1,367 639 817 – 2,823
At 31st December 2020 3,564 639 817 – 5,020
Carrying amounts:
At 31st December 2020 2,671 13,301 12,554 77,639 106,165
In accordance with the provisions of IAS36 ‘Impairment of Assets’ the allocation to
individual cash-generating units of the goodwill recognised on the purchase of PPH has
been completed during the year ended 31st December 2021, being the end of the rst
annual period beginning after the relevant acquisition date of PPH by the Company.
An impairment review has been performed considering fair value evidence and
benchmarked compared to value in use at 31st December 2020 and 31st December
2021. This utilised recent experience and evidence from third parties of continued
growth in the value of the business. No risk of impairment was identied or
reasonably possible changes that would cause the carrying amount to exceed
the recoverable amount.
The recoverable amount of the CGU is determined from value in use calculations.
The calculations have been based on a discounted cash ow model using forecast
revenues and costs. The inputs into the model appropriately consider the relevant
market maturity and local factors. The rst year of the forecast is established from
the budget for FY22 which is underpinned by the business plan that has been signed
o by the Board.
Notes to the nancial statements
conti nued
Pod Point Annual Report and Accounts 2021
114
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14. Right of Use Asset
The corresponding lease liability of the right of use asset is set out in note 21 (Leases).
Right of Use Asset at 31st December 2021:
Right of
Use Asset
£’000
Cost:
At 1st January 2021 2,939
Additions 1,069
At 31st December 2021 4,008
Accumulated depreciation:
At 1st January 2021 1,999
Depreciation 609
At 31st December 2021 2,608
Carrying amounts:
At 31st December 2021 1,400
13. Property, Plant and Equipment continued
Property Plant and Equipment as at 31st December 2020:
S/Term
Leasehold
Property
£’000
Plant &
Machinery
£’000
Furniture
& ttings
£’000
Computer
Equipment
£’000
Owned
Assets
£’000
Total
£’000
Cost:
At 1st February 2020 31 118 19 500 99 767
Additions – 41 – 116 2,265 2,422
At 31st December
2020 31 159 19 616 2,364 3,189
Accumulated
depreciation and
impairment:
At 1st February 2020 29 114 17 342 38 540
Depreciation 1 5 2 129 210 347
At 31st December
2020 30 119 19 471 248 887
Carrying amounts:
At 31st December
2020 1 40 – 145 2,116 2,302
Notes to the nancial statements
conti nued
Pod Point Annual Report and Accounts 2021
115
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16. Trade and other receivables
As at
31st December
2021
£’000
As at
31st December
2020
£’000
Trade receivables 18,795 12,382
Loss allowance (216) (368)
18,579 12,014
Other receivables 338 97
Prepayments and accrued income 5,124 2,206
24,041 14,317
The Group always measures the loss allowance for trade receivables at an amount
equal to lifetime expected credit losses. The expected credit losses on trade
receivables are estimated using a provision matrix by reference to past default
experience of the debtor and an analysis of the debtor’s current nancial position,
adjusted for factors that are specic to the debtors, general economic conditions of
the industry in which the debtors operate and an assessment of both the current as
well as the forecast direction of conditions at the reporting date.
The Group has sensitised the eects if failure rates were to increase by 100% as sales
increase. The related increase in the bad debt provision would be £86,855 for the year
ended 31st December 2021 (2020: £85,178).
14. Right of Use Asset continued
Right of Use Asset as at 31st December 2020:
Right of
Use Asset
£’000
Cost:
At 1st February 2020 2,612
Additions 327
At 31st December 2020 2,939
Accumulated depreciation:
At 1st January 2020 1,554
Depreciation 445
At 31st December 2020 1,999
Carrying amounts:
At 31st December 2020 940
15. Inventories
As at
31st December
2021
£’000
As at
31st December
2020
£’000
Finished goods 4,962 4,716
Work in progress 3,252 906
8,214 5,622
The cost of inventories recognised as an expense during the year ended 31stDecember
2021 in respect of continuing operations was £24,554,303 (11 months ended
31stDecember 2020: £13,158,238).
An impairment loss of £229,064 was recognised in cost of sales against stock during
the year ended 31st December 2021 due to slow-moving and obsolete stock (11 months
ended 31st December 2020: £190,423).
Notes to the nancial statements
conti nued
Pod Point Annual Report and Accounts 2021
116
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17. Cash and cash equivalents
As at
31st December
2021
£’000
As at
31st December
2020
£’000
Cash at bank and in hand 44,473 2,449
Pod Point mobile application 1,639 493
46,112 2,943
Cash at bank earns interest at oating rates based on daily bank deposit rates.
Pod Point mobile application relates to cash held by the Company from consumer
credit or debit card ‘top-ups’ through the Pod Point Mobile App. This cash is held until
it is paid to customers who enable pay-as-you-go taris on their charging units and
the related electricity is used. The cash is restricted in use, however is not held within
aseparate bank account.
18. Short-term investments
Short-term investments represent cash held on deposit with nancial institutions with
amaturity greater than three months at inception.
As at
31st December
2021
£’000
As at
31st December
2020
£’000
Short-term investments 50,000 –
16. Trade and other receivables continued
The movement in the provision for doubtful debts is as follows:
£’000
At 1st January 2021 368
Amounts recovered (42)
Written o (203)
Change in loss allowance due to new trade and other receivables
originated 93
As at 31st December 2021 216
At 1st February 2020 202
Amounts recovered –
Written o 147
Change in loss allowance due to new trade and other
receivablesoriginated 19
As at 31st December 2020 368
Aging of trade receivables before provision.
As at
31st December
2021
£’000
As at
31st December
2020
£’000
Current 4,275 2,048
Trade receivables past due
0–90 days 8,712 6,380
91–180 days 1,749 1,490
181–270 days 2,234 1,128
271–365 days 685 424
More than 365 days 1,140 912
Trade receivables before allowance for doubtful
receivables 18,795 12,382
Less: allowance for doubtful receivables (216) (368)
Total trade receivables 18,579 12,014
Notes to the nancial statements
conti nued
Pod Point Annual Report and Accounts 2021
117
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20. Loans and borrowings
As at
31st December
2021
£’000
As at
31st December
2020
£’000
Current liabilities
Intercompany loan – 630
Secured bank loan 707 71
Bond – 26
707 727
Non-current liabilities
Intercompany loan – 8,650
Secured bank loan 2,326 1,938
Bond – 218
2,326 10,806
The bond which existed as of 31st December 2020 was redeemable by the
bondholders on the anniversary of the commencement date, in January of each year,
provided the bondholder had completed a notice of redemption. The bond carried an
interest rate of 8% per annum. The entire bond was redeemed on 31st December 2021.
19. Trade and other payables and other non-current liabilities
19.1 Trade and other payables – current
As at
31st December
2021
£’000
As at
31st December
2020
£’000
Trade payables 12,110 8,928
Other taxation and social security 1,020 389
Accruals and deferred revenue 20,568 9,968
Contingent consideration 1,000 –
Other payables 1,475 195
36,173 19,480
There is no material dierence between the carrying value and fair value of trade and
other payables presented. See note 2 (
Summary of signicant accounting policies ) for
more detail on the trade and other payables accounting policy.
The contingent consideration of £1,000,000 relates to a warranty retention liability
which was set up on the acquisition of Pod Point Holding Limited by the Company
in February 2020. No warranty claims have been made against the shareholders of
Pod Point Holding Limited and the amount was repaid to shareholders of Pod Point
Holding Limited on 11th February 2022.
19.2 Other non-current liabilities
As at
31st December
2021
£’000
As at
31st December
2020
£’000
Contingent consideration – 1,000
Notes to the nancial statements
conti nued
Pod Point Annual Report and Accounts 2021
118
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Lease liability as at 31st December 2020:
Lease Liability
£’000
Cost:
At 1st February 2020 1,369
Additions 328
Interest charge 84
Repayments (594)
At 31st December 2020 1,187
22. Provisions
Provisions at 31st December 2021:
Warranty
£‘000
As at 1st January 2021 316
Charged to income statement (86)
Additional provision in the year 174
As at 31st December 2021 404
The warranty provision as at 31st December 2021 would be expected to unwind by
November 2026.
Provisions at 31st December 2020:
Warranty
£‘000
As at 1st February 2020 325
Charged to income statement (109)
Additional provision in the period 118
As at 31st December 2020 316
20. Loans and borrowings continued
During the 11 months ended 31st December 2020, the Group entered into £3.5 million
facility agreement with Triodos Bank UK Limited, to fund charging units owned by
the Group and installed at customer sites. The facility is structured as a construction
facility while the assets are being installed, at which point the outstanding balance
will become an operating facility. The interest rate is xed at 3.5%. The loan
isrepayable in eighteen quarterly instalments starting one quarter after the start
ofthe operating facility. The loan is repayable on 31st December 2025.
As at 31st December 2020, the Group held intercompany loans with Parent Companies
EECL and LGCIL under a revolving credit facility. For each loan drawn before
31stDecember 2021, the applicable rate of interest on the loan is the reference rate
(LIBOR) and the margin (7.3% per annum). For each loan drawn on or after the rate
switch date on 31st December 2021, SONIA and a credit adjustment spread rather
than LIBOR will be used as the reference rate for calculating interest for such loans.
Theentire balance of the loans was repaid upon listing on 9th November 2021.
As of December 2020, the Group held an additional intercompany loan with Parent
Company EECL of £630,000 in addition to the loan mentioned above. This loan was
formally waived on 6th October 2021, resulting in a corresponding increase to retained
earnings at that date.
No changes in liabilities arising from nancing activities has been identied during the
year ended 31st December 2021 or are expected in the near future.
21. Leases
The corresponding liability of the right of use asset set out in note 14 ( Right of use
asset ) above represents the following:
Lease liability as at 31st December 2021:
Lease Liability
£’000
Cost:
At 1st January 2021 1,187
Additions 1,121
Interest charge 118
Repayments (767)
At 31st December 2021 1,659
Notes to the nancial statements
conti nued
Pod Point Annual Report and Accounts 2021
119
Strategic Report FinancialsGovernance

Notes to the nancial statements
conti nued
Share premium
The share premium reserve reects the excess over nominal value arising on the issue
of ordinary shares. During 2020 as part of the plans to acquire a 100% stake in Pod
Point Holding Limited 13,118 shares with a nominal value of £0.0001 per share were
issued to EECL and LGCIL. A share premium reserve arose of £26.4 million. See IPO
reorganisation note above for eects on share premium as a result of the Initial Public
Oering in November 2021.
Other Reserves
Other reserves includes the share based payment charge on share options issued
toemployees as detailed in note 25 (
Share based payments) .
ESOP Reserve
The ESOP reserve represents the value associated with the shares issued pursuant
tothe employee Share Incentive Plan.
Accumulated losses
Accumulated losses reserve represents the accumulated losses of the Group
generated through business activities. In 2020 a loan from EECL of £84.6 million
was waived resulting in a capital contribution and a corresponding increase to
retainedearnings.
24. Financial instruments
The Group had the following nancial assets and liabilities. The amounts below are
contractual undiscounted cash ows and include both interest and principal amounts.
Accounting policy
Categorisation within the hierarchy, measured or disclosed at fair value, has been
determined based on the lowest level of input that is signicant to the fair value
measurement as follows:
• Level 1 – valued using quoted prices in active markets for identical assets
or liabilities
• Level 2 – valued by reference to valuation techniques using observable inputs other
than quoted prices included within Level 1
• Level 3 – valued by reference to valuation techniques using inputs that are not
based on observable market data
23. Capital and reserves
The share capital in issue at each year and period end is as follows:
As at 31st December 2021 As at 31st December 2020
Number £’000 Number £’000
Allotted, called up and fully paid:
Ordinary shares of £0.001 each 153,403,537 153 – –
Ordinary shares of £0.0001 each – – 13,118 –
On 10th December 2021, 549,000 shares were issued and allotted pursuant to the Share
Incentive Plan, bringing the total issued share capital to 153,952,537.
IPO Reorganisation
As at 31st December 2020, the issued share capital of the Company comprised
13,118 ordinary shares of £.0001 each. In connection with Admission, the Company
reorganised its share capital as follows:
• On 20th October 2021, the Company issued 999,986,882 bonus shares of £0.0001
each, resulting in a share capital of £100,000, divided into 1,000,000,000 ordinary
shares of £0.0001 each. Subsequently on 20th October 2021, the Company
undertook a consolidation of its share capital on a 10:1 basis, resulting in a share
capital of £100,000, divided into 100,000,000 ordinary shares of £0.001 each. This
resulted in a reduction of share premium of £100,000.
• On 9th November, 2021, Pod Point Group Holdings plc issued 53,403,537 ordinary
shares as part of the Initial Public Oering in exchange for cash of £117,940,367,
represented by share capital of £53,403 and share premium of £112,229,304.
Immediately following Admission, the issued share capital of the Company was
£153,404, comprising of 153,403,537 shares of £0.001 each.
Issuance costs of £7,664,663 were recognised against share premium in accordance
with the Companies Act 2006, section 610.
Pod Point Annual Report and Accounts 2021
120
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Notes to the nancial statements
conti nued
(i) Risk management framework
The Group’s Board of Directors has overall responsibility for the establishment and
oversight of the Group’s risk management framework.
The Group’s risk management policies are established to identify and analyse the
risks faced by the Group, to set appropriate risk limits and controls and to monitor
risks and adherence to conditions and the Group’s activities. The Group, through its
training and management standards and procedures, aims to maintain a disciplined
and constructive control environment in which all employees understand their roles
and obligations.
(ii) Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates
and interest rates will aect the Group’s income. The Group’s exposure to market
risk predominantly relates to currency risk. The analysis of market risk calculated by
management and sensitivity analysis have not been been disclosed as is not deemed
to be material for the year ended 31st December 2021 (2020: nil).
(iii) Credit risk
Credit risk is the risk of nancial loss to the Group if a customer or counterparty to a
nancial instrument fails to meet its contractual obligations, and arises principally from
the Group’s receivables from customers. Trade receivables are assessed for risk of
default by customers on a periodic basis and terms of trade are adjusted accordingly.
The maximum credit risk exposure at the statement of nancial position’s date is
represented by the carrying value of nancial assets.
(iv) Liquidity risk
Liquidity risk is the risk that the Group will encounter diculty in meeting the
obligations associated with its nancial liabilities that are settled by delivering cash or
another nancial asset.
The Group has been nanced through a combination of intercompany loans from the
Parent Company, equity fundraising and bank and borrowing facilities.
A £1 million loan facility existing at 1st February 2020 was repaid in June 2020, and
therefore liquidity risk was mitigated.
As at 31st December 2020, the Group held a bond of £243,000 with a coupon rate
of 8% £25,500 was redeemed in January 2021 and the entire bond was repaid
31stDecember 2021, mitigating liquidity risk.
In addition, intercompany loans from the Parent Companies were repaid upon listing,
mitigating liquidity risk. The only loan existing at 31st December 2021 is the loan with
Triodos bank, which is being repaid on a monthly basis. Please see note 20 for further
details on repayment.
24. Financial instruments continued
As at
31st December
2021
£’000
As at
31st December
2020
£’000
Cash and cash equivalents 46,112 2,943
Short-term investments 50,000 –
Trade and other receivables 18,917 12,111
Accrued income 3,600 1,661
Total nancial assets 118,629 16,716
Trade and other payables 14,605 9,512
Accruals 9,383 5,905
Leases 1,660 1,187
Loans and borrowings 3,034 11,533
Total nancial liabilities 28,682 28,137
All nancial assets and nancial liabilities shown above, and loans and borrowings,
are valued at carrying amount or at fair value using Level 2 measurements. There
have been no transfers between levels in any of the years.
Financial assets
The Group classies its nancial assets into the following categories: cash and cash
equivalents, trade and other receivables and accrued income. The classication
depends on the purpose for which the assets are held. The classication is rst
performed at initial recognition and then re-evaluated at every reporting date for
nancial assets other than those held at fair value through the income statement.
Financial liabilities
The Group classies its nancial liabilities into the following categories: trade and other
payables, loans and borrowings and other non-current liabilities.
The Directors consider that the carrying amount for all nancial assets and liabilities
which are not held at fair value through prot or loss approximates to their fair value.
Financial risk management
The Group’s activities expose it to a variety of nancial risks: market risk (including
interest rate risk), credit risk and liquidity risk. The Group’s overall risk management
framework seeks to minimise potential adverse eects on the Group’s nancial
performance.
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Notes to the nancial statements
conti nued
(v) Foreign currency risk
The Group has overseas operations in Norway and is therefore exposed to changes in
the respective currency of that territory. The Group maintains bank balances in local
currency. Cash positions are monitored on a regular basis for any imbalances.
25. Share based payments
Charge to the income statement:
The charge to the income statement is set out below:
Year
ended
31st December
2021
£‘000
11 months
ended
31st December
2020
£‘000
IPO Restricted Share Award 2,256 –
IPO Performance Share Award 136 –
SIP 30 –
During the year ended 31st December 2021, the Group operated the following share
based payment schemes, all of which are equity settled.
IPO Share Based Payment Awards
IPO Restricted Share Award
At IPO, awards were granted to eligible employees:
Year
granted
Share
price
per
award
(£)
Exercise
price of
award
Date of
vesting
No of shares
for which
awards
outstanding
on 1 Jan
2021
Awards
granted
during
the year
Awards
vested
during
the year
Number
of shares
for which
awards
exercised
Number
of shares
for which
awards
outstanding
2021 2.20 – Nov–21 – 834,000 834,000 70,204 736,796
2021 2.20 – Nov–22 – 738,224 – – 738,224
2021 2.20 – Nov–23 – 714,330 – – 714,330
2021 2.20 – Nov–24 – 95,776 – – 95,776
2021 2.20 – Nov–25 – 95,776 – – 95,776
24. Financial instruments continued
The following tables detail the Group’s remaining contractual maturity for its nancial
assets and nancial liabilities:
As at 31st December 2021:
Less than
1 year
£’000
1–5 years
£’000
5+ years
£’000
Total
£’000
Trade and other receivables 18,825 92 – 18,917
Accrued income 3,600 – – 3,600
Total nancial assets 22,425 92 – 22,517
Trade and other payables 14,605 – – 14,605
Accruals 9,383 – – 9,383
Lease liabilities – future lease
payments 896 764 – 1,660
Loans and borrowings 707 2,327 – 3,034
Total nancial liabilities 25,591 3,091 – 28,682
As at 31st December 2020:
Less than
1 year
£’000
1–5 years
£’000
5+ years
£’000
Total
£’000
Trade and other receivables 12,012 99 – 12,111
Accrued income 1,661 – – 1,661
Total nancial assets 13,673 99 – 13,772
Trade and other payables 9,512 – – 9,512
Accruals 5,905 – – 5,905
Lease liabilities – future lease
payments 549 882 – 1,431
Loans and borrowings 727 10,806 – 11,533
Total nancial liabilities 16,693 11,688 – 28,381
Pod Point Annual Report and Accounts 2021
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Notes to the nancial statements
conti nued
All-employee Share Incentive Plan (“SIP”)
Year
granted
Share
price
per
award
(£)
Exercise
price of
award
Date of
vesting
No of shares
for which
awards
outstanding
on 1st Jan
2021
Awards
granted
during
the year
Awards
vested
during
the year
Number
of awards
forfeited
Number of
shares for
which awards
outstanding
2021 2.40 – Dec–24 – 549,000 – 12,000 537,000
The SIP was valued using the Black-Scholes method with the following assumptions:
Dec-21
Weighted average share price at grant date 2.40
Exercise price –
Expected volatility 60%
Expected life 3 years
Dividend yield –
26. Earnings/(Loss) per share
Basic earnings per share is calculated by dividing the loss attributable to the
equityholders of the Group by the weighted average number of shares in issue
duringthe year.
The Group has dilutive ordinary shares for the year ended 31st December 2021 and
period ended 31st December 2020, these being share options granted to employees.
As the Group has incurred a loss in all periods, the diluted loss per share is the same
as the basic earnings per share as the loss has an anti-dilutive eect.
Year ended
31st December
2021
£
11 months ended
31st December
2020
£
Loss for the period attributable to equity holders 14,322,377 12,192,652
Basic and diluted weighted average number
ofordinary shares in issue 107,608,175 100,000,000
Earnings/(Loss) per share (Basic and Diluted) (0.13) (0.12)
25. Share based payments continued
The IPO restricted share awards were valued using the Black-Scholes method with the
following assumptions:
Nov-21
Weighted average share price at grant date 2.20
Exercise price –
Expected volatility 60%
Expected life 0-4 years
Dividend yield –
IPO Performance Share Awards
At IPO, awards were granted to eligible employees:
Year
granted
Share
price per
award
(£)
Exercise
price of
award
Date of
vesting
No of shares
for which
awards
outstanding
on 1st Jan
2021
Awards
granted
during
the year
Awards
vested
during
the year
Number
of shares
for which
awards
exercised
Number
of shares
for which
awards
outstanding
2021 2.20 – Feb–24 – 881,142 – – 881,142
2021 2.20 – Feb–25 – 881,142 – – 881,142
The IPO performance share awards were valued using the Black-Scholes method with
the following assumptions:
Nov-21
Weighted average share price at grant date 2.20
Exercise price
–
Expected volatility 38%–60%
Expected life 3.3–4.3 years
Dividend yield
–
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Notes to the nancial statements
conti nued
28. Related parties
Transactions with Shareholders
For the 11 months ended 31st December 2020, the immediate Parent Companies of the
Group is EDF Energy Customers Limited, owning 77.5% and Legal & General Capital
Investments Limited, owning 22.5%. As at 31st December 2020, the Group held a loan
with EDF Energy Customers Limited of £6,710,602 and a loan with Legal & General
Capital Investments Limited of £1,939,398. The entire loan balances were repaid upon
IPO in November 2021.
As at 31st December 2020, the Group held an additional loan of £630,000 with
EDFEnergy Customers Limited, which on 6th October 2021 was formally waived,
resulting in a corresponding increase to retained earnings at that date.
During the 11 months ended 31st December 2020, the Group had the following
transactions with Group Companies part of the EDF Group and Legal & General group:
Group Company Sales of goods
Purchase of
goods
Interest and
fees on
intercompany
loan
Legal & General Group £7,839 – £114,176
EDF Energy Limited £142,680 – –
EDF Energy Customers Limited – £88,149 £396,175
During the year ending 31st December 2021, the Group had the following transactions
Group Companies part of the EDF Group and Legal & General Group:
Group Company
Sales of
goods
Purchase of
goods
Interest and
fees on
intercompany
loan
Legal & General Group £46,305 – £232,040
EDF Energy Limited £262,777 – –
EDF Energy Customers Limited – £849,751 £806,032
26. Earnings/(Loss) per share continued
In determining the share numbers and earnings per share calculation above the
requirements of IAS 33 ‘Earnings per share’ have been applied to reect the bonus
issue and share consolidation detailed in note 14 as if it had taken place at the start
of the earliest period for which an earnings per share is presented.
27. List of subsidiaries
The Group holds share capital in the following companies:
Name of
company
Country of
Incorporation
Principle
activity Ownership
Registered
Address
Pod Point
Limited
United
Kingdom
Development and
supply of equipment
and systems for electric
charging vehicles
100% 28-42 Banner
Street Banner
Street, London,
England,
EC1Y 8QE
Pod Point
Holding
Limited
United
Kingdom
Holding
Company
100% 28-42 Banner
Street
Banner Street,
London,
England,
EC1Y 8QE
Open
Charge
Limited
United
Kingdom
Development and
supply of equipment
and systems for electric
charging vehicles
100% 28-42 Banner
Street Banner
Street, London,
England,
EC1Y 8QE
Pod Point
Norge AS
Norway Development and
supply of equipment
and systems for electric
charging vehicles
100% Engebrets vei
3, 0275, Oslo,
Norway
Pod Point
Asset One
Limited
United
Kingdom
Development and
supply of equipment
and systems for electric
charging vehicles
100% 28-42 Banner
Street Banner
Street, London,
England,
EC1Y 8QE
Pod Point Annual Report and Accounts 2021
Strategic Report FinancialsGovernance
124

Notes to the nancial statements
conti nued
28. Related parties continued
Transactions with related parties who are not members of the Group
During the year ended 31st December 2021, the Group had the following transactions
with a related party who is not a member of the Group. Imtech Inviron Limited is a
related party by virtue of their ultimate parent and controlling party being Électricité
de France S.A.:
• Sale of goods of £48,179 (11 months ended 31st December 2020: £174,155)
Transactions with key management personnel of the Group
Key Management Personnel are dened as member of the Group’s Strategic Board.
See note 8 (
Directors and employees ) for details of compensation of key management
personnel. Certain employees hold shares in the Group, including Key Management
Personnel.
29. Post balance sheet events
The contingent consideration of £1,000,000 was repaid to shareholders of Pod Point
Holding Limited on 11th February 2022 as detailed in note 19.1.
30. Ultimate Parent undertaking and controlling party
The immediate Parent Company of the Company and its subsidiaries is EDF Energy
Customers Limited, a company registered in the United Kingdom.
The immediate Parent Company of EDF Energy Customers Limited is EDF Energy
Limited, a company registered in the United Kingdom.
At 31st December 2021 and 31st December 2020, Électricité de France SA, a Company
incorporated in France, is regarded by the Directors as the Company’s ultimate Parent
Company and controlling party. This is the largest Group for which consolidated
nancial statements are prepared. Copies of that company’s consolidated nancial
statements may be obtained from the registered oce at Électricité de France SA,
22-30 Avenue de Wagram, 75382, Paris, Cedex 08, France.
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Company Statement of Financial Position
Notes
As at
31st December
2021
As at
31st December
2020
NON-CURRENT ASSETS
Financial assets 2 19,960 8,650
Deferred tax asset 9 328 –
Investments in subsidiary undertakings 3 112,596 112,596
132,884 121,246
CURRENT ASSETS
Cash and cash equivalents 40,578 –
Short-term investments 4 50,000 –
Trade and other receivables 5 6,064 169
TOTAL ASSETS 229,526 121,415
Current liabilities
Trade and other payables 6 (6,464) (169)
Borrowings 6 – (630)
Contingent consideration 6 (1,000) -
(7,464) (799)
Total assets less current liabilities 222,062 120,616
Non-current liabilities
Borrowings 7 – (8,650)
Contingent consideration 7 – (1,000)
Deferred tax liability 9 (328) –
(328) –
NET ASSETS 221,734 110,966
Notes
As at
31st December
2021
As at
31st December
2020
CAPITAL AND RESERVES
Called up share capital 8 154 –
Share premium reserve 8 140,057 26,400
Other reserves 2,264 –
ESOP reserve (1,318) –
Retained earnings 80,577 84,566
SHAREHOLDER’S FUNDS 221,734 110,966
Under section s408 of the Companies Act 2006 the Company is exempt from
therequirement to present its own income statement. The loss for the year to
31stDecember 2021 was £4,618,872 (11 months to 31st December 2020: nil)
The notes on pages 129 to 134 form part of the nancial statements.
Approved by the Board of Directors on 6th May 2022 and signed on their behalf by
David Surtees
Chief Financial Ocer
Pod Point Annual Report and Accounts 2021
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Company Statement of Changes in Equity
As at 31st December 2021:
Share
Capital
£’000
Share
Premium
£’000
Other
Reserves
£’000
ESOP
reserve
£’000
(Accumulated
losses)/
Retained
earnings
£’000
Total
equity
£’000
Balance as at 1st January 2021 – 26,400 – – 84,566 110,966
Loss after tax for the year – – – – (4,619) (4,619)
Waived intercompany loan – – – – 630 630
Issue of shares during the year 153 112,340 – – – 112,493
Issue of shares pursuant to the share
incentive plan 1 1,317 – (1,318) – –
Share based payment charge – – 2,264 – – 2,264
Balance as at 31st December 2021 154 140,057 2,264 (1,318) 80,577 221,734
As at 31st December 2020:
Share
Capital
£’000
Share
Premium
£’000
Other
Reserves
£’000
ESOP
reserve
£’000
(Accumulated
losses)/
Retained
earnings
£’000
Total
equity
£’000
Balance as at 1st February 2020 – – – – – –
Issue of shares during the period – 26,400 – – – 26,400
Capital contribution
(1)
– – – – 84,566 84,566
Balance as at 31st December 2020 – 26,400 – – 84,566 110,966
(1) In 2020, Parent Company EDF Energy Customers Limited (“EECL”) formally waived a loan to the Group. This amount has been treated as a capital contribution
and is not recognised in the P&L.
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127
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NotestotheCompanynancialstatements
1. Accounting policies
Basis of preparation
Pod Point Group Holdings plc (“PPGH”) is a public limited company incorporated in the
United Kingdom under the Companies Act on 29th January 2020. The address of the
registered oce is 28-42 Banner Street, London, England, EC1Y 8QE. The balance sheet
has been prepared for the purpose of compliance with section 92(1)(b) and (c) of the
Companies Act 2016. The balance sheet has been prepared at 31st December, which
is the nancial year end of the Company. The comparative period of 31stDecember
2020 was the rst nancial year end of theCompany.
The Company meets the denition of a qualifying entity under FRS 100 ‘Application
of Financial Reporting Requirements’ issued by the FRC. Accordingly, these nancial
statements were prepared in accordance with Financial Reporting Standard 101
‘Reduced Disclosure Framework (‘FRS 101’)’. In preparing these nancial statements,
the Company applies the recognition, measurement and disclosure requirements of
IFRS, but makes amendments where necessary in order to comply with the Companies
Act 2006 and has set out below where advantage of the FRS 101 disclosure exemptions
have been taken.
The functional currency of the Company is considered to be pounds sterling
because that is the currency of the primary economic environment in which the
Companyoperates.
The Company nancial statements have been prepared in accordance with FRS 101.
In these nancial statements, PPGH applied the exemptions available under FRS 101
in respect of the following disclosures:
• the requirements of IFRS 7 Financial Instruments: Disclosures;
• the requirements of paragraphs 91-99 of IFRS 13 Fair Value Measurement;
• the requirement in paragraph 28 of IAS 1 to present comparative information in
respect of paragraph 79(a)(iv) of IAS 1;
• the requirements of paragraphs 10(d), 10(f) and 134-136 of IAS 1 Presentation of
Financial Statements;
• the requirements of IAS 7 Statement of Cash Flows;
• the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes
inAccounting Estimates and Errors;
• the requirements of paragraph 17 of IAS 24 Related Party Disclosures;
• the requirements in IAS 24 Related Party Disclosures to disclose related party
transaction entered into between two or more members of a group, provided
that any subsidiary which is a party to the transaction is wholly owned by such
amember; and
• the eects of new but not yet eective IFRS.
As the consolidated nancial statements of the Group include the equivalent
disclosures, the Company has also taken the exemptions under FRS 101 available in
respect of the following disclosures:
• Certain disclosures required by IAS 36: Impairment of assets in respect of the
impairment of goodwill and indenite life intangible assets
• Certain disclosures required by IFRS 3: Business Combinations in respect of business
combinations undertaken by the Company
As the consolidated nancial statements of the Group include the equivalent
disclosures, PPGH has also taken the exemptions under section 408(4) of the
Companies Act 2006, not to present its individual income statement and related notes
as part of the nancial statements.
The accounting policies set out below, has unless otherwise stated, been applied
consistently to all periods presented in the Company nancial statements, The
accounting policies presented in note 2 of the consolidated notes to the nancial
statements of PPGH also apply to the Parent Company.
Going concern
The Directors have made enquiries and reviewed cash ow forecasts and available
facilities for at least the next 12 months (including subsequent events). Taking these into
account the Directors have formed a judgement, at the time of approving the nancial
statements, that there is a reasonable expectation that the Company has adequate
resources to continue in operational existence for the foreseeable future. This
judgement has been formed taking into account the principal risks and uncertainties
that the Company faces. For this reason the Directors continue to adopt the going
concern basis in preparing the nancial statements.
Interest income
Interest income is recognised as the interest accrues (using the eective interest
method that is the rate that exactly discounts estimated future cash receipts through
the expected life of the nancial instrument).
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NotestotheCompanynancialstatements
continued
or receipts (including all fees and points paid or received that form an integral part of
the eective interest rate, transaction costs and other premiums or discounts), through
the expected life of the nancial liability or asset or (where appropriate) a shorter
period, to the net carrying amount on initial recognition).
Financial assets
The Company’s nancial assets are classied as subsequently measured at amortised
cost, fair value through other comprehensive income or fair value through prot or loss
on the basis of both:
(a) the Company’s business model for managing of nancial assets; and
(b) the contractual cash ow characteristics of nancial asset.
Financial assets measured at amortised cost
Financial assets are classied as measured at amortised cost if both the following
conditions are met:
(a) the nancial asset is held within a business model whose objective is to hold
nancial assets in order to collect contractual cash ows; and
(b) the contractual terms of nancial asset give rise on specied dates to cash
ows that are solely payments of principal and interest on the principal amount
outstanding.
Financial assets measured at fair value through other comprehensive income
(FVOCI)
Financial assets are classied as measured at fair value through other comprehensive
income if both the following conditions are met:
(a) the nancial asset is held within a business model whose objective is achieved by
both collecting contractual cash ows and selling the nancial assets; and
(b) the contractual terms of nancial asset give rise on specied dates to cash
ows that are solely payments of principal and interest on the principal amount
outstanding.
Financial assets measured at fair value through prot or loss (FVTPL)
Financial assets are measured at fair value through prot or loss unless it is measured
at amortised cost or at fair value through other comprehensive income.
Recognition of expected credit losses
The Company recognises a loss allowance for expected credit losses on a nancial
asset that is measured at amortised cost, measured at fair value through other
comprehensive income, a lease receivable, a contract asset or a loan commitment and
a nancial guarantee contract to which impairment requirements apply.
1. Accounting policies continued
Investment in subsidiary undertakings
Subsidiary undertakings are those entities controlled by the Company, and where
the substance of the relationship between the Company and the entity indicates that
the entity is controlled by the Company. The Company controls an entity when it is
exposed, or has rights, to variable returns from its involvement with the entity and has
the ability to aect those returns through its power over the entity. Considerations in
the assessment of control include:
• the purpose and design of the entity;
• what the relevant activities are and how decisions about those activities are made;
• whether the rights of the Company give it the current ability to direct the relevant
activities;
• whether the Company is exposed, or has rights, to variable returns from its
involvement with the entity; and
• whether the entity has the ability to use its power over the investee to aect the
amount of the investor’s returns.
The Company continues to assess whether it controls an entity if facts and
circumstances indicate that there changes to the elements of control. Investment
in subsidiaries is recorded at cost and is subsequently assessed for indicators of
impairment. If such factors exist, a detailed impairment test is carried out. Impairment
is recognised in the income statement when the recoverable amount of the
Company’s investment is lower than the carrying amount of the investment. Upon
disposal of the investment in the entity, the Company measures the investment at its
fair value. Any dierence between the fair value of the Company’s investment and the
proceeds of disposal is recognised in the income statement.
Financial instruments
Financial assets and liabilities are recognised on the Company’s balance sheet when
the Company becomes a party to the contractual provisions of the instruments.
Financial assets and liabilities are initially measured at fair value. Transaction costs
that are directly attributable to the acquisition of issue of nancial assets and nancial
liabilities (other than nancial assets and nancial liabilities at fair value through the
prot or loss) are added to or deducted from the fair value of the nancial assets or
nancial liabilities, as appropriate, on initial recognition. Transaction costs directly
attributable to the acquisition of nancial assets or nancial liabilities at fair value
through the prot or loss are recognised immediately in prot or loss. The eective
interest method is a method of calculating the amortised cost of a nancial liability or
a nancial asset and of allocating the interest expense over the relevant period. The
eective interest rate is the rate that exactly discounts estimated future cash payments
Pod Point Annual Report and Accounts 2021
129
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NotestotheCompanynancialstatements
continued
dierence between the proceeds, net of transaction costs, and the amount due on
redemption being recognised as a charge to the income statement over the period of
the relevant borrowing. Interest expense is recognised based on the eective interest
method and is included in nance costs. Borrowings are classied as current liabilities
unless the Company has an unconditional right to defer settlement of the liability for at
least 12 months after the reporting date.
Share capital
Ordinary shares are classied as equity. Equity instruments are measured at the fair
value of the cash or other resources received or receivable, net of the direct costs of
issuing the equity instruments. If payment is deferred and the time value of money is
material, the initial measurement is on a present value basis.
Critical accounting judgements and key sources of estimation uncertainty
In the application of the Company’s accounting policies, which are described in this
note, the Directors are required to make judgements (other than those involving
estimations) that have a signicant impact on the amounts recognised and to make
estimates and assumptions about the carrying amounts of assets and liabilities
that are not readily apparent from other sources. The estimates and associated
assumptions are based on historical experience and other factors that are considered
to be relevant. Actual results may dier from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the period in which the estimate
is revised if the revision aects only that period, or in the period of the revision and
future periods if the revision aects both current and future periods.
In the view of the Directors, there are no critical accounting judgements or key sources
of estimation uncertainty which aect the Company’s nancial statements.
2. Financial assets
As at
31st December
2021
£’000
As at
31st December
2020
£’000
Loans to subsidiaries 19,960 8,650
Loans to subsidiaries relate to loans granted to Pod Point Holding Limited, this loan
isunsecured and accrues interest LIBOR plus a margin of 7.3% and is repayable by
27th March 2024.
Loans to subsidiaries are held at amortised cost and are expected to mature within
one to veyears.
1. Accounting policies continued
At each reporting date, the Company measures the loss allowance for a nancial
instrument at an amount equal to lifetime expected credit losses if the credit risk
on that nancial instrument has increased signicantly since initial recognition. The
expected credit losses are assessed considering all reasonable and supportable
information, including that which is forward-looking. If at the reporting date the credit
risk on a nancial instrument has not increased signicantly since initial recognition,
and entity shall measure the loss allowance for that nancial instrument at an amount
equal to 12-month expected credit losses. The amount of credit losses (or reversal) is
recognised in prot or loss, as an impairment gain or loss at the reporting date.
De-recognition of nancial assets
The Company de-recognises a nancial asset when the contractual rights to the
cash ows from the asset expire, or when it transfers the nancial asset along with
substantially all the risks and rewards of ownership to a third party. On de-recognition
of a nancial asset in its entirety, the dierence between the asset’s carrying value, the
sum of the consideration received and receivable, and the cumulative gain or loss that
had been recognised in other comprehensive income and accumulated in equity is
recognised in the income statement.
Financial Liabilities and equity.
Financial liabilities as subsequently measured at amortised cost, except for:
(a) nancial liabilities at fair value through prot or loss – these include derivatives that
are liabilities which are subsequently measured at fair value.
(b) nancial liabilities that arise when a transfer of a nancial asset does not qualify
for de-recognition or when continuing involvement applies.
(c) nancial guarantee contracts to which (a) or (b) does not apply are subsequently
measured as the higher of – the amount of loss allowance determined, or, the
amount initially recognised less the cumulative amount of income recognised.
(d) commitments to provide a loan at below market interest rate to which (a) or (b)
does not apply are subsequently measured as the higher of – the amount of loss
allowance determined, or, the amount initially recognised less the cumulative
amount of income recognised.
(e) contingent consideration recognised as an acquirer in a business combination
which is measured at fair value through prot or loss.
Borrowings
All borrowings are initially recorded at the amount of proceeds received, net of
transaction costs. Borrowings are subsequently carried at amortised cost, with the
Pod Point Annual Report and Accounts 2021
130
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NotestotheCompanynancialstatements
continued
Name of
company
Country of
Incorporation
Principal
activity Ownership
Registered
Address
Pod Point Asset
One Limited
United
Kingdom
Development
and supply of
equipment and
systems for
electric charging
vehicles
100% 28-42 Banner
Street Banner
Street, London,
England,
EC1Y 8QE
4. Short-term investments
Short-term investments represent cash held on deposit with nancial institutions with a
maturity greater than three months at inception.
As at
31st December
2021
£’000
As at
31st December
2020
£’000
Short-term investments 50,000 –
5. Trade and other receivables
Year ended
31st December
2021
£’000
As at
31st December
2020
£’000
Amounts owed by other Group companies – 169
Intercompany receivable 5,388 –
Prepayments 275 –
Other taxation and social security 401 –
6,064 169
Amounts owed by other Group companies are interest free and repayable
ondemand.
3. Investments in subsidiary undertakings
As at
31st December
2021
£’000
As at
31st December
2020
£’000
Investments 112,596 112,596
On 13th February 2020 the Company purchased a 100% stake in Pod Point Holding
Limited. The subsidiary undertakings at 31st December 2020, which are incorporated
in the United Kingdom and are registered and operate in England and Wales, or
Scotland (unless otherwise stated), are as follows:
Name of
company
Country of
Incorporation
Principal
activity Ownership
Registered
Address
Pod Point
Limited
United
Kingdom
Development
and supply of
equipment and
systems for
electric charging
vehicles
100% 28-42 Banner
Street Banner
Street, London,
England,
EC1Y 8QE
Pod Point
Holding
Limited
United
Kingdom
Holding
Company
100% 28-42 Banner
Street
Banner Street,
London, England,
EC1Y 8QE
Open
Charge
Limited
United
Kingdom
Development
and supply of
equipment and
systems for
electric charging
vehicles
100% 28-42 Banner
Street Banner
Street, London,
England,
EC1Y 8QE
Pod Point
Norge AS
Norway Development
and supply of
equipment and
systems for
electric charging
vehicles
100% Engebrets vei 3,
0275,
Oslo, Norway
Pod Point Annual Report and Accounts 2021
131
Strategic Report FinancialsGovernance

NotestotheCompanynancialstatements
continued
7. Non-current liabilities
As at
31st December
2021
£’000
As at
31st December
2020
£’000
Borrowings due within more than one year – 8,650
Contingent consideration – 1,000
– 9,650
Included in borrowings due within more than one year are amounts owed to Group
companies of £nil (2020: £6,711 thousand). The remaining borrowings of £nil (2020:
£1,939 thousand) are payable to Legal & General Capital Investments Limited, which
is a related party by virtue of its shareholding in the Company. All borrowings are
expected to mature within one to ve years and are held at amortised cost.
Borrowings are unsecured, accrue interest at LIBOR plus a margin of 7.3% and are
repayable by 27th March 2024.
8. Called up share capital and reserves
The share capital in issue at each year and period end is as follows:
As at 31st December 2021 As at 31st December 2020
Number £’000 Number £’000
Allotted, called up
and fully paid:
Ordinary shares of
£0.001 each 153,403,537 153 – –
Ordinary shares of
£0.0001 each – – 13,118 –
On 10th December 2021, 549,000 shares were issued and allotted pursuant to the Share
Incentive Plan, bringing the total issued share capital to 153,952,537.
6. Trade and other payables
Year ended
31st December
2021
£’000
As at
31st December
2020
£’000
Other liabilities 2,336 169
Trade payables 1,991 –
Accruals 2,137
Borrowings due within one year – 630
Contingent consideration (see note 7) 1,000 –
7,464 799
Included within other liabilities are amounts due to Group companies of £2,336 thousand
(2020: £131 thousand). Borrowings due within one year are owed to Group companies
as 31stDecember 2020. Amounts due to Group companies are interest free and
repayable on demand. The remaining other liabilities of £38 thousand at
31st December 2020 are payable to Legal & General Capital Investments Limited,
which is a related party by virtue of its shareholding in the Company.
All borrowings due within one year have been waived as of October 2021.
The contingent consideration of £1,000,000 relates to a warranty retention liability
payable to shareholders of Pod Point Holding Ltd in February 2022. This was set up on
the acquisition of Pod Point Holding Ltd by Pod Point Group Holdings plc in February
2020. To date no warranty claims have been made against the shareholders of Pod
Point Holding Ltd and the amount is expected to be paid in full.
Pod Point Annual Report and Accounts 2021
132
Strategic Report FinancialsGovernance

NotestotheCompanynancialstatements
continued
9. Taxation
The movement in the deferred tax assets/(deferred tax liabilities) was as follows
Year ended 31st December 2021:
Opening
balance
£’000
Recognised
in prot
or loss
£’000
Closing
balance
£’000
Deferred tax assets
(liabilities) related to:
Property, plant and equipment – – –
Intangible assets – – –
Tax losses carried forward – 329 329
Share based payments – (329) (329)
Customer related intangibles
(Group level only) – – –
The Company has the following temporary dierences for which no deferred tax
asset has been recognised:
Year ended
31st December
2021
£’000
11 months ended
31st December
2020
£’000
Tax losses 2,013
–
Share based payments 4,619
–
Short term timing dierence 227
–
8. Called up share capital and reserves continued
IPO Reorganisation
As at 31st December 2020, the issued share capital of the Company comprised
13,118 ordinary shares of £.0001 each. In connection with Admission, the Company
reorganised its share capital as follows:
• On 20th October 2021, the Company issued 999,986,882 bonus shares of £0.0001
each, resulting in a share capital of £100,000, divided into 1,000,000,000 ordinary
shares of £0.0001 each. Subsequently on 20th October 2021, the Company
undertook a consolidation of its share capital on a 10:1 basis, resulting in a share
capital of £100,000, divided into 100,000,000 ordinary shares of £0.001 each. This
resulted in a reduction of share premium of £100,000.
• On 9th November, 2021, Pod Point Group Holdings plc issued 53,403,537 ordinary
shares as part of the Initial Public Oering in exchange for cash of £117,940,367,
represented by share capital of £53,403 and share premium of £112,229,304.
Immediately following Admission, the issued share capital of the Company was
£153,404, comprising of 153,403,537 shares of £0.001 each.
Issuance costs of £7,664,663 were recognised against share premium in accordance
with the Companies Act 2006, section 610.
Year ended
31st December
2021
£’000
As at
31st December
2020
£’000
SHARE PREMIUM RESERVE
Share premium reserve 140,057 26,400
During 2020 as part of the plans to acquire a 100% stake in Pod Point Holding Limited
13,118 shares with a nominal value of £0.0001 per share were issued to Pod Point Group
Holdings plc and Legal & General Capital. A share premium reserve arose of £26,400
thousand. In addition a loan from Pod Point Group Holdings plc of £84,566 thousand
was waived in the prior period resulting in a capital contribution and a corresponding
increase to retained earnings.
Pod Point Annual Report and Accounts 2021
133
Strategic Report FinancialsGovernance

9. Taxation continued
The (credit) for the year can be reconciled to the (loss) in the income statement
asfollows:
Year
ended
31st December
2021
£’000
11 months
ended
31st December
2020
£’000
Loss on ordinary activities before tax (4,619) –
Tax on prot on ordinary activities at standard
rate of corporation tax in the UK of 19%
(2019 – 19%) (877) –
Eects of: –
Expenses not deductible for tax purposes 530 –
Deferred tax not recognised 347 –
Tax charge for the period – –
10. Ultimate controlling party
At 31st December 2021, EDF Energy Customers Limited holds a 53.85% interest in the
Company and is considered to be the immediate Parent Company. Copies of that
Company’s consolidated nancial statements may be obtained from the registered
oce at90Whiteld Street, London, W1T 4EZ.
At 31st December 2021 and 31st December 2020, Électricité de France SA, a company
incorporated in France, is regarded by the Directors as the Company’s ultimate Parent
Company and controlling party. This is the largest group for which consolidated
nancial statements are prepared. Copies of that Company’s consolidated nancial
statements may be obtained from the registered oce at Électricité de France SA,
22-30 Avenue de Wagram, 75382, Paris, Cedex 08, France.
NotestotheCompanynancialstatements
continued
Pod Point Annual Report and Accounts 2021
Strategic Report FinancialsGovernance
134

Glossary
AC alternating current
ACEA the European Automobile Manufacturers’ Association
Admission or IPO the admission of the Shares to the premium listing
segment of the Ocial List and to trading on the
London Stock Exchange’s main market for listed
securities on 9th November 2021
Articles the Articles of Association of the Company as adopted
upon Admission
BEV battery electric vehicle
BNEF Bloomberg New Energy Finance
Board the Board of Directors of the Company
CAGR compound annual growth rate
CCC Climate Change Committee
(established pursuant to the Climate Change Act)
Climate Change Act the Climate Change Act 2008 (c.27)
CMA the Competition and Markets Authority
CMA Market Study the EV charging market study published by the CMA
on 23rd July 2021
Company or Pod Point Pod Point Group Holdings plc
Controlling Shareholder means a shareholder who exercises or controls on
their own or together with any person with whom they
are acting in concert, at least 30% or more of the votes
able to be cast on all or substantially all matters at
general meetings of the Company
DC direct current
Directors the Directors of the Company
DNO distribution network operator
EDF Électricité de France S.A.
EECL EDF Energy Customers Limited
EU the European Union
EV electric vehicle
EVHS OZEV’s Electric Vehicle Homecharge Scheme
Executive Directors the Executive Directors of the Company
FTE full-time equivalent employee
GHG greenhouse gas
Governance Code the UK Corporate Governance Code published by the
Financial Reporting Council, as amended
Group The Company and its subsidiaries
HFI historical nancial information
HMRC HM Revenue and Customs
ICE internal combustion engine
IFRS International Financial Reporting Standards, as
adopted by the European Union
IPO or Admission the Admission of the Shares to the premium listing
segment of the Ocial List and to trading on the
London Stock Exchange’s main market for listed
securities on 9th November 2021
KPI key performance indicator
kW kilowatt
kWh kilowatt hour
Member State a member state of the European Economic Area
MSAs Motorway Service Areas
MTD multi tenancy dwelling
Non-Executive Directors the Non-Executive Directors of the Company
OEM original equipment manufacturer
OZEV Oce for Zero Emission Vehicles
PCAOB the Public Company Accounting Oversight Board
(United States)
PHEV plug-in hybrid electric vehicle
PiV plug-in electric vehicle
Pod Point Annual Report and Accounts 2021
135
Strategic Report FinancialsGovernance

Glossary continued
Pod Point Group Pod Point Group Holdings plc, consolidated with its
subsidiaries
Relationship Agreement the relationship agreement entered into between the
Company and EECL
RFID radio-frequency identication
Shares the ordinary shares of the Company
Smart charge points Pod Point’s smart, Wi-Fi or mobile enabled EV
charge points
Smart Reporting Pod Point’s management information system
SMEs small and medium-sized enterprises
Transport and Environment The European Federation for Transport
and Environment
US GAAS auditing standards generally accepted in the
United States
WCS the UK government’s workplace charging scheme
Shareholder Information
Registeredoce
Discovery House
28 – 42 Banner Street
London
EC1Y 8QE
Auditors
Deloitte LLP
Hill House 1
Little New Street
London
EC4A 3TR
Bankers
Barclays Bank PLC
5 The North Colonnade
Canary Wharf
London
E14 4BB
Legal Counsel
Freshelds Bruckhaus Deringer LLP
100 Bishopsgate
London
EC2P 2S
Tax advisors
Grant Thornton UK LLP
Grant Thornton House
Melton Street
Euston Square
London
NW1 2EP
Registrar
Equiniti Ltd
Aspect House,
Spencer Road, Lancing
West Sussex
BN99 6DA
Brokers
Bank of America
Merrill Lynch International
2 King Edward Street
London
EC1A 1HQ
Numis
45 Gresham Street
London
EC2V 7BF
Pod Point Annual Report and Accounts 2021
136
Strategic Report FinancialsGovernance

Pod Point Group Holdings PLC
Discovery House
28 – 42 Banner Street
London
EC1Y 8QE

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