IMPERIAL SUSTAINABLE
DEVELOPMENT

REPORT 2015

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SUSTAINABLE
DEVELOPMENT

REPORT 2015

ABOUT THIS
REPORT

REPORT
PURPOSE

Since it was first produced in 2011, our sustainability report has brought together information and data on sustainability from across the group

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REPORT
FORMAT

We are producing a full online report for the first time in 2015, in addition to a printed summary report

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SCOPE AND
BOUNDARY

This report covers businesses globally which are part of the Imperial Group and over which Imperial has operational control

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COMPLIANCE

We have applied the G4 guidelines of the Global Reporting Initiative (GRI) for the first time in 2015

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BALANCE AND TRANSPARENCY

We understand that our reputation as a business will be enhanced by a balanced approach to reporting on our performance and we have strived to be objective and transparent in compiling this report.

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REPORT ASSURANCE

For the first time during this financial year, we engaged an independent third party to conduct a readiness audit on the most significant non-financial metrics we publish.

The limited assurance has been obtained from Deloitte and Touche for 2015 and is available here

Indicators included in the scope of the 2015 readiness audit are:

Direct energy consumption

and Scope 1 emissions, specifically from diesel, petrol and heavy fuel oil,

which are the most significant forms of fuel usage for the group

Accidents
and injuries

per million kilometres travelled

Road fatalities

Indirect energy consumption

and Scope 2 emissions, specifically electricity purchased from the grid

Total training hours and monetary value spent on training

FOUNDED IN 1948 AS A CAR DEALERSHIP
IN JOHANNESBURG,
SOUTH AFRICA, IMPERIAL
HAS APPLIED ITS CAPABILITIES TO GROW INTO
NEW PRODUCTS, BUSINESSES AND MARKETS.

Driving the parenting advantage

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OUR STRATEGY

Imperial's strategy seeks to drive capability-based growth and focused value creation through greater strategic clarity and financial discipline at group and divisional level.

The major initiatives that will drive our strategic progress are encapsulated in eight strategic thrusts, which provide a precisely worded set of objectives and guidelines against which management
can act and report to the board.

OUR SUPPLY CHAIN

The supply chains for these business lines are complex, drawing on a large network of business relationships. Our role in the supply chain varies according to the business line and the sector or client served.

During 2015, the Imperial group spent R86 billion on the procurement of goods and services from suppliers. In the logistics supply chain, our role is typically to transport goods from one part of a clients' business to another, or between our clients and their suppliers or clients. We provide an end-to-end service offering, with tangible value-add through a fully-integrated supply chain. In our European operations, we provide contract manufacturing and related value-added services to the chemical industry.

LOGISTICS AFRICA

Logistics Africa provides outsourced supply chain management, servicing the Southern, West and East African markets through three regional hubs.

The division maintains its leading position in the South African logistics and supply chain industry through reliable and high-quality service delivery, commitment to its clients' business and innovation to drive improvement. Across sub-Saharan Africa, the division provides a comprehensive and integrated demand-driven route to market as a distributor of consumer and pharmaceutical goods.

MATERIAL SUSTAINABILITY ISSUES

FUEL AND EMISSIONS EFFICIENCY

The division is a major user of fuel and the largest contributor to the group's Scope 1 emissions

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MINIMISING OUR ENVIRONMENTAL IMPACT

The drive to minimise environmental impact and ensure regulatory and legal compliance is a significant area of focus for the division

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ROAD SAFETY

During 2015, the division delivered R50 billion in retail goods across the continent, covering almost 500 million kilometres

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PEOPLE, PERFORMANCE AND SUCCESSION

Employees play a key role in ensuring that the division reaches its strategic and growth objectives

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SOCIAL IMPACT

Our core logistics business in Africa has a significant social and development impact

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LOGISTICS INTERNATIONAL

Based in Germany, Logistics International provides complete logistics solutions including industrial contract logistics, warehousing, inland waterway shipping, bulk and container terminal operations, contract manufacturing in the chemical industry and related value-added services across European markets.

The division is a leading logistics partner to the automotive, chemical, steel, aluminium, agriculture, paper and machinery industries. During the year under review, the division embarked on a strategic restructure of its businesses, which included consolidating its constituent businesses into two divisional pillars.

MATERIAL SUSTAINABILITY ISSUES

FUEL AND EMISSIONS EFFICIENCY

The division is putting in place the systems required to capture non-financial data across its operations.

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ENVIRONMENTAL COMPLIANCE

In line with the EU and national legislation, Logistics International is in the process of establishing an energy management system aligned with the ISO 50001 standard.

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SAFETY AND WELLNESS

Occupational health and safety standards are strictly regulated by law and the underlying legislation is highly developed.

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PEOPLE, PERFORMANCE AND SUCCESSION

Attracting skilled employees into the logistics industry is challenging in Germany, where the unemployment rate is low (4,7% in June 2015).

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VEHICLE IMPORT DISTRIBUTION AND DEALERSHIPS

The vehicle import, distribution and dealerships division is an exclusive importer of 16 automotive and industrial vehicle brands (including Hyundai, Kia, Renault and Mitsubishi). The majority of its imported brands are sold through its extensive network of owned and franchised dealerships in South Africa, which also provide aftersales parts and servicing and distribute the group's financial services products. Outside South Africa, the division is active in selected African markets and Australia.

MATERIAL SUSTAINABILITY ISSUES

EMPLOYEE SUCCESSION AND TURNOVER

High turnover is a feature of the vehicle sales environment, particularly for emerging brands

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EMPLOYEE TRAINING AND DEVELOPMENT

As the division operates in a service industry, training and development of employees is critical

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DIVERSITY AND EMPLOYMENT EQUITY

In addition to regulations governing diversity and employment equity, it is essential that our sales force represents the demographic of our clients

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PRODUCT RESPONSIBILITY AND COMPLIANCE

Formal policies and procedures are in place to assess new products and services before launch and compliance reviews of current product and service offerings are also undertaken on a regular basis

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VEHICLE RETAIL, RENTAL AND AFTERMARKET PARTS

The Vehicle Retail, Rental and Aftermarket Parts division's network of franchised vehicle dealerships is the largest in South Africa, representing almost all major brands. Dealerships are also distribution channels for financial services, insurance, vehicle servicing and parts.

In the commercial sector, the division owns and operates standalone dealerships in South Africa and the United Kingdom (UK). It also operates two car rental brands in South Africa, as well as the largest pre-owned vehicle dealer network (Auto Pedigree). The division's panel shops repair vehicles for the rental fleet, the consumer market and insurance companies, and the aftermarket parts business wholesales and distributes vehicle parts and accessories. Its leisure businesses manufacture and sell caravans, canopies and other leisure accessories.

MATERIAL SUSTAINABILITY ISSUES

PEOPLE, PERFORMANCE AND SUCCESSION

Training and development of employees is a critical enabler to providing superior customer service

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PRODUCT RESPONSIBILITY

When servicing and repairing vehicles we need to meet the stringent quality and safety requirements of clients and OEMs

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REGULATORY COMPLIANCE

Business operations are affected by a range of legislation and regulations

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MINIMISING OUR ENVIRONMENTAL FOOTPRINT

The division has over 500 sites. Saving electricity and water and managing waste disposal are key considerations

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FINANCIAL SERVICES

The financial services division provides motor-related financial services and products through LiquidCapital (maintenance, warranty products and other financial products associated with the automotive market) and vehicle leasing through Imperial Fleet Management and Ariva.

In line with the group's strategy to dispose of non-core and strategically misaligned assets, negotiations for the sale of Regent are currently underway and progressing positively. Motor-related financial services and products remain an integral part of the Group's strategic focus on the full automotive value chain.

The division has a small environmental footprint, but continues to monitor the potential impact of climate change on its business, particularly in relation to vehicle insurance sector which has been affected by adverse weather conditions.

Further reductions in the environmental footprint of the business are targeted, both through technology and improvements to the group's facilities and through employee engagement.

MATERIAL SUSTAINABILITY ISSUES

DIVERSITY AND EMPLOYMENT EQUITY

Employees should both reflect the demographics of our clients and differentiate our offering through the delivery of sound financial advice, product and excellent service

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PRODUCT RESPONSIBILITY AND COMPLIANCE

Product responsibility and compliance is material to the financial services sector, particularly with new regulation such as Treat Customers Fairly (TCF)

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CUSTOMER PRIVACY

Our systems are aligned with proposed legislation in South Africa regarding customer privacy

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IMPERIAL'S
COMMITMENT
- to society

As Chairperson of the social, ethics and sustainability committee of the Imperial Holdings board, it is my responsibility to monitor the impact of our business operations on society and on the environment and to ensure that we conduct our business in a way that retains the support of our stakeholders.

- Valli Moosa -

WHAT DOES THIS MEAN FOR IMPERIAL?

Firstly, it implies that we need to engage with stakeholders with the objective of understanding what creates value in their eyes. Throughout this report we describe these stakeholder interactions and the solutions and services that we have developed as a result.

One example is the engagement which takes place with clients of our logistics divisions to harness logistics efficiencies. Our highly-skilled employees deploy the latest processes and technology to optimise transport routes with clients, thereby increasing access to goods at a lower financial and environmental cost.

A focus on the reduction of emissions has led
us to an important finding - that our carbon
footprint can be reduced and that this can be
achieved profitably in many cases.

This concept is gaining internal momentum and is supported by increasingly robust systems for gathering and analysing data on environmental performance.

Overlaying such specific stakeholder interactions is a more general expectation of society from business that we focus consciously on operating our business responsibly and sustainably. This means that we need to have the right values in place and act on them consistently, every day, that we implement controls to manage environmental, safety and health risks, that products are responsibly sourced, employees are trained and developed and that opportunities to support small business and job creation are pursued.

As the largest logistics business operating in South Africa, where road transport is extremely hazardous, we also carry a specific responsibility to do what we can to reduce the number of road accidents. This has meant hardwiring safety features into our vehicles, including speed control, tracking and breathalyser tests. We undertake regular mandatory maintenance of vehicles and have installed cameras both inside and outside vehicles for use in analysing accident data. We ensure that our drivers hold valid professional driving permits and undergo regular health examinations and accident prevention training.

We take our responsibilities as the employer of over 57 000 people seriously. We want our communication with employees to be two-way. We rely on employees to deliver superior services to clients and in return, we want them to benefit from the group's success and profitability. The Ukhamba share scheme has allowed employees to share in the commercial success of the group.

Through recruitment, talent management and employee development, we strive to build an employee profile that is truly representative of society. Not because we see transformation and employment equity as a matter of compliance, but because we want to build a business that is better able to serve society and meet its needs, sustainably.

Over the last year, I have been delighted by the commitment to sustainable development. Our sustainability agenda integrates our activities and shapes our thinking in a way that allows us to go further and make the most of our efforts to do the right thing.

This report reflects on our achievements, but is also honest about the challenges and risks we face and how we are addressing them. We see it as an important aspect of our interaction with society and encourage our stakeholders to read and respond to the information presented.

INTEGRATED
THINKING
- at Imperial

We are mindful that the effects of our commercial activities on broader society are potentially significant and as fiduciaries we strive at all times to exercise due care in our dealings with stakeholders.

- Mark Lamberti -

- Watch Mark Lamberti's Video Address -

As an employer, supplier, client, taxpayer and investment, Imperial ranks among South Africa's larger companies, with a direct or indirect impact on tens of thousands of lives in our operations around the world. We are mindful that the effects of our commercial activities on broader society are potentially significant and as fiduciaries we strive at all times to exercise due care in our dealings with stakeholders. We do so in an era when the legitimacy of business is at an all-time low and the creation of shareholder value is a necessary but insufficient condition for sustainability. We therefore subscribe to the view that corporate sustainability is founded on accountability for decisions that impact people, planet and profits in the long term.

We know that the foundation of our performance and progress is the provision of competitively priced products and services of high quality, conducted within all laws and regulations, and to high ethical standards. But there are additional responsibilities attached to a corporation of Imperial's size and reach. Among the most important of these is the demonstration of our societal relevance, not through redistribution as a charitable donor, but in the businesses we operate.

Management is committed to deepening its understanding of the concept of shared value creation - creating concurrent economic and societal value by identifying viable new business activities that address societal needs - and adopting it in the way Imperial does business. A formal economic impact and stakeholder study is underway to form a clearer picture of how Imperial affects our direct and indirect stakeholders. We anticipate that this analysis will not only inform the social and environmental initiatives we undertake in future and support improved reporting and communication to all stakeholders, but will also over time help to embed long-term integrated thinking and decision-making that serves shared value creation within the group.

In the interim, we have continued our efforts to minimise our environmental footprint and enhance the societal benefit created both through our philanthropic activities and, increasingly, through our core business. During 2015, we made progress particularly on fuel efficiencies within our logistics divisions and on continuing the installation of water conservation and waste management measures at vehicle dealerships. In particular, I would like to highlight progress within the Africa Logistics division, where despite revenue growth of 15% and an increase in the number of transport kilometres travelled of 2%, the division was able to achieve a decrease of 3% in fuel usage and a reduction of Scope 1 emissions of 6%. These reductions not only reduce our environmental footprint, but also result in cost reductions for clients that have an impact on the cost of transport of goods to end consumers.

It has been my rare privilege to have visited the Antarctic continent on two occasions, once with a team of climate change scientists. In that environment, and with the insights of leading edge science, it is clear that our current experience of global warming is more than just a feature of another long term global weather cycle. Amid strident debate around the causes of global warming, we must acknowledge that carbon emissions are at very least a contributory factor. With this knowledge, and for the sake of our children, we must assume responsibility for the reduction of our personal and corporate carbon footprints and we must gain a better understanding of the profound changes that are taking place in our environment and their causes, as well as the actions that we, as business, need to take in response.

In our main market of South Africa, fuel quality does not unfortunately permit us to use vehicles that are Euro 4 compliant, which would help us improve our footprint further. The majority of our vehicles are however Euro 3 compliant. In addition, there is not yet the infrastructure in place to support a strong market for electric and hybrid vehicles. We anticipate however that these conditions will change in time - I have personally made the transition to an electric vehicle and have found the driving experience rewarding.

In our detailed study of stakeholder requirements, we are laying the foundation for a future business that is able to take a leadership role in our chosen sectors, recognising the need for a broader approach to leadership and value creation and putting in place the processes and partnerships that are necessary to achieve this.

STAFFING FOR

PERFORMANCE AND SUCCESSION

Imperial relies on the sale of goods and services. Our employees are critical to building, maintaining and deepening the client relationships on which we depend. It is Imperial's employees who make us Leaders in Mobility

OUR GEOGRAPHIC REACH

IMPERIAL EMPLOYS AROUND

51 000 PEOPLE
IN 31 COUNTRIES
ON five CONTINENTS

We rely on our employees to differentiate
our business and outperform our peers.
In this section, we report on the actions
that we are taking to develop our
employees and manage our talent pool.

MANAGING OUR TALENT POOL

Recognising the need to be more pro-active in
building a pipeline of the talent for group, we
developed and began implementation of a
group-wide talent management framework
during the 2015 financial year.

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OUR APPROACH TO TALENT MANAGEMENT

We have identified a clear series of steps to improve talent management processes in our business:

1

Implementation of a talent management strategy

Our talent management framework will allow consistent practices to be followed across the group but will be flexible enought to meet each divisions needs. The strategy will provide guidelines to identify the talent that meets the group's requirements and minimise subjectivity in decision making.

2

Establishment of an Executive Forum

This group of approximately 150 top leaders will embark on a journey to develop their leadership capacity through targeted interventions, designed to effect a shift in business culture and to develop a better awareness of the qualities required from leaders in the business.

To support these processes, we are establishing a more comprehensive group-wide human resource architecture

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Local employment and talent management in our international operations

As the group expands internationally, we aim to develop local employees and recruit local talent in our countries of operation. Expatriates may be required in certain financial and technical roles or to provide management and oversight in new acquisitions, but do not always bring with them first-hand knowledge of local markets and culture. As our overseas growth is primarily by acquisition, retaining key individuals in the businesses we acquire is also an important consideration.

27% of employees
are in locations outside South Africa

99.5% of
employees

are South African citizens.
98% of senior management
are South African.

PEOPLE DEVELOPMENT

In addition to the talent
management initiatives described,
we continue to maintain a strong
focus on training and developing
employees at all levels. We believe
that people development is critical
for the group's growth and
performance.

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827 093 hours of
employee training
were undertaken during 2015
at a cost of
R295 million,
training spend of R5 753 per employee (2014: R217 million)

PROMOTING
WORKFORCE DIVERSITY

As 37 000 of our employees (64% of our workforce), are located in South Africa, a key imperative for the group is to ensure that historically disadvantaged South Africans are represented at all levels of the business in South Africa and that these employees are adequately supported in their development.

Through the Ukhamba Holdings share scheme structure, we have created a vehicle that can enable employees to participate in share ownership.

Click here for details of the scheme
structure and impact

Improvement in BBBEE performance at a group or divisional level, as appropriate, determines 20% of the incentives paid to all South African- based group executives.

Our board is
22%
black

11%
female

Our senior
leadership is 7%
black

20%
female

34%
of junior management
in South Africa is black.
These employees are
a key part of our
talent pipeline.

Click here for our detailed employment equity
figures.

ENHANCING SOCIETAL IMPACT AND LEGITIMACY

AMONG ALL STAKEHOLDERS

At all levels in our business, we seek constantly to understand stakeholder concerns, minimising any negative impacts of our business on society and on the environment, and enhancing the value we create for all stakeholders now and into the future.

KEY STAKEHOLDER INTERACTIONS

In setting and implementing group strategy, we are conscious that the decisions we take may impact on a broad range of stakeholders and that we, in turn, need to secure the support of stakeholders to deliver against our strategic goals.

In 2015, we commissioned a detailed stakeholder study, to obtain deeper insights into the requirements of our stakeholder groups and their perceptions of our business.

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COMMUNITY DEVELOPMENT

Imperial undertakes numerous community development initiatives, designed to deepen our relationship with society and address pressing social and community needs.

We regularly assess community-based initiatives to evaluate how we can make a positive impact on communities, contribute to job creation initiatives and engage on shared interests and concerns.

During the 2015 financial year, the Imperial group invested a total of R11,5 million in the Imperial and Ukhamba Community Development Trust and R12,2 million in various other community investment programmes, primarily projects driven through the business divisions

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IMPROVING OUR

ENVIRONMENTAL
PERFORMANCE

During the year, many initiatives were undertaken to improve the fuel efficiency and environmental performance of Imperial's operations, lowering emissions and obtaining cost benefits, both for the group and for clients.

82% OF IMPERIAL'S
SCOPE 1 AND 2 EMISSIONS
ORIGINATE FROM FUEL USAGE.
OUR LOGISTICS DIVISIONS ARE
THE HEAVIEST USERS OF FUEL
IN THE GROUP

LOGISTICS AFRICA AND LOGISTICS INTERNATIONAL ACCOUNT FOR
78% AND 10%
OF THE GROUP'S
FUEL CONSUMPTION
AND 60% AND 31% OF SCOPE 1
EMISSIONS RESPECTIVELY

HARNESSING EFFICIENCIES TO REDUCE ENERGY CONSUMPTION AND EMISSIONS

The harnessing of logistics efficiencies is currently our biggest opportunity to reduce energy consumption - in the form of fuel - and therefore emissions. Transport and distribution are becoming increasingly complex and costly. Regulatory factors, cost pressure, increased service levels and flexibility are all factors that challenge the traditional approach to transport.

In this context, we achieve emissions and cost savings for clients in a number of different ways - through technology, by improving driving or navigation techniques and, increasingly, through smarter logistics solutions which simply mean that goods travel shorter distances to reach consumers and clients, at a lower cost.

The use of Thermo Shields and solar water heating on the Imperial Health Sciences building in Cape Town

MINIMISING THE ENVIRONMENTAL FOOTPRINT OF OUR BUSINESS

Taking into consideration the nature of our
business, the most significant opportunities
for minimising our environmental and
business footprint include:

> Reducing the consumption of water, particularly
in water-scarce areas such as South Africa
> Reducing electricity consumption
> The safe disposal of hazardous and non-hazardous
waste, which is recycled or re-used where possible

During the year, a range of measures were taken
across all divisions in the areas of waste management,
water and electricity conservation and environmental
management.

ROAD
SAFETY

Our focus on road safety extends beyond our own operations, we work in partnership with government, road agencies and civil society organisations to support a positive change in the attitudes of all citizens to safe road usage.

IMPROVING SAFETY OUTCOMES IN OUR BUSINESS

In addition to programmes addressing structural concerns of national interest, divisions continually seek to improve safety outcomes through a number of initiatives targeting employee wellness and road safety.

Centralised data systems, such as the Imperial Sustainability Management System (ISMS), have become an important management platform for these efforts, as they provide the group with the ability to analyse and respond to performance trends.

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DURING 2015,
103 INJURIES
WERE RECORDED AMONG
EMPLOYEES AND SIX
FATALITIES OCCURRED

THE NUMBER OF
FATAL ACCIDENTS
IN OUR LOGISTICS
AFRICA DIVISION
DECREASED
FROM SEVEN
TO FIVE

PUTTING THIS DATA INTO
PERSPECTIVE, ALMOST
500 MILLION KILOMETRES
WERE COVERED BY LOGISTICS
AFRICA VEHICLES BY ROAD
DURING THE YEAR
EQUIVALENT TO TRAVELLING
AROUND THE WORLD OVER
11 500 TIMES

SPEND ON THESE
PROGRAMMES IN
2015 WAS AROUND
R3,6 MILLION

IMPERIAL'S NATIONAL ROAD SAFETY INITIATIVES IN SOUTH AFRICA

Imperial invests a significant level of resources in road safety initiatives. These are undertaken in partnership with national and provincial government and target major areas of concern such as child safety, the monitoring of safety standards on trucks and the reduction of crashes on high-risk, high-traffic national highways.