MIRA INFORM REPORT

Report Date :

03.10.2012

IDENTIFICATION DETAILS

Name :	CONERGY ENERGY SYSTEMS (INDIA) PRIVATE LIMITED (w.e.f. 20.05.2011)
Formerly Known As :	SUNTECHNICS ENERGY SYSTEMS PRIVATE LIMITED
Registered Office :	No. 660/1, 100 Feet Road, Indira Nagar, Bangalore – 560038, Karnataka
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	20.07.2005
Com. Reg. No.:	08-036807
Capital Investment / Paid-up Capital :	Rs.121.772 Millions
CIN No.: [Company Identification No.]	U04010KA2005FTC036807
TAN No.: [Tax Deduction & Collection Account No.]	BLRS20717E
PAN No.: [Permanent Account No.]	AAJCS2898A
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacture of Solar Modules, Solar Home Lighting Systems, Solar Steetlighting Systems, Solar Lanterns etc.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

B (36)

RATING		STATUS	PROPOSED CREDIT LINE
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small

Maximum Credit Limit :	USD 866000
Status :	Moderate
Payment Behaviour :	Slow but correct
Litigation :	Clear
Comments :	Subject is an established company having moderate track. There appears huge accumulated losses recorded by the company. However, trade relations are reported to be fair. Business is active. Payments are reported to be slow but correct. The company can be considered for business dealings with some caution.

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

ECGC Country Risk Classification List – June 30, 2012

Country Name	Previous Rating (31.03.2012)	Current Rating (30.06.2012)
India	A1	A1

Risk Category	ECGC Classification
Insignificant	A1
Low	A2
Moderate	B1
High	B2
Very High	C1
Restricted	C2
Off-credit	D

INDIAN ECONOMIC OVERVIEW

India is developing into an open-market economy, yet traces of its past autarkic policies remain. Economic liberalization, including industrial deregulation, privatization of state-owned enterprises, and reduced controls on foreign trade and investment, began in the early 1990s and has served to accelerate the country's growth, which has averaged more than 7% per year since 1997. India's diverse economy encompasses traditional village farming, modern agriculture, handicrafts, a wide range of modern industries, and a multitude of services. Slightly more than half of the work force is in agriculture, but services are the major source of economic growth, accounting for more than half of India's output, with only one-third of its labor force. India has capitalized on its large educated English-speaking population to become a major exporter of information technology services and software workers. In 2010, the Indian economy rebounded robustly from the global financial crisis - in large part because of strong domestic demand - and growth exceeded 8% year-on-year in real terms. However, India's economic growth in 2011 slowed because of persistently high inflation and interest rates and little progress on economic reforms. High international crude prices have exacerbated the government's fuel subsidy expenditures contributing to a higher fiscal deficit, and a worsening current account deficit. Little economic reform took place in 2011 largely due to corruption scandals that have slowed legislative work. India's medium-term growth outlook is positive due to a young population and corresponding low dependency ratio, healthy savings and investment rates, and increasing integration into the global economy. India has many long-term challenges that it has not yet fully addressed, including widespread poverty, inadequate physical and social infrastructure, limited non-agricultural employment opportunities, scarce access to quality basic and higher education, and accommodating rural-to-urban migration.

Source : CIA

RBI DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2012.

LOCATIONS

Registered Office :	No. 660/1, 100 Feet Road, Indira Nagar, Bangalore – 560038, Karnataka, India
Tel. No.:	91-80-41880900
Fax No.:	91-80-41261932
E-Mail :	st-india@suntechnics.com info-india@conergy.com m.t.m@conergy.com s.p.s.@suntechnics.com
Website :	www.conergy.com
Factory :	60/1, White Field Road, Singanapalya, Mahadevapura, Bangalore – 560048, Karnataka, India
Tel. No.:	91-80-40223200
Fax No.:	91-80-40223203
Regional Office :	Located at: Raipur Kolkata Noida Mumbai
Branch Office :	Located at: Bhopal Jammu

DIRECTORS

As on: 30.09.2011

Name :

Marc Lohoff

Designation :

Director

Address :

30 Woollerton Park, # 5 -30, Singapore 257530

Date of Birth/Age :

26.07.1969

Date of Appointment :

22.08.2012

DIN No.:

02585314

Other Directorship :

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U29299KA2007PTC041637	CONERGY RENEWABLE ENERGY PRIVATE LIMITED	Director	24/02/2009	24/02/2009	-	Amalgamated	NO
2	U04010KA2005FTC036807	CONERGY ENERGY SYSTEMS (INDIA) PRIVATE LIMITED	Director	22/08/2012	24/02/2009	-	Active	NO
3	U40108KA2007PTC042321	EPURON RENEWABLE ENERGY PRIVATE LIMITED	Director	07/07/2010	07/07/2010	-	Active	NO

KEY EXECUTIVES

Name :	Mr. Naresh Kumar Sharma
Designation :	Secretary
Address :	202, Sobha Hibiscus, Marathali Sarjapur, Outer ring Road, Bangalore – 560037, Karnataka, India
Date of Birth/Age :	15.05.1965
Date of Appointment :	26.06.2008
PAN No.:	ACHPS6104N

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on: 30.09.2011

Names of Shareholders	No. of Shares
Conergy Deutschland Gmbh, Germany	10906167
Marc Lohoff	1
Conergy AG, Germany	1263236
Prakash Shetty	7800
Amardeep Kainth	8
Total	12177212

Equity Share Break up (Percentage of Total Equity)

As on: 30.09.2011

Category	Percentage
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	99.94
Directors or relatives of directors	0.06
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacture of Solar Modules, Solar Home Lighting Systems, Solar Steetlighting Systems, Solar Lanterns etc.

Products :

Product Description	ITC Code
Renewable Energy Devices and Parts	85404100

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

State Bank of India, Central Business District Branch, ACR Tower, 3rd Floor, No.32, Residency Road, Bangalore - 560025, Karnataka, India

Facilities :

(Rs. In Millions)

Secured Loan	As on 31.03.2011	As on 31.03.2010
Rupee term loans banks secured	124.643	44.618
Total	124.643	44.618
Unsecured Loan	As on 31.03.2011	As on 31.03.2010
Loans taken for vehicles unsecured	2.004	0.365
Total	2.004	0.365

Banking Relations :	--
Financial Institution :	Tata Capital Limited, One Forbes, Dr V B Gandhi Marg, Fort, Mumbai - 400001, Maharashtra, India
Auditors :
Name :	R. Bhupathy and Company Chartered Accountants
Address :	'Rosy Tower', First Floor, #7, Nungambakkam High Road, Nungambakkam, Chennai – 600034, Tamilnadu, India
PAN No.:	AAAFR8792G
Associates :	Conergy AG Conergy Deutschland GmbH Conergy INC, USA Conergy Renewable Energy Singapore Conergy Solar Module GmbH and Company K Epuron Renewable Energy Private Limited CIN No.: U40108KA2007PTC042321 Mounting Systems Gmbh Epuron GmbH Conergy Inc

CAPITAL STRUCTURE

As on: 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
14000000	Equity Shares	Rs.10/- each	Rs.140.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
12177212	Equity Shares	Rs.10/- each	Rs.121.772 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2011	31.03.2010	31.03.2009
SHAREHOLDERS FUNDS
1] Share Capital		121.772	109.062	109.062
2] Share Application Money		119.820	132.531	119.820
3] Reserves & Surplus		3.571	3.570	0.000
4] (Accumulated Losses)		(28.502)	(37.555)	(33.016)
NETWORTH		216.661	207.608	195.866
LOAN FUNDS
1] Secured Loans		124.643	44.618	23.408
2] Unsecured Loans		2.004	0.365	0.554
TOTAL BORROWING		126.647	44.983	23.962
DEFERRED TAX LIABILITIES		0.028	0.967	1.624
TOTAL		343.336	253.558	221.452
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		32.774	32.622	21.075
Capital work-in-progress		9.720	1.822	0.000
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	217.022	243.577	152.745
	Sundry Debtors	671.593	459.101	318.562
	Cash & Bank Balances	42.300	24.042	15.872
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	89.726	69.674	50.799
Total Current Assets		1020.641	796.394	537.978
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	386.273	192.510	318.598
	Other Current Liabilities	309.813	360.881	12.278
	Provisions	23.713	24.139	7.225
Total Current Liabilities		719.799	577.530	338.101
Net Current Assets		300.842	218.864	199.877
MISCELLANEOUS EXPENSES		0.000	0.250	0.500
TOTAL		343.336	253.558	221.452

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income
		Other Income
		TOTAL	1042.000	1001.800	517.000
Less	EXPENSES
		Office Expenses
		Administrative Expenses
		Advertising Expenses
		TOTAL	NA	NA	NA
	PROFIT/ (LOSS) BEFORE TAX		NA	NA	NA
Less	TAX		NA	NA	NA
	PROFIT/ (LOSS) AFTER TAX		9.100	26.000	(7.400)
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	166.293	31.801	52.776
	TOTAL EARNINGS		166.293	31.801	52.776
	Earnings Per Share (Rs.)
	Basic		0.83	2.38	NA
	Diluted		0.74	2.23	NA

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	0.87	2.60	(1.43)
Debt Equity Ratio (Total Liability/Networth)		3.91	3.00	1.85
Current Ratio (Current Asset/Current Liability)		1.42	1.38	1.59

LOCAL AGENCY FURTHER INFORMATION

Sr. No.	Check List by Info Agents	Available in Report (Yes / No)
1]	Year of Establishment	Yes
2]	Locality of the firm	Yes
3]	Constitutions of the firm	Yes
4]	Premises details	No
5]	Type of Business	Yes
6]	Line of Business	Yes
7]	Promoter's background	Yes
8]	No. of employees	No
9]	Name of person contacted	No
10]	Designation of contact person	No
11]	Turnover of firm for last three years	Yes
12]	Profitability for last three years	Yes
13]	Reasons for variation <> 20%	--
14]	Estimation for coming financial year	No
15]	Capital in the business	Yes
16]	Details of sister concerns	Yes
17]	Major suppliers	No
18]	Major customers	No
19]	Payments terms	No
20]	Export / Import details (if applicable)	No
21]	Market information	--
22]	Litigations that the firm / promoter involved in	--
23]	Banking Details	Yes
24]	Banking facility details	Yes
25]	Conduct of the banking account	--
26]	Buyer visit details	--
27]	Financials, if provided	Yes
28]	Incorporation details, if applicable	Yes
29]	Last accounts filed at ROC	Yes
30]	Major Shareholders, if available	Yes
31]	Date of Birth of Proprietor/Partner/Director, if available	Yes
32]	PAN of Proprietor/Partner/Director, if available	No
33]	Voter ID No of Proprietor/Partner/Director, if available	No
34]	External Agency Rating, if available	No

OPERATIONS:

During the year, the company has shown marginal increase in sales performance inasmuch as the sales turnover has increased from Rs.1001.800 Millions in financial year 2009-10 to Rs.1042.000 Millions in financial year 2010-11, representing increase of 4% and profit after tax has come down from Rs.26.000 Millions to Rs.9.100 Millions.

FUTURE PROSPECTS:

The renewable energy sector especially solar energy sector is bound to grow many folds due to Jawaharlal Nehru National Solar Policy as well as state policies. The company is also going for expansion of capacity of its plant looking at higher anticipated demand of solar equipments in near future and already shifted to a new art of state manufacturing plant having more than double capacity. All the machineries in the new plant are expected to be functional by first quarter of 2012 and the company will able to increase its sales turnover significantly.

CONTINGENT LIABILITIES:

(Rs. In Millions)

Particular	31.03.2011	31.03.2010
i) Guarantees given on behalf of company By State Bank of India (Advances, Deposits and Performance)	193.136	114.669
ii) Unexpired LC issued and outstanding as on 31.03.11 By State Bank of India	76.214	22.675

Bankers Charges Report as per Registry

Corporate identity number (CIN) or foreign company registration number of the company	U04010KA2005FTC036807
Name of the company	CONERGY ENERGY SYSTEMS (INDIA) PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	No. 660/1, 100 Feet Road, Indira Nagar, Bangalore – 560038, Karnataka, India E-mail: st-india@suntechnics.com
This form is for	Creation of charge
Type of charge	Movable property (not being pledge)
Particular of charge holder	Tata Capital Limited, One Forbes, Dr V B Gandhi Marg, Fort, Mumbai - 400001, Maharashtra, India E-mail: shailesh.rajadhyaksha@tatacapital.com
Nature of instrument creating charge	Loan cum Hypothecation cum Guarantee Agreement dated 31.05.2011.
Date of instrument Creating the charge	31.05.2011
Amount secured by the charge	Rs.60.000 Millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interest Long Term Lending Rate (LTLR) @ 17% per annum Rate of Interest @14.5% per annum Terms of Repayment Principal and interest amount to be repaid in 36 months Margin Rs.15.000 Millions Extent and Operation of the charge The charge extends to the due repayment of the loan of Rs. 60.000 Millions including the interest, additional interest, costs, charges, expenses and all other monies payable under the Agreement dated 31.05.2011 In the event of default in payment of interest or repayment of principal amount of the Loan the Borrower shall pay to the Lender, further interest @ 4% p.a. as penal interest.
Short particulars of the property or asset(s) charged (including complete address and location of the property)	Automated Lay-UP-GL-30 Automated Tabber and Stringer Cell Tester CT-801 Model FA2010058 Module Tester Sunsim 3C CFIC Scribing and Marking Machine Model FA2010062 Glass Washing Machine P. V. Module Laminator

FIXED ASSETS:

• Office Equipment
• Vehicles
• Furniture and Fixture
• Computer
• Plant and Machinery`

CMT REPORT (Corruption, Money Laundering & Terrorism]

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

1] INFORMATION ON DESIGNATED PARTY

No exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

2] Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

3] Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] Records on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

6] Records on Int’l Anti-Money Laundering Laws/Standards :

Charges or investigation registered against subject: None

7] Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

8] Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

9] Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

10] Press Report :

No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

CONTRAVENTION

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs.52.78
UK Pound	1	Rs.85.16
Euro	1	Rs.67.79

INFORMATION DETAILS

Report Prepared by :

VRN

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	4
OPERATING SCALE	1~10	4
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	4
--PROFITABILIRY	1~10	4
--LIQUIDITY	1~10	4
--LEVERAGE	1~10	4
--RESERVES	1~10	4
--CREDIT LINES	1~10	4
--MARGINS	-5~5	-
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		36

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

Financial condition (40%) Ownership background (20%) Payment record (10%)

Credit history (10%) Market trend (10%) Operational size (10%)

RATING EXPLANATIONS

RATING		STATUS	PROPOSED CREDIT LINE
>86	Aaa	Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums	Unlimited
71-85	Aa	Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums	Large
56-70	A	Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums	Fairly Large
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small
11-25	Ca	Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity	Limited with full security
<10	C	Absolute credit risk exists. Caution needed to be exercised	Credit not recommended
-	NB	New Business	-

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.