MIRA INFORM REPORT

Report Date :

19.09.2013

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) :	31.03.2012
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 :	Manufacturing and installation of renewable energy products/devices.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

B (26)

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

Maximum Credit Limit :	USD 86000
Status :	Moderate
Payment Behaviour :	Slow
Litigation :	Clear
Comments :	Subject is a subsidiary of Conergy Deutschland GmbH (Germany). It is an established company having moderate track record. There appear accumulated losses recorded by the company. However, the company gets strong financial and managerial support from its holding. Trade relations are reported to be fair. Business is active. Payments are reported as slow. 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 – March 31^st, 2013

Country Name	Previous Rating (31.12.2012)	Current Rating (31.03.2013)
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

We are living in a world where volatility and uncertainty have become the New Normal. We saw a change of government in countries like Tunisia, Egypt, Libya and Vietnam. Once powerful countries in Europe are now fighting for bankruptcy. We have taken growth in the developing part of the world for granted but economic growth in China and India has begun to slow. Companies that were synonymous with their product categories just a few years ago are now no longer in existence. Kodak, the inventor of the digital camera had to wind up its operations, HMV, the British entertainment retailing company and Borders, once the second largest bookstore have shut down due to their inability to evolve their business models with the changing time. Readers’ Digest, Thomson Register are no more !

There is another megatrend happening. The World order is changing as economic power shifts from West to East. According to McKinsey study, it took Britain more than 100 years to double its economic output per person during its industrial revolution and the US later took more than 50 years to do the same. More than a century later, China and India have doubled their GDP per capital in 12 and 18 years respectively. By 2020, emerging Asia will become the world’s largest consuming block, overtaking North America.

The years after the outbreak of the global financial crisis, the world economy continues to remain fragile. The Indian economy demonstrated remarkable resilience in the initial years of the contagion but finally lost ground last year. GDP growth slowed down. Currency has been weakening. There is a marked deceleration in agriculture, industry and services. Dampening sentiment led to a cut-back in investment as well as private consumption expenditure.  Inflation remained at high levels fuelled by the pressure from the food and fuel sectors. The large fiscal and current account deficit s continued to cause grave concern. It is imperative that India regains its growth trajectory of 8-9 % sooner than later. This is crucially important given the need to create gainful livelihood opportunities for the millions living in poverty as also the large contingent of young people joining the job market every year.

EXTERNAL AGENCY RATING

Rating Agency Name	CARE
Rating	BBB (Suspended) (The rating has been suspended due to lack of information)
Date	03.04.2012

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

Name :

Mr. Steffen Hesche

Designation :

Managing Director

Address :

193 Meyer Road, No. 14-07, NA 437981

Date of Birth/Age :

28.09.1969

Date of Appointment :

31.01.2012

DIN No.:

05177131

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

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 investor(s), Foreign companie(s) Foreign financial institution(s), Non-resident Indian(s) or Overseas Corporate bodies or Others	99.94
Directors or relatives of Directors	0.06
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturing and installation of renewable energy products/devices.

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 :

SECURED LOANS	31.03.2012 Rs. In Millions	31.03.2011 Rs. In Millions
Long Term Borrowings
Rupee term loan from bank	2.010	1.285
Short Term Borrowings
Working capital loan from bank	44.882	125.361
Total	46.892	126.646

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
Holding Company :	Conergy Deutschland GmbH, Germany
Associates :	Conergy AG, Germany Conergy INC, USA Conergy Asia and ME Pte Limited, Singapore

CAPITAL STRUCTURE

After 30.09.2011

Authorised Capital : Rs. 800.000 Millions

Issued, Subscribed & Paid-up Capital : Rs. 473.275 Millions

As on 30.09.2011

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	31.03.2012	31.03.2011
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	121.772	121.772
(b) Reserves & Surplus	(451.715)	(24.932)
(c) Money received against share warrants	0.000	0.000
(2) Share Application money pending allotment	351.503	119.820
Total Shareholders’ Funds (1) + (2)	21.560	216.660
(3) Non-Current Liabilities
(a) long-term borrowings	5.661	1.285
(b) Deferred tax liabilities (Net)	0.000	0.028
(c) Other long term liabilities	0.494	0.894
(d) long-term provisions	17.935	14.791
Total Non-current Liabilities (3)	24.090	16.998
(4) Current Liabilities
(a) Short term borrowings	44.882	125.361
(b) Trade payables	877.259	679.463
(c) Other current liabilities	53.588	19.686
(d) Short-term provisions	1.666	4.966
Total Current Liabilities (4)	977.395	829.476
TOTAL	1023.045	1063.134
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	80.027	32.774
(ii) Intangible Assets	0.000	0.000
(iii) Capital work-in-progress	14.991	9.720
(iv) Intangible assets under development	0.000	0.000
(b) Non-current Investments	0.000	0.000
(c) Deferred tax assets (net)	6.366	0.000
(d) Long-term Loan and Advances	21.154	25.965
(e) Other Non-current assets	0.300	0.200
Total Non-Current Assets	122.838	68.659
(2) Current assets
(a) Current investments	0.000	0.000
(b) Inventories	147.599	217.022
(c) Trade receivables	605.821	671.593
(d) Cash and cash equivalents	106.257	61.784
(e) Short-term loans and advances	27.668	25.895
(f) Other current assets	12.862	18.181
Total Current Assets	900.207	994.475
TOTAL	1023.045	1063.134

SOURCES OF FUNDS		31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		109.062
2] Share Application Money		132.531
3] Reserves & Surplus		3.570
4] (Accumulated Losses)		(37.555)
NETWORTH		207.608
LOAN FUNDS
1] Secured Loans		44.618
2] Unsecured Loans		0.365
TOTAL BORROWING		44.983
DEFERRED TAX LIABILITIES		0.967
TOTAL		253.558
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		32.622
Capital work-in-progress		1.822
INVESTMENT		0.000
DEFERRED TAX ASSETS		0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	243.577
	Sundry Debtors	459.101
	Cash & Bank Balances	24.042
	Other Current Assets	0.000
	Loans & Advances	69.674
Total Current Assets		796.394
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	192.510
	Other Current Liabilities	360.881
	Provisions	24.139
Total Current Liabilities		577.530
Net Current Assets		218.864
MISCELLANEOUS EXPENSES		0.250
TOTAL		253.558

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income
		Other Income
		TOTAL	683.600	1027.600	1001.800
Less	TOTAL EXPENSES		NA	NA	NA
	PROFIT/(LOSS) BEFORE TAX		NA	NA	NA
Less	TAX		NA	NA	NA
	PROFIT/(LOSS) AFTER TAX		(426.800)	9.100	26.000
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	391.422	166.293	31.801
	TOTAL EARNINGS		391.422	166.293	31.801
	Earnings/Loss Per Share (Rs.)
	Basic		(35.05)	0.83	2.38
	Diluted		NA	0.74	2.23

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	(62.43)	0.87	2.60
Debt Equity Ratio (Total Debt /Networth)		2.34	0.58	0.22
Current Ratio (Current Asset/Current Liability)		0.92	1.20	1.38

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

UNSECURED LOANS:

Particulars	31.03.2012 Rs. In Millions	31.03.2011 Rs. In Millions
Long Term Borrowings
Term loan from Bank	3.651	0.000
Total	3.651	0.000

INDEX OF CHARGE:

Sr .No	Charge ID	Date of Charge Creation/Modification	Charge amount secured	Charge Holder	Address	Service Request Number (SRN)
1	10298224	31/05/2011	60,000,000.00	TATA CAPITAL LIMITED	ONE FORBES, DR V B GANDHI MARG,FORT, MUMBAI, Maharashtra - 400001, INDIA	B17217787
2	10177109	11/10/2010 *	490,000,000.00	State Bank Of India	Central Business District Branch, ACR Tower, 3rd Floor, No.32, Residency Road, Bangalore, Karnataka - 560025, INDIA	B00208041

* Date of charge modification

OPERATIONS:

During the year, the company has achieved a turnover of Rs. 683.600 Millions. Compared to previous year 2010-11, the said turnover was less by 33.48%. Due to increase in cost and various other reasons company has incurred a loss Rs.426.800 Millions. This has been reviewed by the Board of Directors and Board has expressed the confidence of achieving reasonably good turnover during the current year.

FUTURE PROSPECTS AND OUTLOOK:

The renewable energy sector especially solar energy sector is bound to grow many folds in line with JNNS (Jawaharlal Nehru National Solar) policy as well as state policies.

We have discussed and drawn up several steps to mitigate the economic slowdown. The business environment however, continues to be challenging and we foresee a return to robust growth conditions in near future. Steps have been taken to meet the challenges in various ways. It gives us pleasure to mention that our company has added few new domestic as well as overseas customers during the year which gives us the strength and confidence to go forward in our business.

Keeping these challenges in mind, your company has focused on creating new and innovative solutions to keep pace with the changing dynamics of the industry. Your directors are confident of exploring the domestic as well as overseas market during the current year and the current trend is very positive and is in our favor. Your Directors assure you of continuing with the policy of prudent financial management based on continuous improvement of performance, with control on expenditure, close attention to products and service delivery and effective utilization of cash and other resources.

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 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 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. 63.14
UK Pound	1	Rs. 100.48
Euro	1	Rs. 84.37

INFORMATION DETAILS

Report Prepared by :

VNT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	3
PAID-UP CAPITAL	1~10	3
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	4
--PROFITABILIRY	1~10	3
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	3
--CREDIT LINES	1~10	3
--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
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		kl

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.