EN E R G Y AD VIS O RY RE AL ES T AT E A DVI S ORY B U S IN ES S AN D F I N AN C IAL A DV IS O R Y S EC R E TA RI AL S ER VIC ES L EG AL A DVIS O RY

ENTHUSIASM EXPERIENCE EXPERTISE ENERGY

Merryland Consultants Group is a diversified group that works with the best in the industry to transform strategy into reality. We offer our clients high impact advisory services throughout the business life cycle from ideation & inception to growth, maturity and transition. We make change happen. The group consists of two companies Merryland Real Estate and Consultants Pvt. Ltd. and Merryland Solicitors and Legal Consultants Pvt. Ltd. which cover the following service lines: 1. Energy Advisory Services 2. Real Estate Advisory Services 3. Business and Financial Advisory Services 4. Corporate Secretarial Services 5. Legal Advisory Services Headquartered in Jaipur, Rajasthan (India), we also have representative offices in Bahrain, Dubai, Delhi and Mumbai. Our founders are all senior professionals having advanced degree in law, electrical engineering, computer science, management, finance and political science. Our consultants and affiliates include retired senior government officers and bureaucrats, seasoned finance professionals, lawyers of High Court and Supreme Court and experienced industry leaders.

Delivering Service Excellence

Merryland Real Estate and Consultants Pvt. Ltd. and Merryland Solicitors and Legal Consultants Pvt. Ltd. F-68, Vinay Path, Kantichandra Road, Banipark, Jaipur, Rajasthan, India, Pin – 302016 Tel: +91 141-2201515, 141-4019333 Fax : + 91 141-419333 www.merrylandconsultants.com

Experts at work for you
EN E R G Y AD VIS O RY
GIVE POWER TO YOUR BUSINESS Market Assessment ▪ Opportunity analysis for renewable and non-renewable energy sources ▪ Market sizing and segmentation ▪ Government policy and incentive analysis ▪ Partner/channel analysis ▪ Market trends and dynamics Regulatory Support ▪ Liaise with the regulators for making an application ▪ Assistance in obtaining approval of the project report ▪ Response to queries of regulators ▪ Tariff Petition submission ▪ Ongoing legal advise Reports and Documents ▪ Detailed project report ▪ Feasibility reports ▪ Draft PPA and service agreements ▪ Financial viability analysis and forecasts Implementation Assistance Identify and recommend suitable site ▪ Land acquisition and site preparation ▪ Assist in obtaining expert opinion on raw material availability ▪ Scan technologies and negotiate with vendors ▪ Power transmission and evacuation plan ▪ Continuous monitoring
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L EG AL A DVIS O RY
THE RIGHT ADVISE

Regulatory Issues
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Advise on state regulations, government policies and initiatives Opinions on various Company Law related issues. (As per the Companies Act, 1956) Advising and giving opinions on various SEBI and RBI related queries Liaise with lawyers and assist in case filing/ follow up with regulators

Agreements
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RE AL ES T AT E A DVI OS RY
STRONG FOUNDATIONS Market Research ▪ Real Estate market research ▪ Advise on real-estate prices and future prospects Acquisition and Conversion ▪ Identify suitable project site and verification of ownership ▪ Land acquisition under the Land Acquisition Act 1894 ▪ Land from private parties ▪ Liaise with brokers, property dealers and regulators ▪ Assist in land registration ▪ Conversion of land from agricultural purpose to commercial, industrial or residential purpose ▪ Ongoing advise and elimination of bottlenecks

Flexible solutions for all your business needs
B U S IN ES S AN D F I N AN C IAL A DV IOS R Y
PLAN YOUR BUSINESS Preparation of Business Plans and Project Reports ▪ Review of project concept ▪ Size relevant market, profile customers and assess business opportunity ▪ Define key objective, growth strategies, marketing plans, and critical opportunities and challenges ▪ Cost assessment, revenue analysis and financial forecast ▪ Feasibility analysis and cash flow projections ▪ Regulatory business plan Business Valuation and Transaction Advisory ▪ Investment structure advisory ▪ Business/ share valuation based on cost and opportunity based models ▪ Risk and Return analysis ▪ Advise on regulatory requirements for Takeovers, Mergers and Acquisitions as per SEBI regulations ▪ Public Offering, Rights issue and capital raising advisory Process and Implementation Advisory ▪ Assist in arranging Loans/ Working Capital limits through Banks/ Financial Institutions ▪ System review and define Standard Operating Procedures (SOP) ▪ Development of MIS reports for management ▪ Process improvement, financial benchmarking and cost reduction ▪ Staff training and development

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C OR PO R AT E S EC RE TA RIAL S E R VIC ES
YOUR ASSISTANT IN DAILY WORK Secretarial Services ▪ Formatting and language improvement ▪ Business presentations and data analysis ▪ Preparation of brochure and marketing material ▪ Website content writing and designing ▪ Word processing & transcription ▪ Filing of statutory returns and documents to local regulatory authorities ▪ Updating and maintaining statutory register of members and directors ▪ Preparing board resolutions, minutes of meeting and shareholders’ resolutions Virtual Office Services ▪ A prime business address to use on company stationery, business cards and website ▪ Local phone number in Rajasthan ▪ Calls and messages handled as per instructions ▪ Messages passed by phone, courier, email or online ▪ Mail and document delivery to various government offices and other specified places ▪ Assistance in travel booking and yellow pages for your visit ▪ Arrangement of meeting room or office space on request
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Corporate resolutions and incorporation agreements Executive contract agreements Commercial agreements Operating policies and procedures Legal notices, letters and board resolutions

Registration and Incorporation
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Preparation of Memorandum and Articles of Association Company registration application and formalities Filing of documents with regulators Registration of name and address

Other Services
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Arbitration and Dispute Resolution Arranging for expert lawyers for each case Liaise with various parties

Our Management
Mr. Umesh Gupta Chairman and Managing Director umesh@merrylandconsultants.com Mr. Paresh Gupta Executive Director paresh@merrylandconsultants.com Our Consultants and Affiliates Our consultants and affiliates include retired senior government officers and bureaucrats, seasoned finance professionals, professors and sector experts, lawyers of High Court and Supreme Court and experienced industry leaders. How we do business

Mr. Umesh Gupta is the founder of the Merryland Group of companies. He has over 40 years of experience in the field of power generation, transmission, distribution and having spent more than 37 years with the Rajasthan State Electricity Board (RSEB) at very senior positions, he has acquired extensive knowledge of the Indian power sector’s technical and regulatory aspects. He headed the legal department of RSEB as Director (Legal Affairs) for over 14 years and finally retired in 2008 from the positions of Chief Engineer (Project, Planning, Monitoring & Reforms). He continues to be an honorary advisor to the state transmission utility RVPNL. He is also a Director in Parsa Kente Collieries Ltd. a Joint Venture between Rajasthan Vidyut Utpadan Nigam and Adani Mining and also an Advisor to Adani Group for the all the power projects being implemented in Rajasthan including 1320 MW coal based plant and 2 solar thermal plants of 50 MW each. He completed his Electrical Engineering from BITS, Pilani in the year 1970 and is also a gold medalist and university topper in Law from the University of Rajasthan.

Paresh has over 8 years of experience in strategic advisory, takeovers, mergers and acquisitions, infrastructure consulting, financial restructuring and business research. He has international exposure of working in Asia, Middle East, Europe and USA with some of the most reputed names in the world. He has been rated as one of the top 20 credit research analysts in Europe and is a trained financial modeler from Operis UK. Paresh completed his B.Com (Hons.) from Sri Ram College of Commerce and is also a first attempt Chartered Accountant of November 2002 batch. He also has various international research publications to his credit and is currently pursuing his Masters from London School of Business and Finance. He joined us from Keypoint Consulting W.L.L. Bahrain (Ernst and Young affiliate) where he was managing various takeover, merger and acquisition transactions. He has previously worked as a Manager in Research and Analytics at Adventity Global Services. Paresh also worked as an Associate Vice President at HSBC in India in 2006, where he was the head of the sales analytics team for Payments and Cash Management (PCM) business. Prior to working at HSBC, he was a Strategic Consultant at PricewaterhouseCoopers in India in 2003 with PwC GRID (Global Reforms and Infrastructure Development) group.

Mrs. Madhuri Gupta Director madhuri@merrylandconsultants.com Mrs. Madhuri Gupta is a founder member of the Merryland Group of companies and is extensively and directly involved in the management of all services provided by the Group. Her experience covers a wide range of businesses in the region including industrial, commercial and real estate business. She has established and successfully managed several enterprises including garment manufacturing and fashion designing, cloth manufacturing, real estate and mining and marble trading. She has detailed knowledge of the requirements of setting up a business in Rajasthan and its operational issues. Mrs. Gupta has over 25 years of entrepreneurial experience with proven leadership and team management skills. She is a pro-active self-starter with track record of initiative, personal responsibility, ownership of work and reputation for removing obstacles and making things happen. She is a post graduate in political science from Sukhadia University Udaipur and is also involved in various social service activities like running a vocational school for girls and a charity organisation for street children.

Our reputation is anchored on delivering outstanding services consistently and dependably. Our aim is to assist you in every sphere of business. Our seasoned consultants provide objective and credentialed expert opinion regarding business strategy, process and planning issues. We also have strong industry relations and extensive experience of working with government agencies through which we assist our clients in various aspects of business and clear all implementation bottlenecks.

Why Us We not only provide expert advice but also translate it into productive results. We want our clients to focus on strategic objectives and leave the implementation planning to us. Through our expert knowledge of the region, sector expertise along with our strong relationship with industry participants, we can help you in implementing your strategic plans.

Mrs. Richa Gadia Director richa@merrylandconsultants.com Richa is a fellow member of the Institute of the Chartered Accountants of India with over 12 years of experience in data modelling, preparation of operating manuals and implementation of operating systems for SMEs, preparation of business plans and valuation reports, financial restructuring of government companies, preparation of training modules and imparting training to executives. She has worked with some of the most reputed names in the Industry and started her career with PricewaterhouseCoopers Global Reforms and Infrastructure Development Group (GRID) in 1999 where she worked on various government advisory projects for international funding agencies including the World Bank and JBIC. To assume bigger challenges she joined Resurgent India Limited as a founder member. Her focus areas included data modeling and advisory to various small and medium size enterprises (SMEs) for all their start up needs like fund raising, system designing and implementation. Alongside her role as a Director at Merryland Consultants, she continues to works as an advisor to various SMEs and assists them in preparing training modules and conducts training sessions for various funding agencies like DFID.

CONTACT US

Merryland Real Estate and Consultants Pvt. Ltd. and Merryland Solicitors and Legal Consultants Pvt. Ltd. F-68, Vinay Path, Kantichandra Road, Banipark, Jaipur, Rajasthan, India, Pin – 302016 Tel: +91 141 2201515, 141-4019333 Fax: + 91 141-4019333 Email : info@merrylandconsultants.com

Mrs. Pooja Gupta Director pooja@merrylandconsultants.com Pooja is a highly qualified and enthusiastic professional with over 4 years of experience in sector research, financial analysis, investment and foreign exchange management, corporate accounting and compliance. She has diversified experience of working across countries with the top rated organizations in the world like Ernst & Young, Adventity Global Services and GE Capital (now known as GENPACT). Pooja is a first attempt Chartered Accountant from the November 2005 batch. She also holds a Masters degree in Information Technology and is also trained in Foreign Exchange Risk Management. Pooja has experience working on labour market regulations, sector feasibility reports, management accounting, pricing strategy, project viability analysis & budgeting, team management, corporate accounting, controllership and compliance.

DISCLAIMER
This report is for distribution only under such circumstances as may be permitted by applicable law. Under no circumstances should the material in this brochure be used or be considered as an offer to sell or a solicitation of any offer of services. Services can be offered only where lawful under applicable law. The report should not be regarded by recipients as a substitute for the exercise of their own judgment. This brochure is published solely for information purposes, it does not constitute an advertisement and is not to be construed as a solicitation or an offer to buy or sell any service, security or asset in any jurisdiction. No representation or warranty, either express or implied is provided in relation to the accuracy, completeness or reliability of the information contained herein except with respect to information concerning Merryland Consultants Group, its subsidiaries and affiliates. We do not warrant that the material contained in this brochure will be uninterrupted or error free, that defects will be corrected, or that it represent the full functionality, accuracy and reliability of the materials. Merryland Consultants Group strives to keep the information in this brochure up-to-date however it does not exclude the possibility of objective omissions from time to time. Merryland Consultants Group or any of its affiliates, management or consultants are not liable and/or responsible for any consequences including the eventual damages caused by or related to in any way on the contents of this brochure. This disclaimer shall be governed by and construed in accordance with laws in India. This report may not be reproduced or redistributed, in whole or in part, without written permission of Merryland Consultants Group and Merryland Consultants Group accepts no liability whatsoever for the actions of third parties in this respect.