everything begins with a concept…

1. everything begins with a concept…

2. Presentation Outline • Introduction • Our Services • CMCL Today • Leadership • Summary Concept Management Consulting Limited

3. Concept Management Consulting Ltd. (CMCL) - Introduction Concept Management Consulting Limited

4. About Us • Provides India Entry, Entrepreneurial Consulting, Capital Raising and Shared CFO services • 13 year Delivery track record across Advertising, Construction, Infrastructure, Metal, Manufacturing, Logistics, Plastics, Power Transmission, Printing, Real Estate, Seed, Shipping, Steel, Sugar & Toll Sectors • Clients with annual sales ranging from USD 6 Mn - 1 Bn • Qualified team of professionals comprising of ex-Bankers, Engineers, Management Graduates, Chartered Accountants, Lawyer, Company Secretaries & more • Effective network among decision makers and well established relationships at Central and State level • Strategic Initiatives into Toll Roads & Power Sector. Setting-up a private equity fund • Credited with bringing Asia’s largest toll concession company to India • Delivering innovative business and financial solutions for both Public and Private sector With long term relationship based approach, sense of ownership and transparent & professional approach, Concept has been the preferred consulting firm for more than 95% of its past clients for problem solving, end-to-end solution delivery, strategic and financial advisory Concept Management Consulting Limited

5. Mission & Our Approach MISSION CMCL shall strive to be a universe friendly high productivity human organization creating sustainable value in and through all its endeavors by means that are ethically and morally above questioning OUR APPROACH Relationship Driven Approach CMCL believes in building long term relationships with our clients, partners and associates instead of a transaction driven approach Concept Management Consulting Limited

6. Service Portfolio Concept Management Consulting Limited

7. Our Services Entrepreneurial Consulting India Entry Strategy Our Services Equity & Debt Syndication Shared CFO CMCL focuses on its core competences across various sectors Indian Markets Overseas Markets Manufacturing Construction Engineering Finance Power Road & Toll Transportation Housing Real Estate Manufacturing Construction Engineering Finance Power Road & Toll Transportation Housing Real Estate Services • Our core competence is in the areas of Business Strategy, Entrepreneurial Solutions & Financial Engineering - our understanding of Indian market is deep & matured • We are always willing to partner in ventures where our role playing is limited to the areas of core competence Concept Management Consulting Limited

8. Our Services Entrepreneurial Consulting Entrepreneurial Consulting India Entry Strategy Our Services Equity & Debt Syndication Shared CFO Services • Provide business Strategy, Implementation Support and Value Engineering Services to Entrepreneurs for enterprise growth • Partners with Entrepreneurs for creation of Valuable Enterprises • Expertise in deal structuring, turnaround strategies and related advisory services Our Success Stories • Partnered with Asia’s Largest Toll Concessionaire Company to enable PLUS Expressways Berhad enter Indian Infrastructure Sector • Brought together a leading Indian Realty Group and a Korean E&C Leader for Development of DDA Commonwealth Games Village • Successfully devised and implemented growth strategy for a major India Realty group by identifying a potential partner in Korea • Assisted the largest E&C company in India to partner with a leading Malaysian company to develop Transit Oriented Property in Maharashtra • Devised and facilitated implementation of growth strategies for several Indian companies across verticals Entrepreneurial Consulting Concept Management Consulting Limited

9. Our Services Entrepreneurial Consulting India Entry Strategy Our Services Equity & Debt Syndication Shared CFO Shared CFO Services • Small to Medium Businesses typically require high end CFO services to efficiently manage the growing business however limited resources compel companies to settle for lesser skilled individuals • Our Shared CFO service bridges this gap • Presently catering to five such selected clients spread across Infrastructure, Plastics, Agriculture, Pharma and Construction businesses • CMCL also works with Private Equity players to provide CFO services for their investments • As Shared CFO, CMCL provides: • Strategic and Directional support • Relationship management with investors & lenders • Capital raising • Complete Financial Management • CXO advisory services for long term business value creation Concept Management Consulting Limited

10. Our Services Entrepreneurial Consulting India Entry Strategy Our Services Equity & Debt Syndication Shared CFO Equity & Debt Syndication Services • Provides Debt & Equity syndication services • Syndicated over INR 20 Billion of debt • Expertise in all Domestic, International Credit Facilities, reducing cost of capital & debt restructuring • Expertise in structuring and achieving financial closure • Structured several unprecedented Financial Products and Customized Solutions to help Small and Medium Businesses (SMBs) • Advised clients in Sugar, Media, Construction and Environment sectors on raising equity through private equity/capital markets • Client Retention rate of over 95% and more than 50% of existing revenues from repeat business Concept Management Consulting Limited

11. Our Services India Entry Strategy Entrepreneurial Consulting India Entry Strategy Our Services Equity & Debt Syndication Shared CFO Services • Market Opportunity Assessment • Industry Analysis, Risk Profiling • Entry Strategies – M & A, Joint Venture or Wholly owned • Outline Business Plans including implementation plan • Incubation Services • Company Incorporation • Initial Team and Office Setup • Premises during incubation • Research and Analysis for expansion • Technology Transfers • Managing Government and third party relations • Support during facility setup • Distribution Network / Marketing Channel Setup • Initial Lead Generation/Project Identification Key Value Additions • Reduce project gestation time • Cut down on time required to deploy client resources • Reduced risks arising from delayed approvals, trial & error • Local management support available for advisory and crisis management Entrepreneurial Consulting Concept Management Consulting Limited

12. Our Evolution Concept Management Consulting Limited

13. Over the Years 1997 Incorporated CMCL to provide strategic & entrepreneurial consulting services to family managed businesses 2006 Partners with Asia’s Largest Toll Concessionaire for its entry into India 2009 Assists L&T in identifying strategic partner for transport oriented property development 2010 Forms Concept Powercon in partnership with Powercon Projects Pvt Ltd to enter into Power EPC business Timeline 2001 Begins India entry strategizing & execution consulting to Foreign businesses entering India 2007 Forms Consortium for building 2010 Common Wealth Game’s village. CMCL consortium is rated the best among 11 other competitors 2009 Forms Concept International Business Consulting Pvt Ltd. (CIBC), for exclusively providing India Entry Strategy consulting to clients in Western Europe and American markets 2011 Setting-up private equity Fund Concept Management Consulting Limited

14. Strategic Initiatives Concept Management Consulting Limited

15. Strategic Initiatives Concept Management Consulting Limited

16. Strategic Initiatives CMCL has hived off India Entry Services into a separate company CIBC from Dec 2009 Concept Management Consulting Limited

17. Strategic Initiatives Value Add across the Chain Client Planning to Enter India Merger & Acquisitions Greenfield Operations Target Identification Concept Management Consulting Limited

18. Strategic Initiatives Background • CMCL has partnered with Powercon Projects & Associates Limited and formed Concept Powercon Projects Limited (CPPL) to exploit opportunities in the Indian power sector • CPPL provides specialized expertise and execution capabilities in commissioning Transmission Lines & Sub-stations from 132 KV to 400 KV Management • CPPL is led by Mr. Tathagat Mohanty who brings over 13 years of experience as a professional and an entrepreneur in the power industry. He has worked as Chief Project Officer (Eastern Region) with Jyoti Structures Ltd where he headed prestigious World Bank Projects • CPPL has an advisory council of dedicated professionals who have served at key positions in companies and utilities like ABB, AES, Bhusan Steel, Nava Bharat Group, Power Grid Corporation and Orissa Power Transmission Corporation Ltd Order Book • CPPL (through PPAL) currently has projects in hand with contract value of Rs. 69.09 Crores Strategic Value Add by CMCL • CPPL is in advanced discussions for partnership with a leading Malaysian company with expertise in power and civil infrastructure. The ~$400 Mn Malaysian company is one of the largest developers of transmission lines in Malaysia and has the Employee Provident Fund of Malaysia (asset base of $100 Billion) as its single largest shareholder (~41%) • The Malaysian company has expressed its definite interest in joining with CPPL and has already bid in consortium with CPPL for a 220 km transmission line project in India • CPPL in discussions with the Malaysian company has set a target of reaching Rs. 500 Crores order book by 2013 Concept Management Consulting Limited

19. Strategic Initiatives • Cherry pick investment on highly informed basis • More than 200 years of cumulative experience in entrepreneurial & strategic consulting • Availability of focused services from subsidiaries & strategic business verticals • Effective network among decision makers in investor and entrepreneur community As logical extension of its services CMCL is launching its own PE Fund CIBC Entrepreneurial & Business Consulting Referrals & Network Shared CFO Concept Management Consulting Limited

20. CMCL Group Companies Shareholding shown below includes holdings by CMCL affiliates Concept Management Consulting Ltd. Concept International Business Consulting Pvt. Ltd. Concept Entrepreneurial Consulting Pvt. Ltd. Concept Powercon Projects Pvt. Ltd. Concept Volop Securities Pvt. Ltd. CMCL Commercial Plaza Pvt. Ltd. 26.00% 60.00% 50.00% 100.00% 100.00% Concept Management Consulting Limited

21. Diverse Experience OTC & Ethical Devices R&D Exhibitions Rental Services Edible Oil Confectioneries Skin Care and Cosmetics Auto Ancillaries Power Industrial Tools Material Handling Electrical Electronics Clean technology Lifts & Elevators White Goods Baby products Merchandise Sports Construction Carpet Tiles Bathroom and Kitchen Lighting Flavors QS Restaurant Ready to eat & cook food Dairy Two Wheelers Off roaders 4 wheeler/HCV/LCV/ Cranes Concept Management Consulting Limited

22. SICOM Investments & Finance Limited Illustrative Client List Concept Management Consulting Limited

23. Some Clients Serviced by CIBC Team Concept Management Consulting Limited

24. Leadership Concept Management Consulting Limited

25. Leadership • CMCL is founded and led by anoopgupta who brings over 25 years of diverse International experience • anoop is a Chartered Accountant and Cost Accountant with additional qualifications in Law and Company Secretarial • anoop brings hands-on and directional experience in Business Development, Corporate Finance, Strategy, Banking, Fund Management, Investment Product Engineering, Auditing and broad spectrum Business Consulting • Before starting CMCL in 1997, anoop has worked: • 7 years at Arthur Andersen & Co. and KPMG as a Consultant, • 2 years at BanqueIndoSuez (now Credit Agricole) as a Banker, • 3 years at Hewlett Packard as Corp Financier for Kingdom of Saudi Arabia, • 2.5 years as advisor to President and a sitting board member with Al Faisalia Group (USD 400 Mn diversified business) in the Kingdom of Saudi Arabia. CMCL is well positioned to take up end to end responsibility for selected assignments Concept Management Consulting Limited

26. Leadership - CMCL Concept Management Consulting Limited

27. Leadership - CMCL Concept Management Consulting Limited

28. Leadership - CIBC Concept Management Consulting Limited

29. Team - CMCL Concept Management Consulting Limited

30. Team - CMCL Concept Management Consulting Limited

31. Summary Concept Management Consulting Limited

32. Complete Handholding Services CMCL assists its clients through entire value creation process Concept Management Consulting Limited

33. Value Proposition Focused approach towards Value Creation & Risk Mitigation Concept Management Consulting Limited

34. Our Strengths Concept Management Consulting Limited

35. Preferred Relationship Model – SWEAT EQUITY • Our experience in strategic consulting for foreign clients has been that at the beginning it is often difficult to define actual role that CMCL is required to play and document its value to business • On the other hand, clients prefer to minimize consulting and advisory costs while the Indian business initiative is in exploratory phase requiring equity funded spending • With a view to demonstrate our ‘Conviction’ and to ‘Harmonize Interests’ for a smooth long-term relationship, CMCL often takes sweat equity in the Indian ventures • Sweat Equity model has found wide acceptance in achieving harmony of objectives & overcoming ‘Initial Stranger Resistance’ due to multiplicity of factors in cross border entrepreneurial consulting • CMCL has few well-sized ongoing relationships based on this model • CMCL is a partner with Asia’s Largest Toll Concessionaire Company in its Built Operate and Transfer (BOT) highway concession in India. CMCL has been responsible for bringing this company to India and for assisting them in securing their first BOT project in India, a 22.5 kilometers road on the periphery of Mumbai city, the financial capital of India. The Company is Asia’s largest and world’s 6th largest toll company having revenues in excess of USD 800 Mn • CMCL was a partner in bidding consortium for development of 2.5 Mn Sq Ft real estate on PPP basis in Common Wealth Games Village. The partnership comprised of a 60 year old Seoul Stock Exchange listed construction company, an American alliance of design and construction-related businesses and a 40 years old India Real Estate Developers having developed over 17 Mn Sq Ft of space having a market cap of over USD 1200 Mn Concept Management Consulting Limited

36. Thank You! Concept Management Consulting Limited

37. Appendix • Case Studies Concept Management Consulting Limited

38. Case Studies CAPITAL RAISING CMCL assists in fund raising, financial advisory and capital restructuring Asia’s largest toll concessionaire company • CMCL raised USD 35 Mn of debt for the client from local banks • CMCL successfully restructured debt due to 18 months delay in project execution • Expertise in deal structuring, turnaround strategies and related advisory services A leading Integrated Sugar Manufacturing and Civil Constructions Company • This Aurangabad-based company has been operating across Ethanol, Sugar, Construction and Distillery for the last 8 years • Its turnover has grown from USD 0.2 Mn in 2001 to USD 20 Mn in 2009 by implementing CMCL’s advise of consolidating the group’s interests • Currently, this diversified business group is enjoying banking limits of more than USD 15 Mn through a 3 bank consortium formed with the assistance of CMCL • CMCL has always supported this company’s expansion and diversification plans by arranging need based funding on a timely basis to support its business operations Concept Management Consulting Limited

39. Case Studies PROJECT IDENTIFICATION CMCL identifies projects which best fit into our clients’ portfolio Asia’s largest toll concessionaire company • This company is Asia’s largest and the world’s sixth largest toll concession company operating 968 kilometers of toll concessions • It is partially held by the Government of Malaysia and is listed on Kuala Lumpur Stock Exchange with annual revenues of US$ 450 Mn and cash profit of US$ 16 Mn • CMCL assisted the company in securing their first BOT Highway Toll project in India - a 22.5 kilometer road on the periphery of Mumbai city • CMCL is an equity partner in this project PARTNER IDENTIFICATION CMCL identifies strategic and financial Indian and overseas partners for our clients in India and abroad India’s largest E&C company • India’s largest E&C company having US$ 17 bn market cap approached CMCL for sourcing strategic and financial partner for developing a Transit Oriented Property • CMCL has identified partners who have synergies and have potential to help the company to execute the project Concept Management Consulting Limited

40. Case Studies Working Methods and Management Styles are different from that in other countries Cross border partnerships are susceptible to cultural & expectation gap CMCL plays a vital role of coordination and cultural moderation to bridge this gap RELATIONSHIP MODERATION • CMCL partnered with a leading Korean E&C Company, an American alliance of design and construction-related businesses, and a leading Indian Realty company for a 2.5 Mn Sq Ft Real Estate development project on PPP in New Delhi, India • CMCL identified partners who share synergies and have the potential to help the company in project execution • CMCL coordinated with consortium members for the bid • The consortium was one of the eleven pre-qualified bidders in a highly complex and competitive bid LEGAL STRUCTURING CMCL identifies the best possible partnership structure abiding by the taxation and legal framework Asia’s largest toll concessionaire company • CMCL assisted the company in creating an entity in Mauritius to benefit from the taxation breaks for firms registered in Mauritius • This Mauritian entity was an SPV that injected equity in the project through the Foreign Direct Investment route • The profits to this entity are tax free. While this structuring benefited from the tax laws, extreme care was taken to work within the taxation and legal framework of the country Concept Management Consulting Limited