BRIGHTSOLAR RENEWABLE ENERGY PRIVATE LIMITED

ANNEXURE III TO THE DIRECTORS’ REPORT

Form No. MGT-9Extract of Annual Return

As on the financial year ended on 31st March, 2016[Pursuant to Section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies

(Management and Administration) Rules, 2014]

I. REGISTRATION AND OTHER DETAILS:

1. CIN U40108MH2013PTC250683

2. Registration Date 3/12/2013

3. Name of the Company Brightsolar Renewable Energy Private Limited

4. Category/Sub-Category of the Company Limited by shares/Indian Non Government Company

5. Address of Registered office and contact details Mahindra Towers, P K Kurne Chowk, Worli,Mumbai 400018. Tel : 022-24906683

6. Whether listed Company (Yes/No) No

7. Name, Address and Contact details of Registrar and TransferAgent, if any

Sharepro Services India Private Limited 13 ABSamitha Warehousing Complex, 2nd Floor, SakiNaka Telephone Exchange Lane, Sakinaka,Andheri East Mumbai - 400 072 Tel : 022 -67720400/300Email:sharepro@shareproservices.com

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10 % or more of the total turnover of the company:-

Sr.No

Name and Description of MainProduct/Services NIC Code of the Product % to total turnover of the Company

1 Electric power generation usingsolar energy

35105 83.18%

Ill. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES –

Sr.No Name and Address of the Company CIN

Holding/Subsidiary of the

Company

% ofshares

heldApplicable

Section

1. Mahindra Renewables Private LimitedAddress : Mahindra Towers,P. K. Kurne Chowk,Worli, Mumbai - 400 018

U40300MH2010PTC205946 Holding Company 51 2(46)

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)

i. Category-wise Share Holding.

Category ofShareholders

No. of Shares held at the beginning of the year No. of Shares held at the end of the year % Changeduring the

yearDemat Physical Total% of Total

Shares Demat Physical Total% of Total

Shares

A. Promoters – – – – – – – – –

1. Indian – – – – – – – – –

a. Individual/HUF – – – – – – – – –

b. Central Govt. – – – – – – – – –

c. State Govt. – – – – – – – – –

d. Bodies Corp. – 61,60,000 61,60,000 100% – 48,57,240 48,57,240 51% (49%)

e. Bank/FI – – – – – – – – –

f. Any Other – – – – – – – – –

Sub-Total- A-(1) – 61,60,000 61,60,000 – – 48,57,240 48,57,240 51% (49%)

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Category ofShareholders

No. of Shares held at the beginning of the year No. of Shares held at the end of the year % Changeduring the

yearDemat Physical Total% of Total

Shares Demat Physical Total% of Total

Shares

2. Foreign – – – – – – – – –

a. NRI-Individuals – – – – – – – – –

b. OtherIndividuals – – – – – – – – –

c. BodyCorporate

– – – – – – – – –

d. Bank/FI – – – – – – – – –

e. Any Others – – – – – – – – –

Sub Total- A (2) – – – – – – – – –

Total Share Holderof Promoters (1+2) – 61,60,000 61,60,000 100% – 48,57,240 48,57,240 51% (49%)

B. PublicShareholding

1. Institution – – – – – – – – –

a. Mutual Funds – – – – – – – – –

b. Bank/FI – – – – – – – – –

c. Cent. Govt. – – – – – – – – –

d. State Govt. – – – – – – – – –

e. Venture Capital – – – – – – – – –

f. Insurance Co. – – – – – – – – –

g. FIIs – – – – – – – – –h. Foreign

PortfolioCorporate – – – – – – – – –

i. ForeignVentureCapitalFund

– – – – – – – – –

j. Others – – – – – – – – –

Sub-Total-B (1) – – – – – – – – –

2. Non-Institution – – – – – – – – –

a. Body Corp. – – – – – 46,66,760 46,66,760 49% –

b. Individual – – – – – – – – –

i. Individualshareholdersholdingnominalshare capitalupto ` 1 lakh – – – – – – – – –

ii. Individualshareholders holdingnominalshare capitalin excess of` 1 Lakh – – – – – – – – –

c. Others

i. NRI (Rep) – – – – – – – – –

ii. NRI (Non-Rep) – – – – – – – – –

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Category ofShareholders

No. of Shares held at the beginning of the year No. of Shares held at the end of the year % Changeduring the

yearDemat Physical Total% of Total

Shares Demat Physical Total% of Total

Shares

iii. ForeignNational – – – – – – – – –

iv. OCB – – – – – – – – –

v. Trust – – – – – – – – –

vi. In Transit – – – – – – – – –

Sub-Total-B (2) – – – – – – – – –

Net Total (1+2) – – – – – – – – –C. Shares held by

Custodian forGDRs & ADRs

Promoter andPromoter Group – – – – – – – – –

Public – – – – – – – – –

Grand Total(A+B+C) – 61,60,000 61,60,000 100 % – 95,24,000 95,24,000 100 % –

ii. Shareholding of Promoters:

Sr.No.

Shareholder’s Name

Shareholding at the beginning of the year Shareholding at the end of the year % changein share-

holdingduring the

yearNo. ofShares

% of totalShares of

the company

% of SharesPledged/

encumberedto total shares

No. ofShares

% of totalShares of

the company

% of SharesPledged/

encumberedto total shares

1 Mahindra RenewablesPrivate Limited 61,59,999 100% – 48,57,240 51% 30% (49%)

2 Mahindra RenewablesPrivate Limited Jointly withRoshan Gandhi* 1 – – – – – –

* The joint shareholder with Mahindra Renewables Private Limited (Formerly known as Mahindra Offgrid Services Private Limited)is employee of Mahindra Group of Companies and his name has been added for complying with the statutory provisions.

iii. Change in Promoters’ Shareholding –

ParticularMahindra Renewables Private Limited

Shareholding at the beginning of the year Cumulative Shareholding during the year

No. of shares

% of total shares ofthe Company No. of shares

% of total shares ofthe Company

At the beginning of the year 61,60,000 100% 61,60,000 100%

Increase : Allotment of Equity Share onRights basis on 29th June, 2015 – – 33,64,000 49%

Decrease : Transfer of Equity Share on29th January, 2016 – – 46,66,760 49%

At the end of the year 61,50,000 100% 48,57,240 51%

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iv. Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):

Sr.No. Top Ten Shareholders

Shareholding at the beginning of the year Shareholding at the end of the year

No. of shares

% of total shares ofthe company No. of shares

% of total shares ofthe company

1. Trina Solar (Singapore) Third Pte. Limited Nil Nil 46,66,760 49%

v. Shareholding of Directors and Key Managerial Personnel:

Sr.No.

For Each of the Directors and KMP Shareholding at the beginning of the year Shareholding at the end of the year

Name of the Director/KMP No. of shares

% of total shares ofthe company No. of shares

% of total shares ofthe company

1. Nil Nil Nil Nil Nil

V. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due for payment(Rs. In Lacs)

Particulars

Secured LoansExcluding

DepositsUnsecured

Loans DepositsTotal

Indebtedness

Indebtedness at the beginning of the financial year 01.04.2015 – – – –

1) Principal Amount – – – –

2) Interest due but not paid – – – –

3) Interest accrued but not due – – – –

Total of (1+2+3) – – – –

Change in Indebtedness during the financial year – – – –

+ Addition 6051.78 – – 6051.78

– Reduction – – – –

Net change 6051.78 – – 6051.78

Indebtedness at the end of the financial year-31.03.2016 – – – –

1) Principal Amount 5960.68 – – 5960.68

2) Interest due but not paid – – – –

3) Interest accrued but not due 91.10 – – 91.10

Total of (1+2+3) 6051.78 – – 6051.78

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole-Time Directors and/or Manager: Not applicable

Sr.N

Particulars of RemunerationName of MD/WTD/Manager Total Amount

(` In Lacs)

1. Gross Salary – –

a) Salary as per provisions contained in Section 17(1)of the Income Tax Act – –

b) Value of perquisites u/s 17(2) Income Tax Act, 1961 – –

c) Profits in lieu of salary under Section 17(3) Income Tax Act, 1961 – –

2. Stock Option – –

3. Sweat Equity – –

4. Commission – As % of Profit– Others, specify – –

5. Others, please specify Provident Fund & other Funds – –

Performance Bonus – –

Total (A) – –

Ceiling as per the Act 5% of the net profits of the Company

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