Eindhoven, 17 May 2017 MJOS-AMDKHR/hdb International BV.pdfThe materiality affects the nature,...

EyiP Ernst & Young Accountants LLP Tel: +31 88 407 1000

Prof.Dr.Dorgelolaan 14 Fax: +31 88 40748015613 AM Eindhoven, Netherlands ey.com

Building a better Postbus 455working world 5600 AL Eindhoven, Netherlands

The management board ofCG International B.V.Attn. Mr. L. DuijsensP.O. Box 233931100 DW AMSTERDAM

Eindhoven, 17 May 2017 MJOS-AMDKHR/hdb

Dear Mr. Duijsens,

Please find enclosed a copy of the annual report of CG International B.V. for the year ended at31 March 2017 that has been initialed for identification purposes and our auditor’s report thereondated 17 May 2017.

We also send you one copy of the aforementioned auditor’s report. We confirm our permission to includethis copy of the independent auditor’s report of the annual report ended at 31 March 2017, providedthat they are identical to the enclosed copy that has been initialed for identification purposes.

We kindly request you to use the copy of the auditor’s report without handwritten signature in theversion of the annual report that will be published.

We confirm our permission to publish our auditor’s report without a handwritten signature, as includedin the section Other information of the enclosed annual report (initialed for identification purposes),subject to adoption of the financial statements, without modification, by the general meeting and on thecondition that filing with the Trade Register of the Chamber of Commerce takes place within one monthof 17 May 2017. Publication of our auditor’s report is only allowed together with the correspondingcomplete set of the annual report. If you wish to publish the annual report and our auditor’s report onthe Internet, it is your responsibility to ensure proper separation of the annual report from otherinformation on the website. For example, by presenting the annual report as a separate, read-only file,or by issuing a warning if readers switch from the web page containing the annual report (You are nowleaving the secure page containing the audited annual report).

A copy of the annual report is to be signed by management and by the supervisory board and shouldbe presented to the shareholders. The annual report should be adopted by the general meetingand adoption should be recorded in the minutes. If prior to the general meeting circumstances arise thatrequire a modification to the annual report, please note that under Section 2:362 sub 6 andSection 2:392 sub ig of the Dutch Civil Code such modifications should be made prior to thegeneral meeting. In this situation, of course, we withdraw our permission granted above.

The annual report needs to be filed with the Trade Register of the Chamber of Commerce no later thaneight days after adoption by the general meeting and prior to 1 April 2018.

Ernst & Young Accountants LLP is a limited liability partnership incorporated under the laws of England and Wales and registered with companies House under number 0C335594. Theterm partner in relation to Ernst & Young Accountants LLP is used to refer to (the representative ot) a member of Ernst & Young Accountants LLP. Ernst & Young Accountants LLP has itsregistered oftice at 6 Mute London Place, London, SE! 2DA, United Kingdom, its principal place of business at Boompjes 258, 3011 xz Rotterdam, the Netherlands and is registered withthe Chamber of Commerce Rotterdam number 24432944. Our services are subject to general terms and conditions, which contain a limitation of lability clause.

EY

Building a betterworking world

To prevent the abuse of signatures we recommend to have one copy of the documents signed bymanagement and by the supervisory board for your files and to file a version without handwrittensignatures with the Chamber of Commerce. The date of adoption by the general meeting must berecorded on the documents that are published with the Trade Register of the Chamber of Commerce.

Please note that it is legally required to file the annual report with the Trade Register of theChamber of Commerce and non-compliance is an offence punishable by law. In certain situations by notcomplying with the publication requirements could even lead to personal liability for management andfor the supervisory board.

Zrnst&YounceauntsLL

Initialed for identification purposej

Enclosures: annual report initialed for identification purposessigned independent auditor’s report for your filesoriginal unsigned auditor’s report to be included with the documents for publicationinformation sheet Publication of auditor’s report

EyiP Ernst & Young Accountants LLP Tel: +31 88407 1000

Prof.Dr.Dorgelolaan 14 Fax: +31 8840748015613 AM Eindhoven, Netherlands ey.com

Building a better Postbus 455working world 5600 AL Eindhoven, Netherlands

Independent auditor’s reportTo: the management board CG International B.V.

Report on the audit of the financial statements 20 16-2017included in the annual reportOur opinionWe have audited the financial statements for the year ended 31 March 2017 of CG International B.V.based in Amsterdam.

In our opinion the accompanying financial statements give a true and fair view of the financial positionof CC International B.V. for the year ended 31 March 2017 and of its result for the twelve month periodthen ended and the notes in accordance with Part 9 of Book 2 of the Dutch Civil Code.

The financial statements comprise:The balance sheet for the year ended 31 March 2017The profit and loss account for the twelve month period then endedThe notes comprising a summary of the accounting policies and other explanatory information

Basis for our opinionWe conducted our audit in accordance with Dutch law, including the Dutch Standards on Auditing. Ourresponsibilities under those standards are further described in the “Our responsibilities for the audit ofthe financial statements” section of our report.

We are independent of CC International B.V. in accordance with the Verordening inzake deonafhankelijkheid van accountants bij assurance-opdrachten (ViO or Code of Ethics for ProfessionalAccountants, a regulation with respect to independence) and other relevant independence regulationsin the Netherlands. Furthermore, we have complied with the Verordening gedrags- en beroepsregelsaccountants (VGBA or Dutch Code of Ethics).

We believe the audit evidence we have obtained is sufficient and appropriate to provide a basis for ouropinion.

Report on other information included in the annual reportIn addition to the financial statements and our auditor’s report thereon, the annual report contains otherinformation that consists of:

Other information pursuant to Part 9 of Book 2 of the Dutch Civil Code

Based on the following procedures performed, we conclude that the other information:Is consistent with the financial statements and does not contain material misstatementsContains the information as required by Part 9 of Book 2 of the Dutch Civil Code

Ernst & Yuung Accountants LLP is a limited liability partnership incorporated under the laws of England and Wales and registered with Companies House under number 0C335694. Theterm partner in relation tn Ernst & Young Accountants LLP is used to refer to (the representative of) a member of Ernst & Young Accountants LLP. Ernst & Young Accountants LLP has itsregistered office at A Mote London Place, London, SEt 2DA, United Kingdom, its principal place of business at Boompjes 258, 3011 XZ Rotterdam, the Netherlands and is registered withthe Chamber of Commerce Rotterdam number 24432944. Our services are sublect to general terms and conditions, which contain a limitation of liability clause.

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Building a betterworking world -

We have read the other information. Based on our knowledge and understanding obtained through ouraudit of the financial statements or otherwise, we have considered whether the other informationcontains material misstatements. By performing these procedures, we comply with the requirements ofPart 9 of Book 2 of the Dutch Civil Code and the Dutch Standard 720. The scope of the proceduresperformed is less than the scope of those performed in our audit of the financial statements.

Management is responsible for the preparation of the other information, including the managementboard’s report in accordance with Part 9 of Book 2 of the Dutch Civil Code and other informationpursuant to Part 9 of Book 2 of the Dutch Civil Code.

Description of responsibiflties for the financi& statementsResponsibilities of management for the financial statementsManagement is responsible for the preparation and fair presentation of the financial statements inaccordance with Part 9 of Book 2 of the Dutch Civil Code. Furthermore, management is responsible forsuch internal control as management determines is necessary to enable the preparation of the financialstatements that are free from material misstatement, whether due to fraud or error.

As part of the preparation of the financial statements, management is responsible for assessing thecompany’s ability to continue as a going concern. Based on the financial reporting frameworkmentioned, management should prepare the financial statements using the going concern basis ofaccounting unless management either intends to liquidate the company or to cease operations, or hasno realistic alternative but to do so. Management should disclose events and circumstances that maycast significant doubt on the company’s ability to continue as a going concern in the financialstatements.

Our responsibilities for the audit of the financial statementsOur objective is to plan and perform the audit assignment in a manner that allows us to obtain sufficientand appropriate audit evidence for our opinion.

Our audit has been performed with a high, but not absolute, level of assurance, which means we may nothave detected all material errors and fraud.

Misstatements can arise from fraud or error and are considered material if, individually or in theaggregate, they could reasonably be expected to influence the economic decisions of users taken on thebasis of these financial statements. The materiality affects the nature, timing and extent of our auditprocedures and the evaluation of the effect of identified misstatements on our opinion.

We have exercised professional judgment and have maintained professional skepticism throughout theaudit, in accordance with Dutch Standards on Auditing, ethical requirements and independencerequirements. Our audit included e.g.:

Identifying and assessing the risks of material misstatement of the financial statements, whether dueto fraud or error, designing and performing audit procedures responsive to those risks, and obtainingaudit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of notdetecting a material misstatement resulting from fraud is higher than for one resulting from error,as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the overrideof internal control

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Obtaining an understanding of internal control relevant to the audit in order to design auditprocedures that are appropriate in the circumstances, but not for the purpose of expressing anopinion on the effectiveness of the company’s internal controlEvaluating the appropriateness of accounting policies used and the reasonableness of accountingestimates and related disclosures made by managementConcluding on the appropriateness of management’s use of the going concern basis of accounting,and based on the audit evidence obtained, whether a material uncertainty exists related to events orconditions that may cast significant doubt on the company’s ability to continue as a going concern. Ifwe conclude that a material uncertainty exists, we are required to draw attention in our auditor’sreport to the related disclosures in the financial statements or, if such disclosures are inadequate, tomodify our opinion. Our conclusions are based on the audit evidence obtained up to the date of ourauditor’s report. However, future events or conditions may cause a company to cease to continue as agoing concernEvaluating the overall presentation, structure and content of the financial statements, including thedisclosuresEvaluating whether the financial statements represent the underlying transactions and events in amanner that achieves fair presentation

We communicate with management regarding, among other matters, the planned scope and timing ofthe audit and significant audit findings, including any significant findings in internal control that weidentify during our audit.

Eindhoven, 17 May 2017

Ernst & Young Ac ntants LLP

EYBuilding a betterworking world

Independent auditor’s reportTo: the management board CG International B.V.

Report on the audit of the financial statements 2016-2017included in the annual reportOur opinionWe have audited the financial statements for the year ended 31 March 2017 of CG International B.V.based in Amsterdam.

In our opinion the accompanying financial statements give a true and fair view of the financial positionof CG International B.V. for the year ended 31 March 2017 and of its result for the twelve month periodthen ended and the notes in accordance with Part 9 of Book 2 of the Dutch Civil Code.

The financial statements comprise:The balance sheet for the year ended 31 March 2017The profit and loss account for the twelve month period then endedThe notes comprising a summary of the accounting policies and other explanatory information

Basis for our opinionWe conducted our audit in accordance with Dutch law, including the Dutch Standards on Auditing. Ourresponsibilities under those standards are further described in the “Our responsibilities for the audit ofthe financial statements” section of our report.

We are independent of CG International B.V. in accordance with the Verordening inzake deonafhankelijkheid van accountants bij assurance-opdrachten (ViO or Code of Ethics for ProfessionalAccountants, a regulation with respect to independence) and other relevant independence regulationsin the Netherlands. Furthermore, we have complied with the Verordening gedrags- en beroepsregelsaccountants (VGBA or Dutch Code of Ethics).

We believe the audit evidence we have obtained is sufficient and appropriate to provide a basis for ouropinion.

Report on other information included in the annual reportIn addition to the financial statements and our auditor’s report thereon, the annual report contains otherinformation that consists of:

Other information pursuant to Part 9 of Book 2 of the Dutch Civil Code

Based on the following procedures performed, we conclude that the other information:Is consistent with the financial statements and does not contain material misstatementsContains the information as required by Part 9 of Book 2 of the Dutch Civil Code

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We have read the other information. Based on our knowledge and understanding obtained through ouraudit of the financial statements or otherwise, we have considered whether the other informationcontains material misstatements. By performing these procedures, we comply with the requirements ofPart 9 of Book 2 of the Dutch Civil Code and the Dutch Standard 720. The scope of the proceduresperformed is less than the scope of those performed in our audit of the financial statements.

Management is responsible for the preparation of the other information, including the managementboard’s report in accordance with Part 9 of Book 2 of the Dutch Civil Code and other informationpursuant to Part 9 of Book 2 of the Dutch Civil Code.

Description of responsibilities for the financial statementsResponsibilities of management for the financial statementsManagement is responsible for the preparation and fair presentation of the financial statements inaccordance with Part 9 of Book 2 of the Dutch Civil Code. Furthermore, management is responsible forsuch internal control as management determines is necessary to enable the preparation of the financialstatements that are free from material misstatement, whether due to fraud or error.

As part of the preparation of the financial statements, management is responsible for assessing thecompany’s ability to continue as a going concern. Based on the financial reporting frameworkmentioned, management should prepare the financial statements using the going concern basis ofaccounting unless management either intends to liquidate the company or to cease operations, or hasno realistic alternative but to do so. Management should disclose events and circumstances that maycast significant doubt on the company’s ability to continue as a going concern in the financialstatements.

Our responsibilities for the audit of the financial statementsOur objective is to plan and perform the audit assignment in a manner that allows us to obtain sufficientand appropriate audit evidence for our opinion.

Our audit has been performed with a high, but not absolute, level of assurance, which means we may nothave detected all material errors and fraud.

Misstatements can arise from fraud or error and are considered material if, individually or in theaggregate, they could reasonably be expected to influence the economic decisions of users taken on thebasis of these financial statements. The materiality affects the nature, timing and extent of our auditprocedures and the evaluation of the effect of identified misstatements on our opinion.

We have exercised professional judgment and have maintained professional skepticism throughout theaudit, in accordance with Dutch Standards on Auditing, ethical requirements and independencerequirements. Our audit included e.g.:

Identifying and assessing the risks of material misstatement of the financial statements, whether dueto fraud or error, designing and performing audit procedures responsive to those risks, and obtainingaudit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of notdetecting a material misstatement resulting from fraud is higher than for one resulting from error,as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the overrideof internal control

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Obtaining an understanding of internal control relevant to the audit in order to design auditprocedures that are appropriate in the circumstances, but not for the purpose of expressing anopinion on the effectiveness of the company’s internal controlEvaluating the appropriateness of accounting policies used and the reasonableness of accountingestimates and related disclosures made by managementConcluding on the appropriateness of management’s use of the going concern basis of accounting,and based on the audit evidence obtained, whether a material uncertainty exists related to events orconditions that may cast significant doubt on the company’s ability to continue as a going concern. Ifwe conclude that a material uncertainty exists, we are required to draw attention in our auditor’sreport to the related disclosures in the financial statements or, if such disclosures are inadequate, tomodify our opinion. Our conclusions are based on the audit evidence obtained up to the date of ourauditor’s report. However, future events or conditions may cause a company to cease to continue as agoing concernEvaluating the overall presentation, structure and content of the financial statements, including thedisclosuresEvaluating whether the financial statements represent the underlying transactions and events in amanner that achieves fair presentation

We communicate with management regarding, among other matters, the planned scope and timing ofthe audit and significant audit findings, including any significant findings in internal control that weidentify during our audit.

Eindhoven, 17 May 2017

Ernst & Young Accountants LLP

Signed by B. Smeenk

1 ConditionsAuthorization to publish the auditor’s report is granted subject to thefollowing conditions:

Further consultation with the auditor is essential if, after thisauthorization has been granted, facts and circumstancesbecome known which materially affect the view given by thefinancial statements.The authorization concerns inclusion of the auditor’s report inthe annual report to be tabled at the Annual General Meeting(hereafter AGM) incorporating the financial statements as drawnup.The authorization also concerns inclusion of the auditor’s reportin the annual report to be filed with the Trade Registrar,provided consideration of the financial statements by the AGMdoes not result in any amendments.Financial statements for filing at the offices of the TradeRegistrar which have been abridged in accordance with Section397 of Book 2 of the Dutch Civil Code must be derived from thefinancial statements adopted by the AGM and a draft version ofthese financial statements for filing purposes must be submittedto us for inspection.The auditor’s report can also be included if the financialstatements are published electronically, such as on the internet.In such cases, the full financial statements should be publishedand these should be easily distinguishable from otherinformation provided electronically at the same time.If the published financial statements are to be included inanother document which is to be made public, authorization toinclude the auditor’s report must again be granted by theauditor.

2 Explanations to the conditions2.1 Board of supervisory directors and board of executive

directorsThe auditor usually forwards his report to the board of supervisorydirectors and to the board of executive directors. This is pursuant toBook 2 of the Dutch Civil Code, section 393 which stipulates interalia: “The auditor sets out the outcome of his examination in areport”. “The auditor reports on his examination to the board ofsupervisory directors and the board of executive directors”.

2.2 Annual General Meeting (AGM)Publication of the auditor’s report will only be permitted subject tothe auditor’s express consent. Publication is understood to mean:making available for circulation among the public or to such group ofpersons as to make it tantamount to the public. Circulation amongshareholders or members, as appropriate, also comes within thescope of the term “publication”, so that inclusion of the auditor’sreport in the annual report to be tabled at the AGM similarly requiresauthorization by the auditor.

2.3 Auditor’s reports and financial statementsThe authorization concerns publication in the annual reportincorporating the financial statements that are the subject of theauditor’s report. This condition is based on the auditors’ rules ofprofessional practice, which state that the auditor will not be allowedto authorize publication of his report except together with thefinancial statements to which this report refers.Tte auditor will also at all times want to see the rest of the annualreport, since the auditor is not allowed to authorize publication of hisreport if, owing to the contents of the documents jointly published,an incorrect impression is created as to the significance of thefinancial statements.

2.4 Events between the date of the auditor’s report and theAGM

Attention should be paid to the fact that between the date of theauditor’s report and the date of the meeting at which adoption, asappropriate, of the financial statements is considered, facts orcircumstances may have occurred which materially affect the viewgiven by the financial statements. Under COS 560, the auditor mustperform audit procedures designed to obtain sufficient auditevidence to ensure that all events occurring before the date of theauditor’s report that warrant amendment of or disclosure in thefinancial statements have been identified.

If the auditor becomes aware of events that may be of materialsignificance to the financial statements, the auditor must considerwhether those events have been adequately recognized andsufficiently disclosed in the notes to the financial statements. Ifbetween the date of the auditor’s report and the date of publicationof the financial statements, the auditor becomes aware of a fact thatmay have a material impact on the financial statements, the auditormust assess whether the financial statements should be amended,discuss the matter with management and act as circumstancesdictate.

2.5 Trade RegistrarThe financial statements are tabled at the AGM (legal entities comingwithin the scope of Title 9 of Book 2 of the Dutch Civil Code table thedirectors’ report and the other information as well). The AGMconsiders adoption of the financial statements. Only after thefinancial statements have been adopted, do they become thestatutory (i.e., the company) financial statements. As a rule, thestatutory financial statements will be adopted without amendment.The auditor’s report must be attached to the statutory financialstatements as part of the other information. As a rule, the text ofthis report will be the same as that issued earlier. The documents tobe made public by filing at the offices of the Trade Registrar willconsist of the statutory financial statements, the directors’ reportand the other information. The auditor’s report which refers to theunabridged financial statements will then have to be incorporated inthe other information, If consideration of the financial statements bythe AGM does not result in any amendments, the auditor’s reportmay be attached to the financial statements adopted, by the AGMand, provided the annual report and financial statements are filedpromptly at the offices of the Trade Registrar, published as part ofthese annual report and financial statements.

2.6 Other manner of publicationThe financial statements may also be published other than by filingat the offices of the Trade Registrar. In that event, too, inclusion ofthe auditor’s report is permitted, provided the financial statementsare published in full. If publication concerns part of the financialstatements or if the financial statements are published in abridgedform, publication of any report the auditor has issued on suchfinancial statements will be prohibited, unless:a. He has come to the conclusion that, in the circumstances of the

case, the document concerned is appropriateOr

b. Based on legal regulations, publication of the documentconcerned is all that is required

If less than the full financial statements are published, furtherconsultation with the auditor is essential. If the financial statementsand the auditor’s report are published on the internet, it should beensured that the financial statements are easily distinguishable fromother information contained on the internet site. This can beachieved, for example, by including the financial statements as aseparate file in a read-only format or by including a warning messagewhen the reader exits the financial statements document.

2.7 Inclusion in another documentIf the published financial statements are to be included in anotherdocument which is to be made public, this is considered a newpublication and authorization must again be obtained from theauditor. An example of this situation is the publication of an offeringcircular which includes the financial statements, after these financialstatements have been filed at the office of the Trade Registrartogether with the other annual reports. For each new publication,authorization must again be obtained from the auditor.

2.8 Events after the AGMEven if facts and circumstances have become known after theadoption of the financial statements as a result of which they nolonger give the statutory true and fair view, the auditor must standby the report issued on the financial statements as adopted and bythe auditor’s report filed at the offices of the Trade Registrar. In thatevent, the legal entity is required to file a statement at the offices ofthe Trade Registrar on these facts and circumstances accompaniedby an auditor’s report. In this situation, too, further consultationwith the auditor is essential.

EYBuilding a betterworking world Publication of auditor’s report

Financial Report 31st March 2017

CG International BV.

Amsterdam

Initialedfor identifL$urposes onlyErnst & Y ountants LLP

E‘Bulldin a betterworking world

Contents

Management board reportManagement board report

Annual accounts

Balance sheet as at 31 March 2017

Profit and loss account for the year ended 31 March 2017Notes to the balance sheet and profit and loss account

Other information

Profit appropriation according to the Articles of Association

Proposed profit appropriation

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‘8uHdln a betterworking world

Management board reportCC International By., Amsterdam

Management board reportThe management board herewith submits their annual report for the financial year ended 31 March 2017

The CompanyCG International By. (the Company), was incorporated on 1 April 2005 in Amsterdam, having its statutory seat inAmsterdam, The Netherlands as a private company with limited liability

The ultimate holding company is CG Power and Industrial Solution Ltd (Formally known as Crompton GreavesLimited), India

The registered office address of the Company is Herikerbergweg 238, 1101 CM Amsterdam Zuidoost, TheNetherlands.

The correspondence address of the Company is P.O. Box 23393, 1100 DW Amsterdam Zuidoost, The Netherlands.

The Company’s registration number with the Trade Register of the Chamber of Commerce in Amsterdam is 34224124

ActivitiesThe company’s main activities during the year were holding and finance activities. These are in accordance with thecompany’s Articles of Incorporation

The functions of company including supervising / managing the operations of the subsidiaries, namely: CC HoldingsBelgium NV, CC Ganz Generator and Motor Limted liability Company (formerly known as - CG Holdings Hungary Kft,Budapest), CG Service Systems France SAS, CG Industrial Holdings Sweden AB, CC Middle East FZE, CG Drives &Automation Germany CG Drives & Automation, The Netherlands,CG Electric System Hungary Zrt, Pauwels MiddleEast and CG Power Systems Canada

The Company perform the activities of risk management & management support to CG Holdings Belgium NV, CCGanz Generator and Motor Limted liability Company (formerly known as - CG Holdings Hungary Kft., Budapest), CGService Systems France SAS, CC Industrial Holdings Sweden AS, CG Middle East FZE, CG Drives & AutomationGermany CG Drives & Automation, The Netherlands,CG Electric System Hungary Zrt, Pauwels Middle East and CGPower Systems Canada.

Directors

The directors who served during the year are as stated below

Madhav Acharya appointed on 17 October 2013R P S Puar appointed on 1 April 2005L J.M. Duijsens appointed on 6 May 2010

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Result for the year. ( Euro’ 000)The result for the yaar amounts to a loss EUR 70.177 (2016 loss EUR 2E.545), resulting in an equity of EUR 23,761(2016 EUR 93 926k

Risks ManagementTo control the main risks and uncertainties, the Company conducts analyses through discussicns of the ManagementBoard as well as review of the investment portfolio and cashpool management of the Company.

The risks faced by the Company and the effect of these risks to the financials of the Company are the following

Strategic risk includes risks related to investment strategy, cash pool strategy, and acquisitions or divestitures Thisrisk can affect the Company’s financials by carrying amount of financial fixed assets and loan receivables fromsubsidiaries and affiliates aggregating to €000 233,014 as at reporting datt.

Operational risk: includes risks related to executing the strategic direction related to investment and financing activities.This nsk can affect the Company’s linancials by interest income €000 4,6913

Financial position & reporting risk: includes risks related to compliance with credit facility covenants, currencyfluctuations, liquidity, refinancing, budgeting, accuracy and timeliness of financial reporting, and compliance with Dutchaccounting standards This risk can affect the Company’s financials by the carrying amount of loans payables andreceivables as at reporting date. However, risk related to credit fcility covenants would be mitigated by the guaranteesof CG Power and Industrial Solution Ltd (formally know as Cromton Greaves Limited) (the ultimate holding company)as it would be borne by It.

Legal and regulatory risk: includes risks related to legislative and corporate governance environment. Company hasadequate mitigating control to prevent risks related to other legal and regulatory environment.

Apart from above, Company do not foresee any other risks and uncertainty which can adversely impact its financialresults and position,

Future developmentsDuring the year, the ultimate holding company has terminated the binding letter of offer from First Reserve InternationalLimited, a US Private Equity Fund, for the acquisition of the transmission and distribution businesses at Europe, NorthAmerica and Indonesia of the negotiated enterprise value of EUR 93 million. This business is held by CG HoldingsBelgium NV through its subsidiaries located at respective countries.

The ultimate holding company however will continue to explore alternative geography? product line options for sale ofabove power business except power business at Indonesia

Apart from above, the management does not anticipate any major changes during the coming year and expects thecompany to continue with its holding and finance activities at the same level.

The Board of irectors and Authorized Signatory /7 May, 2017

R P S Puar Madhav Acharya

(Director) (Director)

,1’

.—--h --

‘‘ L]M,jDàjsens(Mandgm”Director)

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E‘auseint a betterworking world

Balance sheet as at 31 March 2017

(Before profit appropriation)

31 -Mar-17 31/03/2016(Restated)

Ref. €‘OOO €‘OOO €‘OOO €‘OOOAssets

Fixed assetsFinancial fixed assets 4 200,373 289,502

200,373 289,502

Current assetsReceivables 5 32,641 18,453Cash at banks and in hand 6 10,026 2,214

42,669 20,667

Currentliabilities 7 195,081 118,449ShortTerm Loan 8 - 15,000

195,081 133,449

Current assets less current liabilities (152,412) (112,782)

47,961 176,720

Shareholders’ equity and liabilities

Shareholders’ equity 9

Share capital 103,000 103,000Share Premium 136,376 136,376Retained earnings (145,438) 19,583Result for the year (70,177) (16021)

23,761 93,938

Long-term loans 10 24,200 82,782

47,961 176,720

Initialed ,_—-

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E‘‘BuiIdin a betterworkttq world

Profit and loss account for the year ended 31 March 2017

1 April 2016 to 1 April 2015 to31 Match 2017 31 March 2016

(Restated)

Ref €000 €000 €000 €000

Other Income 12 (300) (300)

Operating expenses 13 9,325 7,311

Interest income 14 (4,698) (5,616)

Interest expense 15 11,353 18,860

Foreign exchange differences (826) (255)

Impairment of financial fixed assets 16 (30,000) 88,415

Loss on sale of shares of Subsidiary 17 51083 -

Intercompany balances write-off 18 34,240 56,606

Net financial expense! (income) 61,152 158,010

Result from ordinary activities before taxation 70,177 165,021

Tax on ordinary activities 19

Result for the financial year from ordinary activities 70,177

______

165,021

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Notes to the balance sheet and profit and loss accountI General7. 1 Activities

The Company operates as an intermediate holding company. The company’s principal source of income is dividendsfrom subsidiaries.

The registered office of the Company is Herikerbergweg 238, 1101 CM Amsterdam Zuidoost,The Netherlands. Thestatutory seat of the company is Amsterdam.

7.2 Group structureThe Company is a subsidiary of CG Power & Industrial Solutions Limited (Formerly Known as “Crompton GreavesLimited (the ultimate holding company), Mumbai, lndia.CG Power & Industrial Solution Limited (formalyknown as“Crompton Greaves Limited is an Avantha Group Company.1.3 Going concern

As the Company expects to sell the participation in CG Holdings Belgium NV during the year 2017. the Company willbe liquid enough to fulfil its liabilities. The financial statements are prepared according to going concern assumptions.7.4 Consolidation exemptionThe Company has not prepared consolidated annual accounts for the year ended 31 March 2017. No consolidation isperformed as the Company decided to apply the exemption for consolidation as is permitted under Article 408, Title 9Book 2 of The Netherlands Civil Code. A copy of the consolidated financial statements of the ultimate holdingcompany will be filed with the Chamber of Commerce for Amsterdam, The Netherlands.

7.5 Related party transactionsAll legal entities that can be controlled, jointly controlled or significantly influenced are considered to be a relatedparty. Also, entities which can control the company are considered a related party. In addition, statutory directorsand close relatives are regarded as related parties.

Significant transactions with related parties are disclosed in the notes insofar as they are not transacted under normalMarket conditions. The nature, extent and other information is disclosed if this is required to provide a true and fairview.7.6 EstimatesThe preparation of annual accounts in conformity with the relevant rules requires the use of certain critical accountingestimates. It also requires management to exercise its judgement in the process of applying the group’s accountingpolicies. If necessary for the purposes of providing the view required under Section 362(1), Book 2, of theNetherlands Civil Code, the nature of these estimates and judgements, including the related assumptions, isdisclosed in the notes to the financial statement items in question.

7.7 Adjustment on correction of errorIn 2016 the company noted the write back of the intercompany balance of €000 136,376 which was recorded as arevenue in the profit and loss account for the year ended 31 March 2016. However under Dutch law the write backshould be recorded as an informal capital contribution. The comparative figures 1 April 2015 to 31 March 2016 areadjusted for this event resulting in the following adjustments compared to the signed figures 2015/2016:

- reclassitication within the equity between the new formed share premium of €000 136,376 and the result forthe year €000 165,021 (which was €000 28,645).

- The loss of the year ended 31 March 2016 amounts €000 165,021 (which was €000 26,645).

2 Principles of valuation of assets and liabilities2. 1 General


The annual accounts have been prepared in accordance with the statutory provisions of Part 9, Book 2, of theNetherlands Civil Code and the firm pronouncements in the Guidelines for Annual Reporting in The Netherlands asissued by the Dutch Accounting Standards Board

The Annual General Meeting of Shareholders has elected to prepare the financial statements in the Englishlanguage.

2.2 Comparison with prior yearThe accounting policies have been consistently applied to all the years presented.2.3 OffsettingAssets and liabilities are only offset in the financial statements if and to the extent that:

- An enforceable legal right exists to offset the assets and liabilities and settle it simultaneously; and- The positive intention is to settle the assets and liabilities on a net basis or simultaneously.

2.4 Foreign currenciesMonetary assets and liabilities denominated in foreign currencies are translated into the functional currency at therate of exchange prevailing at the balance sheet date. Foreign exchange gains and losses resulting from thesettlement of such transactions and from translation at year end exchange rates are recognised in the incomestatement.

Translation differences on non-monetary assets held at cost are recognised using exchange rates prevailing at thedates of the transactions (or the approximate rates).2.5 Financial risksCurrency riskThe currency risk for the Company largely concerns the transactions in US dollar. Management has determined,based on a risk assessment, that some of these currency risks need to be hedged. Forward exchange contracts areused for this purpose. No hedge accounting will be applied and therefore the available financial instruments arevalued based on the fair market value as per year end.

interest rate riskThe interest rate risk is the risk of fluctuations of a financial instrument’s value due to alterations in the Market rate ofinterest. The policy is focused on minimizing this interest rate risk to which activities are exposed by fluctuations inrate of interest.

Credit riskThe company has issued loans to subsidiaries, affiliated companies and other participations. These counterpartiesdo not have a history of non-performance.

Liquidity riskThe Company uses several banks in order to avail itself of a range of overdraft facilities.

2.6 Financial fixed assetsPanicipations in associated companiesParticipations are carried at cost less impairment, if appropriate. Valuation at net asset value is not presented as theCompany’s management is of the opinion that in the light of the aforementioned application of article 408, disclosureof such information would not enhance the insight into the company’s financial position and results already providedby these accounts together with the consolidated accounts of the parent company. Profits or losses arising from thesale of participations are included in net financial income.

Loans to associatesReceivables disclosed under financial assets are stated at the fair value of the amount owed, which normally consistsof its face value, net of any provisions considered necessary.

2.7 Impairment of financial fixed assets


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The company assesses at each balance sheet date whether there is an objective evidence that a financial asset or agroup of financial assets is impaired. If any such evidence exists, the impairment loss is determined and recognisedin the income statement.

The amount of an impairment loss incurred on financial assets stated at amortised cost is measured as thedifference between the asset’s carrying amount and the present value of estimated future cash flows, discounted atthe financial asset’s original effective interest rate (i.e. the effective interest rate computed at initial recognition). If, ina subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to anevent occurring after the impairment was recognised, the previously recognised impairment loss shall be reversed.The reversal shall not result in a carrying amount of the financial asset that exceeds what the amortised cost wouldhave been had the impairment not been recognised at the date the impairment was reversed. The amount of thereversal shall be recognised in profit or loss.

2.8 ReceivablesReceivables are valued at cost less a provision for possibly uncollectible accounts

2.9 Cash and cash equivalentsCash and cash equivalents, bank balances and deposits held at call with maturities of less than 12 months. Bankoverdrafts are shown within borrowings in current liabilities on the balance sheet. Cash and cash equivalents arestated at face value.

2.10 Long term LoansAfter initial recognition, interest bearing loans and borrowings are subsequently measured at amortised cost usingthe effective interest rate method. Gains and losses are recognised in profit or loss when the liabilities arederecognised as well as through the effective interest rate amortisation process.

Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that arean integral part of the effective interest rate. The effective interest rate amortisation is included as finance costs in theincome statement.

2.17 PayablesPayables are classified as current liabilities if payment is due within one year or less. It not, they are presented asnon-current liabilities. Payables are initially measured at fair value and subsequently measured at amortized costusing the effective interest method, except the effect of discounting is immaterial.

2.72 ProvisionProvisions are recognized when the Company has a present obligation (legal or constructive) where, as a result of apast event, it is probable that an outflow of resources embodying economic benefits will be required to settle theobligation and a reliable estimate can be made of the amount of the obligation. Provisions are reviewed at eachreporting date and adjusted to reflect the current best estimates. If it is no longer probable that an outflow ofresources embodying economic benefits will be required to settle the obligation, the provision is reversed.

2.13 Share CapitalShare capital is classified as equity. Incremental costs directly attributable to the issue of new shares (if any) areshown in equity as a deduction from the proceeds.

3 Principles of determination of result3.1 GeneralThe results on transactions are recognised in the year they are realized. Losses are taken as soon as they areforeseeable.

3.2 CostsCosts are recognised at the historical cost convention and are allocated to the reporting year to which they relate.

3.3 Dividend income


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Dividends from subsidiaries are recognised when declared by the subsidiary, except where there are exchangecontrol restrictions or similar factors, in which case dividends are recognised at the time of receipt.3.4 Interest income and expensesInterest on loans is calculated according to the conditions of the individual loan contracts. Interest receipts arerecognised at the spot rate of the applicable currency at payment date.

3.5 Taxation

Taxation on profits is computed on the commercial profit adjusted for permanent differences, at the applicable rate


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4. Financial fixed assets31 Match 2017 31 Match 2016

€000 €000

Subsidianes 56.509 117,059Associates 0Long term loan 6.634 79,443Assets held for sale 137230 93.000

200,373 289,502

The company has the following subsidiaries as at 31 March 2017:

% €000CG Service Systems France SAS France 100 465CC Ganz Generator and Motor Limted liability Company Hungary 100 6,011(formerly kncwn as CC Holdings Hungary Kft, Budapest)

CG tndustnal Holdings Sweden AS Sweden 100 30,005CG Middle East FZE UAE 100 207CG Drives & Automation Gmbh Germany Germany 100 740CG Drives &Automation Netherlands BV The Netherlands 100 1,680CG Power Systems Canada Inc Canada 100 0CG Electric System Hungary Zrt Hungary ioo 17,400

56,509

The company has the following Assocites as at 31 March 2017:Pauwels Middle East Trading and Contracting Pvt Co. LLC UAE 49 0.00

CC Service Systems France SASAccording to the company’s annual accounts as at 31 March 2017, the shareholders equity amounts to €000 -177 The company has incurredloss of €000 -643 during the year ended 31 March 2017.

CC Ganz Generator and Motor Limted liability Company(formerly known as - CC Holdings Hungary Kft, fludapest,lAccording to the company’s annual accounts as at 31 March 2017, the shareholders eauity amounts to €000 7,347, The company hasincurred a loss of €000 147 the year ended 31 March 2017

CC Industrial Holdings Sweden ASAccording to the company’s annual accounts as at 31 March 2017, the shareholders equity amounts to SEK’OOO t138,5261 The company hasincurred loss of SEK ‘000 (4,337] for the year ended 31 March 2017

CC Middle East FZEAccording to the company’s annual accounts as at 31 March 2017, the shareholders equity amounts to €000 14,987. The company hasearned profit of €000 14,581 for the year ended 31 March 2017

CC Drives & Automation GermanyAccording to the company’s annual accounts as at 31 March 2017, the shareholders equity amounts to 6000 1157 The company earned profitfor the period ended 31 March 2017, amounts to €000 101

CG Drives & Automation, The NetherlandsAccording to the company’s annual accounts as at 31 March 2017, the shareholders equity amounts to €000 2,766 The company has earnedprofit of €000 142 for the year ended 31 March 2017

Power Systems CanadaAccording to the company’s annual accounts as at 31 March 2017, the shareholders equity amounts to CAD ‘000 [-3,394] The companyincurred a loss for the period ended 31 March 2017, amounts to CAD’OOO [897]

CC Electric System Hungary ZrtAccording to the company’s annual accounts as at 31 March 2017, the shareholders equity amounts to €000 2,065 The company incurredloss for the period ended 31 March 2017, amounts to €000 10,430

Initi&edfor identification purposes onlyErnst & Young Accountants LLP

Long term loan31 March 2017 31 Match 2016

€000 €‘oCo

CG Ganz Generator and Motor Limtad liability Company 6634 6598(formerly known as - CG Holdings Hungary KIt Budapest)CG Automation Systems UK ltd 7472ZIV Communications, S A 2948ZIV Apticacianes Y Tecnologia,S.L

_______

62425

6634 79,443

CG Holdings Hungary Kft Budapest, HungaryOn 1 October 2006, the company entered into a loan facility agreement with CC Holdings Hungary KIt to finance the working capital of itssubsidiary The loan is interest bearing at a rate of 3 months Euribor + 100 bps for the loans in Euro and 12 Libor + 100 bps for loans in USD.Interest is due and payable on a quarterly basis. The loans are repayable altar the working capital needs have been met andlcr therequirements of the terms of the loan facility have been satisfied,

Assets held for saleDuring the year, the ultimate holding company has terminated Shares Purchase Agreement entered into with First Reserve, an offshore privateequity fPE) for sale of overseas Power T&D businesses of the Company at Indonesia, Hungary, Ireland, France, US and Belgium, However,the Company will continue to identify new buyers for sale of these businesses (except power business at Indonesia) in near future and hence,these businesses will continue to be reflected as discontinuing businesses,

This business is held by CG Holdings Belgium NV through its subsidiaries located at respective countries, Therefore, these businesses arecontinued to be qualified for classifying as assets held for sale as on 31 March, 2017 The carrying value of these assets is:

CG Holdings Belgium NV €000 €000Investment 155,535Less: Impairment provision (57,000]

98,535Loan 38,695

137.230

During the year, company has increased its investment in CC Holdings Belgium NV by €000 65,000 by converting the existing loanreceivable balance of €000 65,000. Hence investment value is increase from €000 90,53510 €000 155,535.

During the year, company has reversed impairment toss provided towards investment in CC Holdings Belgium NV by € 000 30,000 based onimproved profitability leading to improvement in its business valuations of its Indonesian business,


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5. Receivables31 March 2017 31 March 2016

€000 €000

Loans receivable from subsidiaries 22809 18233Value-added tax 12 10Withholding Thx 4 4Other receivables 9816 206

32,641 18,453

Receivables are Recoverable within Twelve months of the balance sheet date


6. Cash at banks

Cash at banks is at the Company’s free disposat except a fixeddeposit kept under Escrow account of €000 5,000 received underShare purchase agreement entered for Automation business sateexecuted on 6th March 2017.


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7. Current liabilities31 March 2017 31 March 2016

€‘OOO €‘OOO

Loan payable to subsidiaries 6405 9125Loan payable to affiliated companies 23511 5584Loan interest payable to credit institutions - 69Amounts payable to holding company 163580 103449Accrued expenses 1585 222

195081 118449

Loan payable to subsidiaries 31 March 2017 31-Mar-16

€000 €000

Loan payable to CG Power System Ireland Ltd. 6263 6628Loan payable to CG Service Systems France SAS 142 231Loan payable to ZIV Apilcaciones Y Tecnologia, S. L - 2,066

6,405 9,125

Loan payable to CG Power System Ireland Ltd.On 27 June 2007, the Company entered into a loan facility agreement with CG Power Holdings IrelandLtd. to finance the working capital of its subsidiary. The loan is interest bearing at a rate of 1 monthEuribor + 225 bps for the loans in Euro. As the CG Power Holdings Ireland Limited is liquidated, thesaid loan is transferred to CG Power Systems Ireland Limited as at 31 March, 2013. The loans arerepayable after the working capital needs have been met and the requirements of the terms of the loanfacility have been satisfied. The total principal amount outstanding is as on 31’ March, 2017 and 3lMarch, 2016 is €000 6,263 & €000 6,828 respectively.

Loan payable to CG Service Systems France SASOn 30 March 2012, the Company has entered into cash pool agreement with CG Service SystemsFrance SAS. The loan is interest bearing at a rate of Euribor + 100 bps

Loan payable to ZlVAplicaciones Y Tecnologia, $.L

On 18 February 2013, the Company had entered into cash pool agreement with ZIV Aplicaciones YTecnologia, S.L. The loan was interest bearing at a rate of Euribor + 100 bps.The said loan settledduring the period as part of intercompany settlements as per SPA entered on 6th March 2017 for sale ofAutomation Business.

Amount payable to holding companyCompany has current liability towards amount payable to ultimate holding company. However, theCompany has obtained a comfort letter from ultimate holding company stating that payment will not bedemanded and collected by it if Company has unfavourabte liquidity position.


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8. ShortTerm Loan31 March 31 March

Loan Payable to Credit institution (15000)

Short-term loans as at 31 March 2017 is €000 NIL. The loan €000 15000 was availed from Barclays Bank PLC, LondonBranch for tenure of 4 months, The loan was interest beating at the rate of EURIBOR +270 bpps per annum.

9. Shareholders equity

Share capital

As at 31 March 2017 the authorised share capital of the company consists of 1050,000 shares with a nominal value of€ 100each and amounts to € 105,000,000. As at balance sheet date, the Company’s issued and paid up share capital comprises1,030,000 shares (31 March 2016: 1,030,000) and amounts to € 103,000,000 (31 March 2016: € 103,000,000).

In 2016 the company noted the write back of the intercompany balance of €000 136,376 which was recorded as a revenue in theprofit and loss account for the year ended 31 March 2016. However under Dutch law the write back should be recorded as aninformal capital contribution. The comparative figures 1 April 2015 to 31 March 2016 are adjusted for this event resulting in thefollowing adjustments compared to the signed figures 201 5/2016:

- reclassification within the equity between the new formed share premium of €000 136,376 and the result for the year€000 165,021 (which was €000 28,645).

- The loss of the year ended 31 March 2016 amounts €000 165,021 (which was €000 28,645).

Statement of changes inequity (Restated)

€ 000 Share Capital Share Premium Retained Result for the Total EquityEarnings year

Opening Balance 01/04/15 f 03,000 19,602 (19) 122,583Adjustment on correction of error - 136,376 (136,376)Profit appropriation (19) 19Result for the year

_______

(28,645) (28,645)Balance at end of year3l/03/16 103,öOO

_____

136,376 19,583 (165,021) 93,938

Opening Balance 01/04/16 103,000 136,376 19,583 (165,021) 93,938Profit appropriation (165,021) 165,021 -

Result for the year -._._

..:(70,177) (70,17k

Balance at end of year 31/03/17 103,000 136,376 (145,438) (70,177) 23,761

Retained EarningsThe retained earnings represent an accumulation of appropriated results in prior periods.

Initialedfor identification purposes on’yErnst & Young Accountants LLP

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10. Long-term loans

Loan availed from Standard Chartered BankThe Company has repaid full amount of loan availed from Standard Chartered Bank, having interest rate ofEURIBOR +400 bpps per annum. The principal amount stood at €000 NIL as on 31 March 2017.

Loan availed from IC/Cl BankThe Oustanding balance of loan €000 24,200 availed from lClCl Bank UK PLC with interest rate ofEURIBOR +165 bpps per annum. The loan is payable in full within 2 years from the utilization date i.e.15March 2016, hence repayment obligation within twelve months after the balance sheet date is €000 24,200

11. Contigencies and commitments

Guarantgees

On 6 October 2006, the Company entered into a guarantee agreement with EXIM Bank (EXIM”) inBudapest in favour of Ganz Transelektro Villamossagi Zrt. (now known as CG Electric Systems Zd). Themaximum guaranteed amount is USD 2.13 millions.

As at balance sheet date, the amount at risk under the guarantee is USD 0.55 millions (€ 0.51 millions).

On 17 October 2006, the Company entered into a guarantee agreement with MFB Bank (‘MFB°) in Budapestin favour of Ganz Transelektro Villamossagi ZRT. (now known as CG Electric Systems Zn’). The maximumguaranteed amount is € 28.85 million.

As at balance sheet date, the amount at risk under the guarantee is € 28.35 million.

Contingent liabilitiesThere are no commitments of contingent liabilities which have not been provided for on the balance sheet.


12. Turnover

1 April 2016 - 1 April 2015-31 March 2017 31 March 2016

€‘OOO €‘OOO

Management fee income (300) (300)


13. Operating expenses1 April 2016 - 1 April 2015 -

31 March 2017 31 March 2016€000 €‘OOO

Brand Royalty & sub-license fee income (2819) (3,474)Brand Royalty & License fee expense 2,819 3,474Administrative and accounting fees 24 24Audit fees 182 172Bank Charges 7,207 6,864General expense 219 224Legal fees 1,668 8Management fee expense 12 12Tax advise fees 13 7

9,325 7,311

Bank Guarantee charges are payable to the ultimate holding company for the Guaranteeprovided by them to bankers.


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14. Interest income

tnterest income on loans to subsidiary companies

1 April 2016 - 1 April 2015 -

31-Mar-17 31-Mar-16

€000 €000

(4,698) (5,616)

(4,698) (5,616)


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15. Interest expense1 April 2016 - 1 April 2015-31 March 2017 31 March 2016

€000 €000

Interest expense on loans from subsidiary companies 95 1Interest expense on loans from affiliated companies 145 1,261Interest expense on loans from holding company 7,913 12642Interest expense on loans from credit institutions 3,200 4,956

11,353 18860


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16. Impairment of financial fixed assets

1 AprIl 2016- 1 AprIl 2015-31 March 2017 31 Match 2016

€000 €000

Impairment of financial fixed assets (30.000) 88415

During the year. company has reversed impairment loss provided towards Investment In CG HoldingsBelgium NV by € 000 30,000 based on improved profitability leading to Improvement In its businessvaluations of Its Indonesian business.

17. Loss on sale of Shares In Subsidiary

I April2016. 1 April2015-31 March 2017 31 March 2016

€000 €000

Loss on sale of Shares- ZIV Aplicaciones y Tecnologia, S.L. 51,083


18. Intercompany write-off1 April 2016 - 1 April 2015 -

31 March 2017 31 March 2016

€000 €000

Intercompany balances write-off 34,240 56,606

Certain intercompany balances from these steps down subsidiaries were written-offand charged tG profit and loss account as these balances were not recoverable. Thebreak down is given below:

€‘OOO €‘OOOCG Electric Systems Hungary Zrt 5,000 12,742CG Holdings USA Inc 9,507CG Power Solution UK 9,240 10,139CC Power System USA Inc 13,617CG Middle East FZE 20,000 10,601

34,240 56,606


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19 TaxationThe sstmated amount of tax Icoaca available for carry forvmtd 8mounts to € 000 29,737 as per 31 March 2016 (lastyear € 000 20.B48). Tax tosses are not valued because It Is uncertain Iht there will be enough taxable profits In the(neat) future to compensate with, Corporate income teA is calculated In acccrdane with the applicable Lax laws andregulations in the Netherlands

20. Perscnnl InformationEmployeesAs 51 31 March 2017 the company had no employees (31 March 2016. 0).

Directors remunerationThe Company has 3 dlrectør, one of them received a remuneration of €000 0 In that capacity during the year

Amsterdam, /7 May, 201?

Tha Management Board -.

R.P.S. Pia Madhev Acbarya(Director) (Director)

Ijsen(Managing


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