Overview of the Projects

Projects available for immediate investment are solar photovoltaic parks in Western Europe which has the largest volume of completed projects for sale. In some cases this is due to financial pressures on sellers.

The projects are either completed and operating or fully permitted, approved and ready for construction. They are located in favourable irradiation zones in France, Germany, Italy and Spain with high sunlight hours and in regions with low ambient temperatures which increase panel performance. Solar parks in Eastern Europe, Canada and the US are also avaialble.

The projects are all solar photovoltaic parks comprising crystalline modules, ground mounted with fixed or tracking installations.

The projects were constructed by large and experienced Engineering, Procurement and Construction (EPC) companies. The EPC Contract provides for the design, supply and installation of:

• modules mounted on fixed installations
• transformers
• invertors
• electricity metering and monitoring equipment
• grid connection
• security fencing
• sub station

A general contractor’s guarantee is provided by the EPC contractor covering standard items along with a standard market Operating and Maintenance Contract (O&M) guarantee for panels and other equipment.

Standard maintenance and annual repair costs to secure full performance levels have been included in the forecasts. Security systems with online problem detection and warning are state-of-the-art, repairs will be performed quickly and most spare parts will be held in stock. Major repairs and loss of performance are backed by the following:

• Performance guarantee from the EPC contractor.
• Solar panel manufacturer guarantee - minimum 90% efficiency at year 10 and minimum 80% effficiency at year 25.
• Inverter manufacturer guarantee.
• Ongoing maintenance and repair undertakings by the O&M Contractor.
• The Sale and Purchase Agreement (SPA) for each solar energy photovoltaic plant will not be executed until completion of due diligence to the satisfaction of the investor, the manager and its advisors in relation to those issues set forth in the SPA including comprehensive legal and technical assessment.
• Confirmation the EPC contract complies with all necessary technical terms and conditions set forth on the documents annexed to the SPA.
• Construction and commissioning have been agreed.
• All necessary authorisations have been granted.

Land Lease Details

The projects have been constructed on properties that will be leased on long-term leases with terms of 25 to 50 years.

The legal due diligence includes a comprehensive review of easements, rights of way, and land titles.

Insurance

The project insurances included in the offer will cover theft, vandalism and certain elements of force majeure.

A separate consultant will be appointed to complete insurance due diligence.

Legal Operating Structure and General Model Structure

Single operating units of 100KW to 10MW power output each are incorporated in some initial investment assets.

• Single operating units of 100KW to 1 MW are incorporated in some countries in order to secure maximum Feed in Tariff selling prices guaranteed by the respective Government.
• The investor will acquire a holding SPV which will hold individual operating entities.
• In other plants a single SPV will own the entire solar park.

Annual Radiation Assessment

The project revenues depend upon weather conditions and irradiation hours. The financial forecasts are derived from forecast irradiation figures based on weather data and forecasts issued by independent public institutions. Weather fluctuations with cloudy seasons are included in calculations subject to annual degradation for the first ten years and a lower annual degradation for a further 15 years.

The annual radiation figures regarding the location of the plants have been taken from sunshine statistics issued by public institutions in Europe and other independent assessments.

An major international independent technical consultant will be appointed to review all technical issues.

Detailed rradiation maps of each country are used in the project assessment. The following is an irradiation map of Spain providing detailed irradiation data. Such maps are available for all European countries and others where we operate.

Authorisations

All necessary administrative project authorisations have been obtained. The authorisation procedure varies according to the local legislative requirements in each country and the maturity of these authorisations is generally 30 years with subsequent extensions available.

The point of delivery of power from the solar parks into the power grid is agreed with the local electricity utility and will require a transformer and in some cases a new sub-station.

Registration and inscription in the required legal register is completed in accordance with the particular country and municipal legal requirements and includes:

• Administrative licences and permits.
• Construction approval.
• Environmental licences and approval.

A major international legal firm is appointed to review all legal issues including authorisation.

Operations and Maintenance (O & M)

There are separate O&M Contracts for external specialist firms to perform the technical management of each project. These firms will provide ongoing technical management and maintenance to the projects and will be managed by Solar Energy Partners.