Corporate & Project Procedures

DNA Group of Companies
Structure – Roles & Responsibilities

DNA Global Partners Limited (Administrative & Holding Company U.K.)
Ownership of the concept
Organize and Manage the DNA Group and Partners
Manage the relationship with Strategic Partners
Manage external relationships at Executive Level with National Governments and others
Commercial and Professional multiple disciplinary expertise
Organize Project Capex Funding
Organize Project Support (Grants, Subsidies, etc.)
Receive Royalties/Fees from the JV’s and SPV’s from Nations with Projects.
Technology Research & Development, Funds and DNA Group Asset Management
Principle Project Developers and Management
Investment Monitoring

DNA Global Energy Limited/DNA Green Planet Limited (Commercial Trading/Management Companies)
Management support and assistance to DNA Group Companies
Conduct required Project Due Diligence with Partners as and when necessary
Deliver Project Technology/Components (as required)
Control and Manage Construction Phase of Projects (under Project contract with Partners)
Manage and Administer Maintenance of the installed Plant(s) (under Project contract with Partners)

Strategic Partners and technology for JV Partnership JV Partners (National Nation/Territory)
Develop potential Projects in National Territory within a scheduled timeline
Responsible for all Company Costs, Charges and Expenses
Conduct all preliminary Due Diligence and Feasibility Studies Completed Project for presentation to DNA Global Partners Limited/Funders
Conduct full public relationship with all Local and National Authorities
Operate Project Special Purpose Vehicles and Joint Venture ( SPV’s/JV)

DNA Consultants/Representatives
Presenting Technology’s or Projects to DNA
Finders Fee/Commision at Financial close of Project where technology/product is implemented

Independent/JV Partner Consultant
Presenting JV Partner to DNA after careful Due Diligence of Candidate
Receive commision from JV after Financial close of Project
Consultancy Agreement, where needed, with Project SPV’s

JV Financial Model, Basic principles.

DNA Global Partners Limited: Provide Project Capex funding: Mainly debt
Reimbursement organised with the JV depending on operating mode (B.O.O.T)
Royalties level, depending on Project and Country.

Exit strategy: selling projects and debt to investors (partial or total) or transferring projects to local partner at end of B.O.O.T period

DNA Management Company
1. Participation in JV: maximum 25%*
2. Shareholders agreement between DNA Trading/Management Company and JV Partners
3. Management Fees for overseeing and administration of Project construction and works.

JV Process

NCND/MOU with a defined criteria, includes share percentages, financial guarantees, Project funding, Project operation
Cooperation Agreement including Heads of Terms for JV participation
Project Development and Management contracts with DNA Energy Management Services
Joint selection of First commercial Project
Joint selection of Technology Provider, EPC contractor and other participating Companies
Joint creation of Project SPV, as required

Project Funding Process

Basic procedures:
Notice to Proceed (NTP) Requirements:
Power Purchase Agreement (“PPA“) or Energy Service Agreement (“ESA“) is in place.
Fully executed Site Lease/purchase or Site Lease Option Agreement in place.
An Interconnection Agreement or permission to interconnect from the local utility.
Conditional Use Permit, with ancillary permits, approved by the local permitting authority.
Site must have a clean title, meaning all encumbrances have been addressed.
EPC and O&M agreements are in place with rates, terms, performance guarantees and a construction schedule acceptable to DNA|Global Partners.
Production Estimate, energy yield assessment predicting the amount of energy the project will produce.

Project revenue
Power/Energy sales
Carbon Credits sales (where applicable)
Sales of additional products produced.

A Project Concept Note will be provided covering all Project elements to be handled by JV.

Full Due Diligence:
Conduct Project Review, prior to signing Term Sheet. This is a preliminary view of the project, in order to meet investors criteria.

Financial Evaluation |Structuring of Debt & Equity|Tax & Insurance Planning |Prepare Audit & Negotiate Contracts|Project placement as a Single Project or Project Portfolio to our Financial or Strategic Investors|Insurance concept.