Proxima Value Innovation In action

Proxima is commited to Innovation, Service Excellence and Client Satisfaction.

Proxima, is a management consulting firm that helps organizations improve performance through effective people, process, and financial management. As agents of change, we enable the management to make the big decisions in the areas of human capital strategy, process excellence and management, and in the area of risk and capital management. Proxima is headquartered in Chennai, India.

Key Members M R Rajaram, Chairman M R Rajaram after a long association of 35 years with ICI India Limited, retired from the services of the Company in April 2007. He had held several key positions including that of the Chief Financial Officer and Wholetime Director of the Company. He has managed a number of businesses in India including turning around and successful divestment of a few which is valued around US $ 500 Mn. He was, inter alia, responsible for Mergers and Acquisitions and played a major role in the reshaping of the business portfolio of the Company. Email id: rajaram@proximaglobal.in M S Sanjeev, Director & CEO Sanjeev has over 15 years of experience in the services sector of which 14 years were as a profit-center-head. He has set-up several businesses/SBUs and turnaround the ailing ones. His travel to over 10 countries has given him exposure to global business environments and cultures. He has a strong orientation of doing business with industry leaders. Sanjeev was Principal Consultant and Head of Manufacturing Practice at Ma Foi Global Search Services Ltd. He was also the member for Group's Management Council. Prior to Ma Foi, he was with the Confederation of Indian Industry (CII). Some of the key areas which he worked include - Manufacturing, Energy & Infrastructure, Real Estate, Textiles, Media & Entertainment. He set-up Conference Division for CII Southern Region and successfully organised international forums related to Brand Management, Manufacturing, IT & ITES, Textiles, and the film Industry. Email id: sanjeev@proximaglobal.in M A Krishnamurthy, Advisor Risk & Capital Management Mr. Krishnamurthy is a Chartered Accountant with over thirty five years of service in the private and public sectors including Reliance Industries and allIndia financial institution-IFCI. He has rich experience in the operational aspects of project finance as also financial services (fund-based and fee-based) like leasing, loan syndication, underwriting, trusteeship and issue management. He served as a nominee director on the boards of several IFCI-assisted corporates. He was one of the key members of the team responsible to raise funds from domestic institutions and banks for the Hazira and Jamnagar

projects of Reliance and handled administration of the domestic and overseas borrowings of Reliance and major group companies thru SAP-treasury module. Post-retirement from RIL in 2004, he was associated with power distributor BSES, Delhi for four years, his contribution being improvement of billing quality, foolproof system logic and updation, mitigation of revenue risks, process controls and improvement, realization of dues locked up in disconnected cases and initiation of enforcement action for recovery of electricity dues in theft cases detected by audit. His audit team complemented the Regulatory dept. in advising the management from time to time as to how far the Utility was complying with the requirements of statute especially the Supply Code and Performance Standards Regulations and how the consumer disputes resolution mechanism could be strengthened. Email id: krishnamurthy@proximaglobal.in Mahesh Motwani, Senior Consultant - Infrastructure Advisory Services

Services: HR Management and Consulting Services

Proxima offers Executive Search, HR Consulting, Training Management, and RPO services. a. Executive Search Services
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Executive Search - We are specialist in high-level talent acquisition. The team is very strong in locating, assessing and hiring business leaders with outstanding track records and provides our clients with the best talent that the industry has to offer. CEO Services - This relates to the hiring at the topmost level of the organization both public and private. A team specially dedicated to CEO Services works on this mandate across different industry categories. Mid-Level Search Services (MLS)- We offer Mid-Level search solutions, which would deliver the right candidates for your company by leveraging on our proprietary global database and leading-edge technology, across many markets and practice areas. Our consultants meet your company's specific requirements for key individual hires by using a customized approach with minimal overhead and an emphasis on finding quality talent. Board Services - With increasing thrust on corporate governance we have set of qualified professionals for recruiting for boards of directors and advise on issues relating to corporate governance. We have the understanding of the recruiting for board people of high stature and capability.

b. Interim Management Services Proxima provides Interim management services for meeting short-term business goals, overcoming challenges, resolving crisis or seize new opportunities. This is an cost effective service for companies which would like to hire specialists/experienced professional for a particular short term project/task and at the same time do not want to change the existing organization structure. c. HR Consulting Proxima's Human capital business supports clients to optimize its performance by meeting their most critical needs around managing, rewarding and engaging talent; achieving responsible

executive remuneration; and enhancing HR effectiveness. Our Consulting services facilitate clients to address business challenges effectively. Our end to end HR solutions are tailor made to suit client business and need, and are designed to be cost effective. We offer y

Organisational Development Services which would facilitate client to improve its organization's capacity to handle its internal and external functioning and relationships. This would include such things as improved interpersonal and group processes, more effective communication, enhanced ability to cope with organizational problems of all kinds, more effective decision processes, more appropriate leadership style, improved skill in dealing with destructive conflict, and higher levels of trust and cooperation among organizational members. Compensation and rewards services that help clients to bridge organisation s goals and objectives and an employee s focus and actions. This includes Compensation Analytics which provides critical information and insight to make prudent compensation decisions. We collate and analyse market data to offer general and custom surveys, covering both individual pay components and total compensation competitiveness. Retirement programs that help client to derive maximum value from its investments. We facilitate clients manage plan policies by instituting a robust governance structure that connects policies to strategic business objectives.

d. Training Management Training Management services enables the client to identify training needs of the company which are vital to meet organization goals. Proxima facilitates the client to draw-up suitable training programmes for the business, structure the training program and develop content for the same. Apart from this, Proxima would also identify suitable and competent faculty(trainer) to conduct the training programme. e. Recruitment Process Outsourcing (RPO) Services Proxima offers Recruitment Process Outsourcing (RPO) and enables the client to outsource or transfer all or part of its recruitment activities. Proxima helps with cutting through competition for the most talented individuals quickly and efficiently, taking on the burden of operational recruitment activities, freeing organizations to focus on value-creating and strategic activities. Benefits to Client:
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Improve client's time to hire, increase the quality of the candidate pool, provide verifiable metrics, reduce cost and improve governmental compliance. Change fixed investment costs into variable costs that vary with fluctuation in recruitment activity. Companies may pay by transaction rather than by staff member, thus avoiding under-utilization or forcing costly layoffs of recruitment staff when activity is low.

Process Excellence And Management

All processes be it manufacturing, transactional or service are susceptible to some degree of variation as far as the customer expectations are concerned. Avoiding this variation or

minimizing it to a degree where the customer cannot feel it will lead to customer delight, reduced cost of business and a potential for higher revenue for the customer and the business. LSS Sigma Methodology Even in today's world business still deploy a department called quality when the customer is focused on speed. What several organizations don't quite grapple is that when the customer says he wants speed, it is implied that the quality expectation is embedded in it. However, organizations still continue to have a department called "Quality" to check the product output and create all sorts of functions downstream when the root cause for the customer dissatisfaction is way upstream. Lean Six Sigma (LSS) focuses on reducing the variation in a process and moving the process mean performance as close to the target as possible. LSS Sigma is a methodology that actually works on the concepts shown below:
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Engage the organization toward a lean enterprise - make things go faster o Lean increases your organizational capacity and helps you make more Reduce variation in all business processes - making outputs consistent o Six Sigma helps increase customer confidence and repeat business Focus organizational efforts in areas of constraint - remove process speed traps o Applied ToC* helps focus on areas touching the customer needle Institutionalize the change - Create change at the cultural level o Managing change helps sustain benefits from LSS, organization wide!

Proxima enables the enterprise through these variety of techniques to leverage knowledge and skills of its workforce to attack all forms of waste across the company's value chain. Our Services
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LSS Deployments o Enterprise Scanning, Evaluation, Preparation, and execution o LSS Senior Executive Awareness Workshop o LSS Sigma Champion and/or Process Owner Training o LSS Training, Application, and Certification  Yellow Belt  Green Belt  Black Belt  Master Black Belt DFLSS Deployment Business Excellence Workshops 6-8 month consulting engagement with completion of initial projects Pilot project - Test drive LSS

Risk and Capital Management

Considering creating value for your business? Or are you seeking capital to take it to the next level? Whatever your needs are, our corporate finance members are dedicated to helping you maximize the value of your company. Our team of professionals has relationships with major corporations and private equity firms, as well as extensive experience with all types of transactions.

Our Specialization Proxima provides specialized resources to assist its clients' efforts to improve the delivery of capital projects and help meet their program objectives. Our team is composed of professionals with practical industry experience in nearly every aspect of the capital construction process, and with advanced degrees in engineering, architecture, business, accounting and law. Proxima provides in-depth business and financial advisory services to companies, their creditors, their equity holders, the legal community, bank syndicates and other interested parties in both incourt and out-of-court reorganizations. Our high network across borders enables access to buyers anywhere in the world and exposure to a diverse range of capital providers. Proxima provides strategic advice and specialized assistance in areas of: a. Divestment Proxima assists clients in developing business strategies to maximize shareholder wealth. We engineer links between compatible value-adding entities and provide assistance across each step of the transaction process from the early seeds of an idea through to a successful closing. Proxima understands the need to bridge the cultural and information gaps which may exist between corporations and investors with sometimes differing perspectives. Selling a business is a complex process and likely the most important decision you will make. The sale of all or a portion of your business may be right for your company if you are considering:
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The next phase in the growth of your business Carving out a non-core business unit Retirement or succession planning Rationalizing the number of shareholders.

We have vast experience in valuations of business entities, intellectual property, intangible assets, common and preferred stock and other securities along with partnership interests, private debt instruments, options, warrants, and other derivative products. These services are provided to assist clients with mergers, acquisitions and dispositions; taxation planning and compliance; financial reporting; bankruptcy and reorganization; litigation and dispute resolution; and strategic planning in selling companies using a framework that maximizes shareholder value and minimizes risks. Our divestment process includes:
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Understanding client's value purpose and business focus Assessing the value of client's company and strategically positioning it for best possible value Preparing client business through due diligence Mapping strategic and PE buyers Developing a competitive strategy to best position the business for buyers Creating a bidding environment that maximizes the sale price Providing support in negotiations and post-transaction issues

Project management is critical to the success of a divestment. We can ensure a seamless transaction by bringing together tax, accounting and advisory professionals to deliver optimum value. With in-depth industry knowledge and experience from markets around the globe, our experienced members can help you achieve your value objectives.

b. Growth Strategies Our corporate finance professionals work with you to explore methods to grow your business. We look for ways to create and enhance the value of your business. These value-maximizing strategies provide advance preparation for a capital market transaction at a later date. We tailor our services to meet your unique needs. Our services include:
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Reviewing and analyzing historical financial data Initiating valuation research in the public and private markets to analyse market definitions of value Mapping and quantifying synergies with mapped buyers Structuring a suitable financial model to assist with business and capital decision-making Mapping investment and other opportunities that align with your business objectives

c. Raising Capital Whether it's debt or equity capital, our corporate finance professionals can help you tap both traditional and non-traditional sources of capital in a variety of situations:
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Financing growth opportunities, such as a new product or venture Funding an acquisition, management buyout or going-private transaction Funding a special dividend or liquidity event Refinancing your current capital structure with new partners

Our corporate finance team can help you access the right type of capital for your company. We identify and work with capital providers that offer the lowest cost of funds and the flexibility to accommodate your business and objectives. Our services are designed to align your strategy, financing needs, and the options available in the capital markets. Our transactional experience spans a broad spectrum of industries and complexities. d. Capital Markets Orchestrate IPOs, Private Placements and Rights Issues:
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Valuing the business Preparing the application forms (in accordance with legal requirements), offering documents and presentation materials Appointing and directing the placement team Coordinating the offering process at all stages to ensure successful completion

Capitalize on banking relationships to raise Debt Financing at best possible terms:

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Assessing funding requirements through cash flow projection models Preparing banking memorandum Negotiating best possible terms and conditions

e. Investor Relationship Management f. Structured Finance Assist clients in the development of value-added solutions for corporate financing:
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Analyzing and optimize their capital structure Obtaining new and efficient sources of equity and debt finance

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Developing innovative financing techniques and investment products Negotiating favourable debt settlements

Proxima assists its clients to optimize their capital structure and ensure sufficient liquidity to allow business units to operate freely. In devising innovative structured financing solutions that enable clients to capture new investment and business opportunities or support growing operational needs, Proxima acts to create a financial profile consistent with corporate aims and objectives. Through our global network, we provide access to international sources of financing and can help you structure and arrange highly customized financial solutions, including:
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Senior debt Subordinated and mezzanine debt Equity financing Later stage venture capital

Infrastructure Advisory Services

Increased economic and population growth have created a need for renewal and revitalization of key infrastructure projects, but governments cannot fund these projects alone. As a result, strategic partnerships between government and private sector are becoming more common for public infrastructure and related service delivery. Proxima's Infrastructure Advisory and Project Finance group can help governments by creating and overseeing solutions that leverage private sector resources in financing. Our practitioners have experience in a full-range of infrastructure sectors with an emphasis on health care, transportation (roads, bridges, border gateways), utilities (power and water), and special-purpose buildings. We also serve private sector clients who bid on projects in these sectors or who are involved in the development of public purpose infrastructure. We help select and execute delivery models that best achieve infrastructure objectives to determine the best delivery model. We provide unbiased advice, innovative solutions and full support throughout the entire project lifecycle. Our Services Proxima provides specialized resources to assist in our clients' efforts to improve the delivery of capital projects and help meet their program objectives. Our team is composed of professionals with practical industry experience in nearly every aspect of the capital construction process, and with advanced degrees in engineering, architecture, business, accounting and law. Our infrastructure advisory and project financing services include:
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Consulting o Strategic Planning o Business planning o Financial advisory o Process improvement o Risk audit

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o Capacity building Transaction o Investment banking Planning & Engineering o Project planning o Quality Project Management o Support in execution o Project monitoring o Procurement process o Funding

Focused Sectors
Industrial:
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Consumer, Retail, Services:

Aerospace and Defence y BFSI, IT & ITES, Retail Agribusiness y Hospitality Automotive, Auto - OEMs and Components y Media & Entertainment Chemicals, Pharmaceuticals, & Petrochemicals y Advertising Electrical and Electronics, Semiconductor y Healthcare Heavy Engineering & Industrial Products y Legal Infrastructure, Building & Construction including y Tourism Real Estate y Shipping & Logistics Power, Thermal Power, Oil & Gas y Civil Aviation Renewable Energy Industry y Developmental Institutions Mining and Metallurgy (Underground and Open Cast Precious and Commodity Metals) Financial Institutions Food Packaging Infrastructure: High Tech Industry y Energy y Transportation and Logistics y SEZ y Industrial Infrastructure

Chennai Proxima Corporate Services Private Limited # 1, 3rd Main Road Raja Annamalaipuram Chennai - 600 028