Nitol Solar

Summary of Proposed Investment

This Summary of Proposed Investment is prepared and distributed to the public in advance of the IFC Board of Directors’ consideration of the proposed transaction. Its purpose is to enhance the transparency of IFC’s activities, and this document should not be construed as presuming the outcome of the Board decision. Board dates are estimates only.

Project number	26777
Company name	Nitol Solar Limited
Country	Russian Federation
Sector	Chemicals
Environmental category	B
Department	Oil, Gas, Mining And Chemicals
Status	Active

Date SPI disclosed	March 12, 2008
Projected board date	April 17, 2008
Previous Events	Invested: August 15, 2008 Signed: August 1, 2008 Approved: April 24, 2008

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Overview

Sponsor/Cost/Location

Development Impact

Contacts

Attachments

Project description

The proposed transaction is a $75 million loan and equity investment in Nitol Solar Limited (Nitol or the company), to facilitate the construction of a 3,700 metric tonnes per annum polycrystalline silicon (PCS or polysilicon) manufacturing facility in Russia at a total cost of about $450 million.

Nitol is a vertically integrated chemical and silicon gas producer based in Russia’s Irkutsk region (south-eastern Siberia), with access to abundant rock salt and low cost energy. The company is currently one of the largest Russian producers of chlorine based compounds, such as trichloroethylene, calcium hypochlorite, epichlorohydrin and polyvinylchloride (PVC) emulsion, as well as silicon gases.

Anticipated development impact of the project

- Supporting Growth of Renewable Energy:

Solar power is developing into a key renewable energy source and globally, the sector is witnessing growth rates in excess of 30% per annum. Nitol’s Project will be producing polysilicon, the main material from which solar cells are manufactured. Upon completion of the Project, Nitol’s polysilicon output would be equivalent to about 300MW of solar power per annum.

- Employment Preservation:

Nitol has about 5,100 employees and is a key source of employment for the immediate region. The Project would support Nitol’s future growth by allowing the company to diversify away from commodity chemicals into polysilicon, a high growth sector. As a result, the company expects to preserve the employment of its existing workforce and also create additional jobs (directly and indirectly) as it grows. This would be a key development impact, promoting stability in a less developed region (Irkutsk GDP is 16% below national average).

- Environmental Correction:

Land adjacent to Nitol’s chlor-alkali facilities has legacy contamination issues from mercury sludge generated by the facilities prior to their privatization. Although, this land is owned by the local authorities, Nitol has volunteered to conduct a base-line study to assess the degree of contamination and, subsequently, develop a remediation program to address the issue.

- Resource Diversification:

The project would be adding value to domestic non-hydrocarbon resources, thereby, helping diversify the country’s dependence on oil and gas revenues as well as generate export revenues.

- Enhancing Domestic Corporate Governance Standards:

Nitol’s intended listing on London Stock Exchange would be the first full listing for a Russian company (i.e. not a GDR or AIM listing) and includes Nitol’s commitment to conform to the UK Combined Code of Governance. This would have a demonstration effect to other Russian companies, given their reputation for limited transparency.

IFC's expected development contribution

IFC’s Expected Development Contribution is as follows:

- Enhanced Credibility for Proposed IPO: IFC’s presence would improve Nitol’s access to the global equity capital markets at competitive terms. Nitol views IFC's equity as instrumental in reducing the risk of an unsuccessful IPO. Without IFC as a reference shareholder (and the associated credibility in the areas of corporate governance, environmental health and safety, and management capacity), Nitol might be restricted to a narrower, private investor base, which could have a negative impact on the size and pricing of the listing. A less successful IPO would, in turn, reduce the amount of financing the company can raise to finance its investment projects, affecting its ability to move away from the low margin chemicals business.

- EHS Advice on Mercury Remediation: IFC is helping Nitol develop an environment and social system which is based on international best practices given Nitol’s efforts to attract international investors. As part of this exercise, IFC is supporting Nitol’s efforts to conduct an assessment of the legacy mercury contamination on adjacent land in order to develop appropriate remediation options. IFC is also expected to assist in selecting an appropriate contractor as well as in obtaining financing for the remediation.

- Provision of Long Term Funds: Nitol’s existing debt has a very short maturity profile, which does not match the company’s investment plans and future growth. IFC’s long term funds would help strengthen the company’s balance sheet as well as improve Nitol’s ability to raise financing of longer maturities than available to it historically.

Environmental and social issues - Category B

- Environmental Considerations

Nitol has a corporate EHS coordinator, who oversees the EHS activities of Nitol’s operations. It also has dedicated personnel at each of its two divisions to ensure the operations comply with:

- the local EHS requirements;
- Nitol’s corporate EHS initiatives; and now;
- IFC requirements.

The company is also working towards ISO 14001 and OSHAS 18001 for all its operations.

As part of managing the environmental conditions of its operations, Nitol conducted an environmental audit of its chemical division in 2007 and also commissioned an EIA for the TCS project. For the polysilicon project, Nitol will commission a second EIA which is expected to be ready in July 2008.

Nitol complies with the local requirement about maintaining a buffer zone (sanitary protective zone) between the industrial complex and the communities. The sanitary protective zone, which surrounds the industrial site, extents in a 1.5 km radius. The company has an ambient air monitoring program in place to assess the impact of its operations in the communities. The monitoring results obtained indicate that the communities are not affected by Nitol operations. With Nitol’s mitigation measures for the new project, the communities will not be affected either.

The company has procedures to conduct training of employees and contractors and has in place a rigorous system to conduct monitoring of air emissions, ambient air, liquid effluents, soil and ground water, and workplace conditions. SGB will also develop procedures as well as hazard assessments.

Since the beginning Nitol has been upgrading and improving the chemical division operations to reduce the amount of harmful compounds being released to the atmosphere, the surface waters and the disposed wastes. In 2006, it reduced pollutant concentrations in the wastewater by 17%, total air emissions by 30% and total solid wastes by 12%. However, it needs further enhance its operations to fully comply with the local and IFC requirements. Even though, both the chemical and solar divisions have air pollution controls in place, the chemical division emits high particulate concentrations from several of its operations. The on-site wastewater treatment plant is not sufficient to control high concentrations of chlorine, mercury, and hydrogen chloride. The generation of wastes containing harmful compounds is also significant. To that effect, Nitol has engaged in an action plan with the local authorities and now with IFC through an ESAP to implement measures that will install additional controls and upgrade processes to reduce air emissions, upgrade the wastewater treatment, upgrade the pipelines conducting liquid effluents, and other measures to allow the operations to reach compliance with the established requirements.

From previous state ownership, up until 1998, Nitol produced chlor-alkali with mercury cells technology. Poor practices and handling of wastes left a legacy of soil and ground contamination, mainly mercury, as well as a series of contaminated buildings. Even though, it appears that this environmental liability has not been inherited by Nitol, the company is proactively working with the Irkutsk environmental authorities to establish the contamination baseline. A study to be ready in April 2008 is being commissioned. IFC is expecting to review such study to determine whether further evaluation is required. In such a case IFC will use German trust funds who are highly interested in supporting this initiative.

To further prevent soil and ground water contamination from its existing operations, Nitol will upgrade the conditions of several storage tanks still operating without double containment to reduce the likelihood of soil contamination from accidental spills. Nitol has an on-going program to upgrade the safety of these tanks.

The new project at the solar division will improve existing controls and it is expected it will ensure satisfaction with all requirements.

Even though, Nitol operations mostly comply with the local requirements, such requirements are developed based on data submitted by the companies and the performance of the operations rather than established pre-set standards. The maximum allowable concentrations imposed to Nitol facilities by the local authorities are, in general, much higher that those in other local regulations. From time to time, Nitol pays fines to the local environmental authorities for none-environmental compliance. The low financial penalties imposed by the local authorities are an incentive for paying a fine rather than solving the environmental violation.

- Occupational Health and Safety

The health and safety condition of the operations is properly handled. Most of the operations have emergency response and spill prevention programs, and/or alarms and overall safety prevention measures (i.e., alarms systems, fire prevention measures, use of personnel protective equipment, H&S signaling, employee training, etc.).

Even though the company conducts EHS training for its employees, and personnel protective equipment is widely used, the work related statistics show that many of the incidents/accidents are caused due to lack of commitment to safety. The chemical division has had few lethal accidents in the past. The company has implemented response measures to prevent those from happening.

Nitol relies mainly on railroad and on trucks within its own premises to transport and deliver its raw materials and products. The railroad systems is operated by the local governments, however the company owns a fleet of railroad carts used for Nitol’s transportation needs. To ensure that it minimizes and properly handles transport related accidents, Nitol has developed a Safety Transportation Plan.

Nitol is contracting services to assist the company improving the overall management of its operations through the OSHAS 18001 certification. As part of this program, Nitol anticipates to introduce risk based management tools to assess and reduce the operational EHS hazards, establish the framework to effectively manage the EHS aspects of the operations, and develop procedures to implement those initiatives.

- Social Aspects

In addition to having programs to ensure the well being of the employees, Nitol also carries out social programs at the various subsidiaries. It has a variety of programs to support the neighboring communities. It has programs to support environmental education, enhance and embellish the town. Support in case of town wide disasters, etc.

Nitol makes a practice of maintaining the community informed about its EHS performance by periodically publishing updates in local and regional communication media (i.e., newspapers, radio.) In addition, Nitol has established a grievance mechanism through which the community can place complaints and in turn Nitol resolves, follows-up, registers, and monitors these complaints.

Nitol’s human resources department structures awards and recognition programs for its employees, develop on-job training programs, and develop competence standards.

Nitol has been reducing its labor force at the chemical division and it will/will not continue doing so as part of its overall operations enhancement. However, for the new project, Nitol will generate employment and in temporary basis will also generate jobs during the construction phases. Even though Nitol indicated that it complies with the local labor requirements, the company needs to prepare a retrenchment plan indicating the magnitude, rationale, and timeframe of the redundancies that already took place in addition to those scheduled in the near future.

The company will not buy land for its new project nor will it be in sensitive ecological areas or areas of indigenous communities or cultural heritage.

As part of this project Nitol will be required to

- upgrade its wastewater treatment systems to reduce levels of harmful pollutants;
- install air pollution controls to reduce particulate, chlorine and hydrogen chloride concentrations;
- upgrade its operations to reduce generation of hazardous wastes;
- develop a retrenchment plan; and
- implement actions to avoid further soil and/or ground contamination from existing operations.

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