Exhibit 21
For the purpose of this filing, information is organized under the headings of
CMS Energy Corporation (Tier 1), CMS Capital, L.L.C. (Tier 2), CMS Enterprises
Company (Tier 2), CMS Land Company (Tier 2), Consumers Energy Company (Tier 2)
and Dearborn Industrial Energy, L.L.C. (Tier 2). As set forth in detail below,
CMS Energy Corporation is the parent company of CMS Capital, L.L.C., CMS
Enterprises Company, CMS Land Company, Consumers Energy Company and Dearborn
Industrial Energy, L.L.C. All ownership interests are 100% unless indicated
parenthetically to the contrary and are accurate as of December 31, 2006.
01 CMS ENERGY CORPORATION
Address:
One Energy Plaza
Jackson, Michigan 49201
CMS Energy Corporation is an integrated energy company, which has as its
primary business operations an electric and natural gas utility, natural gas
pipeline systems, and independent power generation.
The name, state of organization and nature of business of CMS Energy's direct
subsidiaries are described below:
02 CMS Capital, L.L.C.
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Capital, L.L.C. is a Michigan limited liability company formed to
assist in securing financing for CMS Energy Corporation and its
subsidiaries and affiliates.
02 CMS Enterprises Company
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Enterprises Company is a Michigan corporation that, through various
subsidiaries and affiliates, is engaged in diversified businesses in the
United States and in select international markets.
02 CMS Land Company
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Land Company is a Michigan corporation formed to act as a repository
for any unused real property formerly owned by Consumers Energy Company,
and hold the same for possible non-utility development.
02 Consumers Energy Company
Address: One Energy Plaza
Jackson, Michigan 49201
Consumers Energy Company is a Michigan corporation engaged in the
generation, purchase, distribution and sale of electricity, and in the
purchase, storage, distribution and sale of natural gas, in the lower
peninsula of the State of Michigan.
02 Dearborn Industrial Energy, L.L.C.
Address: One Energy Plaza
Jackson, Michigan 49201
2
Dearborn Industrial Energy, L.L.C. is a Michigan limited liability
company that holds the ownership interest in Dearborn Industrial
Generation, L.L.C.
THE NAME, STATE OF ORGANIZATION AND NATURE OF BUSINESS OF EACH SUBSIDIARY AND
THEIR SUBSIDIARIES ARE DESCRIBED BELOW:
3
02 CMS CAPITAL, L.L.C.
Address:
One Energy Plaza
Jackson, Michigan 49201
03 EnerBank USA
Address: One Energy Plaza
Jackson, Michigan 49201
EnerBank USA is a Utah corporation engaged in the business of an
"industrial loan corporation" to issue thrift certificates of deposit
and thrift savings accounts for the payment of money, to issue
capital notes or debentures to receive payments with or without
allowance for interest.
4
02 CMS ENTERPRISES COMPANY
Address:
One Energy Plaza
Jackson, Michigan 49201
03 CMS Comercializadora de Energia S.A. (98.52%)
Address: Edificio Torre Catalinas Plaza, Ing. Enrique Butty 220
8 Piso (Av. E. Madero Alt. 800/900) (1300)
Buenos Aires, Argentina
CMS Comercializadora de Energia S.A. is an Argentine corporation engaged
in gas and electric marketing operations in Argentina.
03 CMS Distributed Power, L.L.C.
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Distributed Power, L.L.C is a Michigan limited liability company
formed for the purpose of aggregating the output from multiple generators
to have power available on demand.
03 CMS Energy Asia Private Limited
Address: Block 94C #09-2391 Bedok
North Avenue 4
Singapore 462094
CMS Energy Asia Private Limited, a Singapore corporation, was involved in
the development of electrical generation and distribution opportunities,
gas transmission, storage and distribution opportunities, electrical and
gas marketing opportunities and development opportunities in Asia and the
Pacific Rim.
04 CMS Energy India Private Limited (99%)
Address: Oxford Center, 1st Floor #66
Sir C P Ramaswamy Road
Alwarpet, Chennai 600 018 India
CMS Energy India Private Limited is an Indian corporation formed to
pursue development opportunities in India.
03 CMS Energy India Private Limited (1%)
5
03 CMS Energy Resource Management Company
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Energy Resource Management Company (CMS ERM) is a Michigan
corporation concentrating on the purchase and sale of energy commodities
in support of CMS Energy's generating facilities.
04 CMS ERM Michigan LLC
Address: One Energy Plaza
Jackson, Michigan 49201
CMS ERM Michigan LLC is a Michigan limited liability company formed
for the sole purpose of taking an assignment of the Ford/Rouge
Electricity Sales Agreements from Dearborn Industrial Generation
L.L.C. and to perform those contracts. CMS ERM Michigan LLC was
formerly known as CMS MS&T Michigan L.L.C.
04 CMS Viron Corporation
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Viron Corporation is a Missouri corporation formed to provide
services in the area of energy usage analysis and the engineering
and implementation of energy conservation measures.
03 CMS Energy South America Company
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Energy South America Company is a Cayman Islands corporation formed
to provide for consolidation of the development expenses and activity in
Argentina and Brazil.
03 CMS Energy UK Limited
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Energy UK Limited is a United Kingdom limited liability company
involved in the development of energy-related businesses and projects in
Africa and the Middle East.
03 CMS Enterprises Development, L.L.C.
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Enterprises Development, L.L.C. is a Michigan limited liability
company formed to invest in various projects.
6
03 CMS Gas Transmission Company
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Gas Transmission Company is a Michigan corporation organized to
engage in the transmission, storage and processing of natural gas.
04 CMS Energy Investment LLC
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Energy Investment LLC is a Delaware limited liability company
that acts as a holding company of CMS Energy's interests in the
Michigan Gas Transmission assets.
05 CMS Antrim Gas LLC
05 CMS Bay Area Pipeline, LLC
05 CMS Grands Lacs LLC
05 CMS Jackson LLC
06 Jackson Pipeline Company (75%)
05 CMS Litchfield LLC
04 CMS Gas Argentina Company
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Gas Argentina Company is a Cayman Islands corporation with an
equity interest in Transportadora de Gas del Norte S.A., an
Argentine corporation, which provides natural gas transmission
services to the northern and central parts of Argentina.
05 Servicios de Aguas de Chile CMS y Compania Limitada (.008%)
05 Transportadora de Gas del Norte S.A. (TGN) (29.42%)
04 CMS International Ventures, L.L.C. (37.01%)
Address: One Energy Plaza
Jackson, Michigan 49201
CMS International Ventures, L.L.C. is a Michigan limited liability
company, formed to own, manage and sell certain of CMS Energy's
international investments.
04 Nitrotec Corporation (50%)
7
Address: One Energy Plaza
Jackson, Michigan 49201
Nitrotec Corporation is a Delaware corporation formed to invest in
plants that extract helium from natural gas.
03 CMS Generation Co.
(See Exhibit A for list of subsidiaries)
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Generation Co. is a Michigan corporation engaged in the development
of and investment in cogeneration and other independent power generation
projects, both domestic and foreign.
03 CMS International Ventures, L.L.C. (40.47%)
(See Exhibit B for list of subsidiaries)
03 CMS Resource Development Company
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Resource Development Company is a Michigan corporation formed to
pursue and develop various power sources outside the United States.
03 CMS Special Member Company
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Special Member Company is a Delaware corporation which is a special
member of: CMS Energy Investment L.L.C.
03 CMS Texas LLC
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Texas LLC is a Texas limited liability company formed to conduct
business activities in Texas.
8
02 CMS LAND COMPANY
Address:
One Energy Plaza
Jackson, Michigan 49201
CMS Land Company is a Michigan corporation formed to act as a repository
for any unused real property formerly owned by Consumers Energy Company,
and hold the same for possible non-utility development.
03 Beeland Group LLC
Address: One Energy Plaza
Jackson, Michigan 49201
Beeland Group LLC is a Michigan limited liability company formed to
acquire land and other property in order to provide a disposal well for
the Bay Harbor properties.
9
02 CONSUMERS ENERGY COMPANY
Address:
One Energy Plaza
Jackson, Michigan 49201
The consolidated operations of Consumers Energy Company ("Consumers")
account for the largest share of CMS Energy's total assets and income and
account for a substantial portion of its revenues. The name, state of
organization and nature of business of Consumers' subsidiaries are
described below:
03 CMS Engineering Co.
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Engineering Co. is a Michigan corporation engaged in offering design,
engineering, project management and related construction services to
natural gas utilities, natural gas exploration and production companies,
and other energy businesses.
03 Consumers Campus Holdings, LLC
Address: One Energy Plaza
Jackson, Michigan 49201
Consumers Campus Holdings, LLC is a Michigan limited liability company
formed for the purpose of being the lessee in the synthetic lease
financing of the new Consumers Energy Company office building located in
downtown Jackson, Michigan.
03 Consumers Funding LLC
Address: One Energy Plaza
Jackson, Michigan 49201
Consumers Funding LLC is a Delaware limited liability company formed for
the purpose of acting as issuer of securitization bonds and assignee of
property transferred by Consumers.
03 Consumers Nuclear Services L.L.C.
Address: One Energy Plaza
Jackson, Michigan 49201
Consumers Nuclear Services L.L.C. is a Michigan corporation formed for
the purpose of holding the 20% member interest in Nuclear Management
Company LLC.
10
04 Nuclear Management Company LLC (33.33%)
Address: 700 First Street
Hudson, Wisconsin 54016
Nuclear Management Company LLC is a Wisconsin limited liability
company formed to enhance reliability, continue safe operation,
and pursue overall excellence, in nuclear power operations, as
well as to identify efficiencies in the provision of operating
services to nuclear facilities.
03 Consumers Receivables Funding II, LLC
Address: One Energy Plaza
Jackson, Michigan 49201
Consumers Receivables Funding II, LLC is a Delaware limited liability
company that buys certain accounts receivable from Consumers Energy
Company and sells them to a third party.
03 Consumers Saginaw Investments, L.L.C.
Address: One Energy Plaza
Jackson, Michigan 49201
Consumers Saginaw Investments, L.L.C., a Michigan limited liability
company, was formed to finance a substation and related facilities in
Saginaw.
03 ES Services Company
Address: One Energy Plaza
Jackson, Michigan 49201
ES Services Company is a Michigan corporation formed for the purpose of
offering design, engineering, project management and related services
primarily to electric utilities and generation facilities.
03 Maxey Flats Site IRP, L.L.C. (1.71%)
Address: 951 East Byrd Street
Richmond, VA 23219-4074
Maxey Flats Site IRP, L.L.C. is a Virginia limited liability company
formed for the purpose of environmental remediation of a former low-level
radioactive waste disposal site.
11
03 MEC Development Corp.
Address: One Energy Plaza
Jackson, Michigan 49201
MEC Development Corp. is a Michigan corporation that previously held
assets transferred to, and was holder of certain bonds issued by, the
Midland Cogeneration Venture Limited Partnership, a Michigan limited
partnership.
12
02 DEARBORN INDUSTRIAL ENERGY, L.L.C.
Address:
One Energy Plaza
Jackson, Michigan 49201
03 Dearborn Industrial Generation, L.L.C.
Address: One Energy Plaza
Jackson, Michigan 49201
Dearborn Industrial Generation, L.L.C. is a Michigan limited liability
company engaged in the operation of the Ford/Rouge Cogeneration Facility
in Dearborn, Michigan,
13
EXHIBIT A
Subsidiaries of CMS Generation Co.
04 CMS Centrales Termicas S.A. (99%)
Address: Edificio Torre Catalinas Plaza, Ing. Enrique Butty 220
8 Piso (Av. E. Madero Alt. 800/900) (1300)
Buenos Aires, Argentina
CMS Centrales Termicas S.A. is an Argentine corporation formed to
own an interest in a 240 MW natural gas/fuel oil-fired electric
power plant near Mendoza, Argentina.
05 Cuyana S.A. de Inversiones (1%)
06 Centrales Termicas Mendoza S.A. (92.6%)
04 CMS Enterprises International LLC
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Enterprises International LLC is a Michigan limited liability
company formed to eventually hold the interests of CMS Generation
Investment Company IV.
05 CMS Enterprises Investment Company I
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Enterprises Investment Company I is a Cayman Islands
formed to facilitate CMS' 2005 cash repatriation plan.
06 CMS Generation Jorf Lasfar III Limited Duration
Company (50%)
07 CMS Morocco Operating Co., S.C.A. (.1%)
07 Jorf Lasfar Operations Handelsbolag (1%)
06 CMS Generation Jegurupadu I Limited Duration Company
(1%)
07 Jegurupadu O&M Company Mauritius (50%)
06 CMS Generation Jegurupadu II Limited Duration Company
(1%)
07 Jegurupadu O&M Company Mauritius (50%)
14
06 CMS Generation Investment Company IV
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Generation Investment Company IV is a Cayman Islands
corporation was originally formed as a holding company for various
independent power projects in Africa and the Phillipines.
07 CMS Generation Investment Company II
08 CMS Generation Jorf Lasfar I Limited Duration Company
(65%)
09 Jorf Lasfar Handelsbolag (50%)
10 Jorf Lasfar Energy Company SCA (2%)
09 Jorf Lasfar I HB (50%)
09 Jorf Lasfar Power Energy HB (50%)
08 CMS Generation Jorf Lasfar II Limited Duration Company
(65%)
09 Jorf Lasfar Handelsbolag (50%)
10 Jorf Lasfar Energy Company SCA (2%)
09 Jorf Lasfar I HB (50%)
09 Jorf Lasfar Power Energy HB (50%)
07 CMS Generation Jorf Lasfar I Limited Duration Company (35%)
08 Jorf Lasfar Handelsbolag (50%)
09 Jorf Lasfar Energy Company SCA (2%)
07 CMS Generation Jorf Lasfar II Limited Duration Company (35%)
08 Jorf Lasfar Handelsbolag (50%)
09 Jorf Lasfar Energy Company SCA (2%)
07 CMS Generation Luxembourg S.a.r.l.
08 CMS Generation Netherlands B.V.
09 Jorf Lasfar EnergiAktiebolag
10 Jorf Lasfar Energy Company SCA (25%)
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09 Jorf Lasfar Power EnergiAktiebolag
10 Jorf Lasfar Energy Company SCA (23%)
04 CMS Exeter LLC
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Exeter LLC is a Michigan limited liability company to
facilitate the restructuring of Oxford/CMS Development Limited
Partnership and Exeter Energy Limited Partnership for state tax
planning purposes.
05 Exeter Energy Limited Partnership (2%)
05 Oxford/CMS Development Limited Partnership (1%)
04 CMS Generation Filer City, Inc.
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Generation Filer City, Inc. is a Michigan corporation involved
as a 50% General Partner in the T.E.S. Filer City Station Limited
Partnership, a Michigan limited partnership that is the owner of
the 54 megawatt (net) wood chip and coal-fired electric generating
station in Filer City, Michigan.
05 T.E.S. Filer City Station Limited Partnership (50%)
04 CMS Generation Filer City Operating LLC
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Generation Filer City Operating LLC is a Michigan limited
liability company formed to operate a coal and waste wood-fueled
power plant near Filer City, Michigan owned by the T.E.S. Filer
City Station Limited Partnership.
04 CMS Generation Genesee Company
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Generation Genesee Company is a Michigan corporation involved
as a 1% General Partner in the Genesee Power Station Limited
Partnership, a Delaware limited partnership, which owns and
operates a 35-megawatt (net) waste wood-fired electric generating
facility located in Genesee County, Michigan.
05 Genesee Power Station Limited Partnership (1%)
06 GPS Newco, L.L.C (50%)
16
04 CMS Generation Grayling Company
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Generation Grayling Company is a Michigan corporation involved
as a General Partner in Grayling Generating Station Limited
Partnership, a Michigan limited partnership, that owns a waste
wood-fueled power plant in Grayling, Michigan. Grayling Generating
Station Limited Partnership owns GGS Holdings Company, a Michigan
corporation, which is a General Partner in AJD Forest Products
Limited Partnership, a Michigan limited partnership, that operates
a sawmill adjacent to the Grayling Generating Station and also
supplies waste wood fuel to Grayling Generating Station. Grayling
Generating Station Limited Partnership is a Limited Partner in AJD
Forest Products Limited Partnership.
05 Grayling Generating Station Limited Partnership (1%)
06 AJD Forest Products Limited Partnership (49.5%)
06 GGS Holdings Company
07 AJD Forest Products Limited Partnership (.5%)
05 Grayling Partners Land Development, L.L.C. (1%)
04 CMS Generation Grayling Holdings Company
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Generation Grayling Holdings Company is a Michigan corporation
involved as a Limited Partner in Grayling Generating Station
Limited Partnership, a Michigan limited partnership. Grayling
Generating Station Limited Partnership owns GGS Holdings Company, a
Michigan corporation that owns a General Partner interest in AJD
Forest Products Limited Partnership, a Michigan limited
partnership.
05 Grayling Generating Station Limited Partnership (49%)
06 AJD Forest Products Limited Partnership (49.5%)
06 GGS Holdings Company
07 AJD Forest Products Limited Partnership (.5%)
05 Grayling Partners Land Development, L.L.C. (49%)
17
04 CMS Generation Holdings Company
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Generation Holdings Company is a Michigan corporation involved
as a limited partner in various proposed partnerships.
05 CMS Centrales Termicas S.A. (1%)
05 CMS Ensenada S.A. (1%)
05 CMS Generation S.R.L. (.01%)
06 Hidroinvest S.A. (25%)
07 Hidroelectrica El Chocon S.A. (59%)
05 CMS Operating S.R.L. (.001%)
05 Genesee Power Station Limited Partnership (48.75%)
05 GPS Newco, L.L.C. (50%)
06 Genesee Power Station Limited Partnership (.25%)
07 GPS Newco, L.L.C. (50%)
04 CMS Generation Honey Lake Company
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Generation Honey Lake Company is a Michigan corporation with a
General Partnership interest and a Limited Partnership interest in
H L Power Company, a California limited partnership that uses
waste wood and geothermal fluid to generate a 30-megawatt (net)
electric generating station in Lassan County, California. It is
also involved as General Partner in Honey Lake Energy I LP, and
Honey Lake Energy II LP, both Michigan limited partnerships formed
to own limited partnership interests in H L Power Company.
05 Honey Lake Energy I L.P. (99%)
06 H L Power Company (18.65%)
05 Honey Lake Energy II L.P. (99%)
06 H L Power Company (18.65%)
05 H L Power Company (.5%)
04 CMS Generation Investment Company VI
18
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Generation Investment Company VI is a Cayman Islands
corporation formed as a holding company for energy projects in
Africa.
05 CMS Takoradi Investment Company
06 CMS Takoradi Investment Company II
07 Takoradi International Company (Ghana) (90%)
04 CMS Generation Investment Company VII
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Generation Investment Company VII is a Cayman Islands
corporation formed as a holding company for various energy
projects in the Middle East.
05 CMS Generation Taweelah Limited
06 Emirates CMS Power Company (40%)
07 Taweelah Shared Facilities Company LLC (17%)
05 CMS Jubail Investment Company I
06 Jubail Energy Company (25%)
05 Shuweihat General Partner Company (50%)
06 Shuweihat Limited Partnership (1%)
07 Shuweihat CMS International Power Company (UAE) (40%)
05 Shuweihat Limited Partnership (49.5%)
06 Shuweihat CMS International Power Company (UAE) (40%)
05 Shuweihat O&M General Partner Company (50%)
06 Shuweihat O&M Limited Partnership (1%)
05 Shuweihat O&M Limited Partnership (49.5%)
19
04 CMS Generation Michigan Power L.L.C.
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Generation Michigan Power L.L.C. is a Michigan limited
liability company formed to own generating units which are to be
sited in Michigan for the purpose of generating power during peak
demand periods.
04 CMS Generation Operating LLC
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Generation Operating LLC is a Michigan limited liability
company involved in the operation of various power plants
throughout the United States.
04 CMS Generation Recycling Company
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Generation Recycling Company is a Michigan corporation that
owns 50% of Mid-Michigan Recycling, L.C. Mid-Michigan Recycling,
L.C. was created to be involved in supplying waste wood fuel for
the Genesee Power Station Limited Partnership.
05 Mid-Michigan Recycling, L.C. (50%)
04 CMS Generation San Nicolas Company (.1%)
05 Inversora de San Nicolas, S.A. (.1%)
06 Centrales Termicas San Nicolas S.A. (88%)
04 CMS (India) Operations & Maintenance Company Private Limited (1%)
05 South India Natural Gas Marketing Company Private Limited
(36.94%)
04 CMS International Operating Company
Address: One Energy Plaza
Jackson, Michigan 49201
CMS International Operating Company is a Cayman Islands
corporation, formed to own and control project operating and
maintenance companies.
05 CMS Generation Jorf Lasfar III Limited Duration Company (50%)
06 CMS Morocco Operating Co., S.C.A. (.1%)
06 Jorf Lasfar Operations Handelsbolag (1%)
20
05 CMS Generation UK Operating Private Limited
06 Jorf Lasfar Aktiebolag
07 CMS Morocco Operating Co., S.C.A. (99.7%)
05 CMS (India) Operations & Maintenance Company Private Limited
(99%)
05 CMS Morocco Operating Co., S.C.A. (.1%)
05 Jorf Lasfar Operations Handelsbolag (99%)
04 CMS International Ventures, L.L.C. (21.02%)
04 CMS Morocco Operating Co., S.C.A. (.1%)
04 CMS Palermo Energy Company
Address: One Energy Plaza
Jackson, MI 49201
A Nova Scotia corporation formed to be the limited partner in the
Palermo Energy Limited Partnership.
05 Palermo Energy General Partner Ltd.
Address: One Energy Plaza
Jackson, MI 49201
A Nova Scotia limited liability company formed to be the
general partner of the Palermo Energy Limited Partnership.
06 Palermo Energy Limited Partnership (.001%)
Address: One Energy Plaza
Jackson, MI 49201
An Ontario limited partnership formed to develop, design,
construct, own, finance, operate and maintain an electrical
power generation facility to be located in the City of
Oakville, Providence of Ontario, Canada and all matters
related thereto.
05 Palermo Energy Limited Partnership (99.999%)
21
04 CMS Prairie State LLC
Address: One Energy Plaza
Jackson, MI 49201
CMS Prairie State LLC is an Michigan limited liability company
formed to hold a membership interest in an LLC which will hold an
interest in the Prairie State mine mouth coal generation project.
05 Lively Grove Energy, LLC (50%)
Address: Corporation Trust Center
1209 Orange Street
Wilmington, DE 19801
A Delaware limited liability company formed to develop and
then eventually own 30% of the aggregate ownership interest in
the Prairie State Energy Project.
04 Dearborn Generation Operating, L.L.C.
04 Exeter Energy Limited Partnership (50%)
04 Hidroelectrica El Chocon S.A. (2.48%)
Address: 8311 Neuquen
Neuquen Province
Villa El Chocon
Argentina
Hidroelectrica El Chocon S.A. is an Argentine company, which holds
a thirty-year concession to operate two hydroelectric power plants
in Argentina.
04 Honey Lake I L.P. (1%)
Address: One Energy Plaza
Jackson, Michigan 49201
Honey Lake I L.P. is a California limited partnership created to
participate as a 24.75% limited partner in the cogeneration
facility at Honey Lake, California.
05 H L Power Company (18.65%)
04 Honey Lake Energy II L.P. (1%)
Address: One Energy Plaza
Jackson, Michigan 49201
Honey Lake II L.P. is a California limited partnership created to
participate as a 24.75% limited partner in the cogeneration
facility at Honey Lake, California.
05 H L Power Company (18.65%)
22
04 HYDRA-CO Enterprises, Inc.
Address: One Energy Plaza
Jackson, Michigan 49201
HYDRA-CO Enterprises, Inc. is a New York corporation involved in
the management and operation of various power plants. The plants
are fueled by coal, natural gas, waste wood and water (hydro). It
also has construction management responsibility for a 60MW
diesel-fueled power plant in Jamaica.
05 CMS Generation Operating Company II, Inc.
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Generation Operating Company II, Inc. is a New York
corporation formed to operate power plants, primarily in the
United States.
06 HCO-Jamaica, Inc.
07 Private Power Operators Limited (99%)
05 Craven County Wood Energy Limited Partnership (44.99%)
05 HCE-Biopower, Inc.
06 IPP Investment Partnership (51%)
07 Craven County Wood Energy Limited Partnership (.01%)
05 HCE-Jamaica Development, Inc.
05 HCE-Rockfort Diesel, Inc.
06 Jamaica Private Power Company, Limited (42.3%)
06 Private Power Operators Limited (1%)
05 IPP Investment Partnership (49%)
06 Craven County Wood Energy Limited Partnership (.01%)
05 Little Falls Hydroelectric Associates, L.P. (.625%)
05 Little Falls Hydropower Associates (33.33%)
05 Lock 17 Group (33.33%)
06 Little Falls Hydroelectric Associates, L.P. (50%)
23
05 Lock 17 Management Group (33.33%)
05 New Bern Energy Recovery, Inc.
06 Craven County Wood Energy Limited Partnership (5%)
05 PowerSmith Cogeneration Project, LP (6.25%)
05 Windpower Partners 1989, L.P. (8.5346%)
04 Idaho Wind Generation Company, LLC
04 Lassen Wind Generation LLC
Address: One Energy Plaza
Jackson, Michigan 49201
A Michigan limited liability company formed to develop, construct,
own and operate a wind-powered electric generating facility at
Shaffer Mt., California.
04 Oxford/CMS Development Limited Partnership (99%)
05 Exeter Energy Limited Partnership (48%)
04 Oxford Tire Recycling, Inc.
Address: One Energy Plaza
Jackson, Michigan 49201
Oxford Tire Recycling, Inc. is a Delaware corporation that is
currently inactive.
04 Servicios de Aguas de Chile CMS y Compania Limitada (99.992%)
04 Taweelah A2 Operating Company
Address: One Energy Plaza
Jackson, Michigan 49201
Taweelah A2 Operating Company is a Michigan corporation formed to
operate the Taweelah A2 project through a branch office in Abu
Dhabi, United Arab Emirates.
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EXHIBIT B
Subsidiaries of CMS International Ventures, L.L.C.
04 CMS Electric & Gas, L.L.C.
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Electric & Gas, L.L.C. is a Michigan limited liability
company. CMS International Distribution LLC and CMS Electric and
Gas Company merged in December 2002 to form CMS Electric & Gas,
L.L.C.
05 CMS (Barbados), SRL
06 CMS Venezuela, S.A.
07 SENECA Sistema Electrico del Estado Nueva Esparta,
C.A. (52.37%)
06 ENELMAR S.A.
07 SENECA Sistema Electrico del Estado Nueva Esparta,
C.A. (33.34%)
05 CMS Energy Brasil S.A.
06 CMS Comercializadora de Energia Ltda. (99.99%)
06 CMS Energy Equipamentos, Servicos Industria e Comercio S.A.
(86.24%)
06 Companhia Jaguari de Energia (CJE) (90.03%)
06 Companhia Jaguari de Geracao de Energia (90.06%)
07 Paulista Lajeado Energia S.A.
06 Companhia Luz e Forca Mococa (CLFM) (86.24%)
06 Companhia Paulista de Energia Eletrica (CPEE) (93.16%)
06 Companhia Sul Paulista de Energia (CSPE) (84.36%)
05 CMS Electric and Gas Sucursal (branch) Argentina
05 CMS Empreendimentos Ltda (99.99%)
05 CMS Participacoes e Negocios S/A (99.99%)
25
04 CMS Gas Transmission del Sur Company
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Gas Transmission del Sur Company is a Cayman Islands
corporation and holds a portion of CMS Energy's interest in the
GasAtacama project.
05 CMS Atacama Company
05 Compania de Inversiones CMS Energy Chile Limitada (60%)
06 GasAtacama S.A. (.001%)
07 Atacama Finance Co.
07 Energex Co.
07 GasAtacama Generacion S.A. (99.9%)
08 Progas S.A. (.1%)
08 CDEC-SING Limitada (14.29%)
07 Gasoducto Atacama Argentina S.A. (99.9%)
08 Gasoducto Taltal Ltda (.1%)
07 Gasoducto Atacama Chile S.A. (99.9%)
08 Gasoducto Taltal Ltda (99.9%)
08 Progas S.A. (99.9%)
06 GasAtacama Generacion S.A. (.05%)
07 Progas S.A. (.1%)
07 CDEC-SING Limitada (14.29%)
06 Gasoducto Atacama Argentina S.A. (.05%)
07 Gasoducto Taltal Ltda (.1%)
06 Gasoducto Atacama Chile S.A. (.05%)
07 Gasoducto Taltal Ltda (99.9%)
07 Progas S.A. (99.9%)
06 Inversiones Gas Atacama Holding Limitada (36.06%)
26
07 GasAtacama S.A. (99.998%)
08 Atacama Finance Co.
08 Energex Co.
08 GasAtacama Generacion S.A. (99.9%)
09 Progas S.A. (.1%)
09 CDEC-SING Limitada (14.29%)
08 Gasoducto Atacama Argentina S.A. (99.9%)
09 Gasoducto Taltal Ltda (.1%)
08 Gasoducto Atacama Chile S.A. (99.9%)
09 Gasoducto Taltal Ltda (99.9%)
09 Progas S.A. (99.9%)
05 Inversiones Gas Atacama Holding Limitada (13.94%)
06 GasAtacama S.A. (99.998%)
07 Atacama Finance Co.
07 Energex Co.
07 GasAtacama Generacion S.A. (99.9%)
08 Progas S.A. (.1%)
08 CDEC-SING Limitada (14.29%)
07 Gasoducto Atacama Argentina S.A. (99.9%)
08 Gasoducto Taltal Ltda (.1%)
07 Gasoducto Atacama Chile S.A. (99.9%)
08 Gasoducto Taltal Ltda (99.9%)
08 Progas S.A. (99.9%)
27
04 CMS Generation Investment Company III
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Generation Investment Company III is a Cayman Islands
corporation formed to have an ownership interest in certain Indian
power generation projects.
05 CMS Generation Jegurupadu I Limited Duration Company (99%)
06 Jegurupadu O&M Company Mauritius (50%)
05 CMS Generation Jegurupadu II Limited Duration Company (99%)
06 Jegurupadu O&M Company Mauritius (50%)
05 CMS Generation Neyveli Ltd.
06 ST-CMS Electric Company Pvt. Ltd. (50%)
06 ST-CMS Electric Company (Mauritius) (41.5%)
05 Jegurupadu CMS Generation Company Ltd.
04 CMS Generation Investment Company V
Address: One Energy Plaza
Jackson, Michigan 49201
CMS Generation Investment Company V is a Cayman Islands corporation
formed to separate projects on a regional basis in order to provide
CMS Energy more liability protection.
05 Compania de Inversiones CMS Energy Chile Limitada (40%)
04 CMS Generation S.R.L. (99.9917%)
Address: Edificio Torre Catalinas Plaza, Ing. Enrique Butty 220
8 Piso (Av. E. Madero Alt. 800/900) (1300) Buenos
Aires, Argentina
CMS Generation S.R.L. is an Argentine corporation formed to invest
in a hydroelectric power concession in Argentina.
05 Hidroinvest S.A. (25%)
06 *Hidroelectrica El Chocon S.A. (59%)
04 CMS Luxembourg S.a.r.l.
28
04 CMS Operating S.R.L. (99.999%)
Address: Edificio Torre Catalinas Plaza, Ing. Enrique Butty 220
8 Piso (Av. E. Madero Alt. 800/900) (1300) Buenos
Aires, Argentina
CMS Operating S.R.L. is an Argentine corporation created to have an
ownership interest (through its subsidiary Cuyana de Inversiones,
S.A.) in the Centrales Termicas Mendoza, S.A. partnership.
Centrales Termicas Mendoza, S.A. was formed to acquire, own and
operate the Lujan de Cuyo and Cruz de Piedra power plants in
Argentina.
05 CMS Ensenada S.A. (99%)
05 Cuyana S.A. de Inversiones (99%)
06 Centrales Termicas Mendoza S.A. (92.6%)
05 Transportadora de Gas del Mercosur (TGM-Argentina) (20%)
29