Implications of the Market and Regulatory Environment in China on Multinational Water Companies by Wen Zheng, Lung Bachelor of Engineering, Bioengineering (Honors) Nanyang Technological University, 2009 SUBMITTED TO THE MIT SLOAN SCHOOL OF MANAGEMENT IN PARTIAL FULFILLMENT OF THE REQUIREMENTS FOR THE DEGREE OF MASTER OF SCIENCE IN MANAGEMENT STUDIES AT THE MASSACHUSEITO w1rWEM MASSACHUSETTS INSTITUTE OF TECHNOLOGY JUN 18 2014 OF TECHNOLOGY JUNE 2014 LIBRARIES ©2014 Wen Zheng, Lung. All Rights Reserved. The author hereby grants to MIT permission to reproduce and to distribute publicly paper and electronic copies of this thesis document in whole or in part in any medium now known or hereafter created. Signature redacted Signature of Author: IT Sloe School of Management May 9, 2014 Signature redacted Certified By: Matthew Amengual Assistant Professor, Institute for Work and Employment Research Thesis Supervisor Accepted By: Signature redacted l/ Michael A. Cusumano SMR Distinguished Professor of Management Program Director, M.S. in Management Studies Program MIT Sloan School of Management [Page intentionally left blank] Implications of the Market and Regulatory Environment in China on Multinational Water Companies by Wen Zheng, Lung Submitted to the MIT Sloan School of Management on May 9, 2014 in partial fulfillment of the requirements for the degree of Master of Science in Management Studies ABSTRACT Amidst China's rapid industrialization and urbanization following market-oriented reforms in its economy, the shortcomings of the state-controlled municipal water sector was brought to the fore. The Chinese government realized the critical role water played in fuelling China's continued economic growth, and implemented a series of water policy reforms in the 1990s which opened up Chinese municipal water services to multinational water companies. In this paper, we track the development of the Chinese municipal water sector to understand how regulatory changes and the market environment has affected the way foreign multinational water companies operate in China. In particular, we analyze the activities of Veolia Water and Suez Environnement, seeing how the liberalized regulations governing public-private partnerships, along with water tariff reforms, presented large growth opportunities for both companies. We also see how the same liberalizations intensified competition for projects, necessitating a shift in strategic focus of the foreign multinational water companies. Finally, the paper offers recommendations on how foreign multinational companies can sustain growth opportunities aligned with the development of highly regulated markets. Thesis Supervisor: Title: Matthew Amengual Assistant Professor, Institute for Work and Employment Research [Pageintentionally left blank] TABLE OF CONTENTS Abstract Table of Contents List of Tables List of Figures Introduction ............................................................................................................................................................7 M ethodology ....................................................................................................................................................................................7 Lim itations..................................................................................................................................................................................... 10 Background ........................................................................................................................................................... 11 A thirsty country in the midst of rapidindustrializationand urbanization................................................... 11 The w atersupply-dem andgap............................................................................................................................................. 12 Urban w aterm arket structure............................................................................................................................................. 14 PPPin the Chinese W aterSector......................................................................................................................................... 16 The sensitivity of w aterprovision....................................................................................................................................... 21 Legislationon w ater.................................................................................................................................................................22 D evelopm ent of W ater Policy in China ....................................................................................................... 23 PrivatePublic Partnershipsin China'surban water services................................................................................ 24 W aterTariff Reform ..................................................................................................................................................................27 V eolia & Suez in China .......................................................................................................................................30 Veolia Water.................................................................................................................................................................................30 Suez Environnement .................................................................................................................................................................34 PPPA ctivity Data........................................................................................................................................................................38 Further Discussion .............................................................................................................................................43 Scale of Operations....................................................................................................................................................................43 Contracttype ...................... I ......................................................................................................................................................... 44 Sector - Water&Wastewater............................................................................................................................................... 45 Dom estic Competition ..............................................................................................................................................................46 ProspectsforM N Cs.................................................................................................................................................................... 48 Conclusion ............................................................................................................................................................. 50 Appendix A: Water-related agencies in the Chinese government .................................................... 52 Appendix B: Veolia's PPP contracts in China....................................................................................... 53 Appendix C: Suez Environnement's PPP contracts in China ............................................................... 55 References............................................................................................................................................................. 58 LIST OF TABLES Table 1: Major brownfield project portfolio acquisitions in the Chinese water sector in 2013 .......... 21 Table 2: Breakdown of total population served by Veolia & Suez under each contract type...........40 LIST OF FIGURES Figure 1: Water demand in China. (left) Water demand by sector, 2005 - 2030. (right) Uneven distribution of water stressed provinces in China......................................................................... 12 Figure 2: Municipal water market structure, highlighting the opportunities for private sector participation (in blue)......................................................................................................................................14 Figure 3: The spectrum of private public partnership arrangements in infrastructure projects........16 Figure 4: Global private sector activity in water infrastructure. ................................................................. 26 Figure 5: Laws and regulations relating to PPP water projects in China ................................................. 27 Figure 6: Veolia Water global revenue breakdown by geography..............................................................30 Figure 7: Veolia Water's bids for large concession contracts in Tianjin and Lanzhou.......................32 Figure 8: Shanghai Pudong Veolia Concession Model.......................................................................................33 Figure 9: Suez Environnement global revenue breakdown by geography and sector. ..................... 34 Figure 10: Shareholding structure of Suez Environnement and New World Development in SinoFren ch W ater.......................................................................................................................................................3 5 Figure 11: Tanzhou Water Supply Company concession model...................................................................37 Figure 12: New populations served by Veolia & Suez in China in the last two decades....................39 Figure 13: Average population served by new contracts won by Veolia & Suez in China in the last tw o decad es..........................................................................................................................................................4 0 Figure 14: Veolia's & Suez's new contracts in China - breakdown by contract type............................41 Figure 15: New PPP contracts in China's urban water sector - breakdown by sector.......................42 Figure 16: New PPP contracts in China's urban water sector - breakdown by project sponsor..........42 Introduction Amidst China's rapid industrialization and urbanization, the Chinese Central Government implemented a series of water policy reforms in the 1990s, revising water tariffs and transferring the responsibility of providing urban water supply and sewage treatment from the central government to municipal governments. Private investment was also allowed into the Chinese water industry for the first time, opening the way for multinational water companies such as Veolia Water and Suez Environnement to invest in China through public-private partnerships (PPPs). Foreign water companies that developed water infrastructure in China earned handsome profits thanks to the guaranteed investment returns defined within the PPP contracts that they entered. But in 2002, the Chinese government annulled the scheme of guaranteed returns for foreign capital in all business sectors, including water, which led a number of multinational water companies to sell their shares in Chinese water assets back to municipal governments. Despite the large inflow of foreign capital, multinational water companies still account for a small percentage of the entire water market today. The Chinese water industry is now dominated by local water companies that compete aggressively for projects at prices that are difficult for the multinationals to maintain. The local water companies enjoy stronger governmental support and have access to a lower cost of capital than their multinational counterparts, as many are statecontrolled enterprises. These, among other factors, result in an increasingly challenging environment for Veolia and Suez, a vastly different landscape from the 'land of opportunity' foreign companies expected to enter two decades earlier. It also depicts a situation that is familiar to other multinational companies that are active in China, who have to adapt in tandem with the country's rapidly changing market, increased competition, and shifting government priorities. 1,2 This paper analyzes the changing landscape of China's municipal water market with respect to regulatory changes and intensified competition in the last two decades from the perspective of Veolia and Suez, to set the stage for understanding the opportunities for their future growth in China. There exist academic papers on public-private partnership (PPP) structures in China, that highlight the advantages, disadvantages, and challenges faced by the various PPP stakeholders using specific projects as case studies to illustrate their theses. However, the parameters for each PPP project can be extremely specific and lack wider applicability outside of the particular project characteristics discussed in each study. This is especially true of some of the earlier projects in China that are regarded by the Chinese government as pilot projects in their policy experiments. In this discussion, we mitigate the subjectivity of such specific studies by focusing on the project activity data of two multinational water companies over a period of time, instead of one or a few specific projects. Methodology To understand how regulatory changes and the market environment has affected the way foreign multinational water companies operate in China, we begin by tracking the development of the Chinese municipal water sector and policies surrounding PPP. Research is conducted by studying academic papers covering China's environmental and water policy, water tariffs, water infrastructure development, infrastructure privatization, and case studies of multinational corporations involved in water management in China. 7 We then analyze the activities of Veolia Water and Suez Environnement in China, especially their activities after 1994, when the Chinese government officially began encouraging PPPs as a means for developing infrastructure, and collect data on the contract gains of the two companies until 2012. The activities of both companies are measured in terms of the scale of operations, and the type of PPP arrangement defined under each contract (referred to as "contract type" hereafter). These parameters are then analyzed against the backdrop of policy changes to identify causal effects that explain noticeable shifts in the activities of each company, and examine how each company capitalized on the opportunities that the liberalized regulations governing public-private partnerships, as well as water tariff reforms, presented to them. Policy changes can affect the companies Water tariff increases Contract data is compiled from numerous sources, including: the companies' annual reports, websites, and news releases, academic papers, Global Water Intelligence, China Water Risk, Pinsent Masons Water Yearbook 2012-2013, as well as data released by Chinese government ministries and official news reports. PPP project data from the World Bank's Private Participation in Infrastructure (PPI) database is also used as a basis for comparison with the contract data of Veolia and Suez, to give us greater contextual information on the overall level of activity in the water PPP sector during the period of our analysis. Subsequently, we also examine the rise of domestic water companies and again analyze the contract gains of Veolia and Suez over time, against the backdrop of the domestic water companies' development The paper concludes by offering recommendations on where Veolia and Suez can find sustained growth opportunities aligned with the development of China's municipal water sector. Why compare Veolia Water and Suez Environnement? Veolia Environnement and Suez Environnement are selected for this analysis because of their comparability and the length of time that they have been operating in China. Veolia and Suez are the two largest environmental services MNCs globally, and they compete head to head in almost every region around the world, more than any other two water companies. Both companies had a similar value proposition to Chinese municipalities; leading edge water treatment technology, over a century of global water operations experience and management expertise, as well as strong balance sheets with which to finance new projects in China. In addition, both Veolia and Suez have a relatively long and undisrupted period of activity in China, and have on numerous occasions expressed their plans to further expand their operations in China. This will allow for a more meaningful comparison, compared with many other MNCs, some of which are decreasing their exposure, or have already exited the Chinese water market altogether when guaranteed investment returns were made illegal in 2002. However, both companies also adopted different strategies in entering what was widely regarded as a lucrative water sector in China. Veolia targeted large municipal contracts in the wealthiest and largest cities in China, while Suez also aimed at high-income areas, but with smaller contract sizes. The difference in their approaches towards the scale of operations of each project and the types of contracts entered represents two different levels of risk acceptance, and allows us to examine how the two strategies adopted by companies competing in the Chinese municipal water sector fared, while mitigating the limiting effects of organizational resources and technological capabilities in their strategic choices, as both companies are relatively evenly matched in these areas. It is therefore interesting, and useful to follow the developments of Veolia and Suez in China to see how their 8 respective strategic choices have been affected by the regulatory and market environment in China, as we will do in the following discussion. Use of "scale of operations" and "contract type" as dependent variables The municipal water infrastructure constructed and operated by Veolia and Suez represent sizeable capital investments. Given that the water industry in China is a highly regulated business in a weak institutional environment, 3 these infrastructure assets are vulnerable to obsolescing bargains, and neither company can reliably depend on contractual agreements with the Chinese government to protect their investments. It is therefore pertinent that as Veolia and Suez seek to build their Chinese water portfolio that both companies balance the tension between seeking to grow their revenues and maximize profits in China, and managing the degree of risk of their investments. As alluded to earlier, Veolia and Suez are the only two global water service providers; both companies have substantial financial resources, and have similar technological capabilities and water infrastructure management know-how. Neither company has a strong competitive advantage over the other in China. It is also useful to remember that the price of water is set by the government and not by Veolia or Suez. The operations of Veolia and Suez in China differ in a number of aspects, but the most obvious levers of how their strategies materialize in China is through the cumulative control they have over revenue-generating water infrastructure assets (scale of operations), as well as the type of contracts that they engage in. We elaborate on the scale of operations in the following text, and further discuss the different types of contracts and their associated risks in the "Types of PublicPrivate Partnership (PPP) arrangements" section. Use of "population served" to measure scale of operations The metric that is used to track the scale of operations of each company in this analysis is the size of the population that is served by the water infrastructure under the control of each MNC. "Population served" is used because it is a more objective measure of the actual scale of operations for each contract. The number of people living within a defined urban area in a Chinese city can be determined to a relatively good accuracy given China's 'hukou' system, which provides accurate demographic data on the residential status and movement of all the people within any particular city. The size of the population served by a particular PPP contract is therefore easily verifiable. The dollar amount of the initial investment put in by the MNC is a possible alternative to this metric, as it approximates the value of the assets within the PPP arrangement. However, it may not accurately reflect the actual size of the water services provided, as it is complicated by the maximum shareholding that the MNC is allowed to own, as well as a measure of potential returns and risk that cannot be easily verified given the long term nature of the contracts. For example, the premiums Veolia Water pays for winning tender bids for contracts is based on its expectation that water services within its concession area will grow. This reflects a projection made many years into the future, given that contract lengths could extend up to 50 years, a projection that may not eventually come to pass and is therefore a subjective measure. The sum of water treatment capacities of each company's water infrastructure assets is another possible measure that can be used to compare both companies' scale of operations, and this would be a suitable metric given that the revenue from BOT and TOT contracts are usually determined based on the volume of water sold to the municipal authority. However, treatment facilities are rarely run at full capacity as there always needs to be a buffer capacity so that the facility is able to cope with sudden spikes in treatment capacity, especially in the case of wastewater treatment facilities, 9 and buffer capacity requirements differ according to water demand variations that are specific to each city. Also, treatment capacity may provide a skewed view of concession operations, especially in cases where non-revenue water levels are high, and in China, the average non-revenue water averages to around a 20 percent loss in water that is sent into the distribution network. The treatment facility utilization, buffer capacity requirements, and non-revenue water levels all vary between cities with different levels of development, 4 and it would therefore be subjective to measure each company's scale of operations by their respective treatment capacities. Limitations While China's water policy applies at a national level, its implementation varies widely between different municipalities, as China is not one homogenous market - there are enormous differences in affluence, water tariffs and water resource quality between sub-regions in each province of China. Also, comprehensive information on the project bids submitted for government tenders for water plants in China cannot be easily obtained, which makes direct comparison of the competitive behavior for individual projects between water companies in China challenging. At the same time, the Chinese central government's experimental approach to developing national policy also means that certain individual projects are exceptions and cannot be taken to represent other projects. Therefore, we are more concerned with trend analysis and do not seek to harmonize the observations in every single project. Also, the study will focus primarily on municipal PPP water projects, which are governed by long term contracts typically lasting more than 20 years. The length of such contracts represent significant risks to the multinational water company, and decisions have to be highly consistent with each company's strategy. Engineering, procurement, and construction (EPC) contracts and equipment sales follow very different timeframes as they are usually completed within 3 years. They abide by different business models and are therefore left outside the boundaries of our discussion. It must be noted that the dataset includes information on contracts of all statuses, even ones that may have since been terminated. Terminated projects are included in this study because they provide valuable information on the kinds of contracts that our companies of interest sought to enter in the situational context at each point in time. However, unsuccessful bids for contracts are not included for two reasons. First, not much information on unsuccessful bids is made publically available, and an incomplete record will not facilitate a meaningful comparison. Second, when municipalities put a project up for tender, they usually preselect companies to participate in the bids. The invited company may not necessarily find that the project fits into their strategic plan, and instead of declining the municipal governments, it is common for such a company to submit an unattractive bid and be dropped from the preferred bidders list. The dataset therefore excludes unsuccessful bids to rule out this possibility. 10 Background A thirsty country in the midst of rapid industrialization and urbanization The People's Republic of China has experienced unprecedented growth since it initiated market reforms in its economy in 1978. Its GDP has grown at an average of 10 percent a year, lifting more than 500 million people out of poverty, 5 amidst the themes of rapid industrial development, and the accelerated urbanization that accompanies industrialization. The development of China's economy has raised a growing middle class and resulted in significant improvements to the living standards of its population, but it has also come at a high environmental cost, including an increasingly overused and polluted water supply in China. Home to nearly 20 percent of the world's population, China has access to only 7 percent of available freshwater.6 According to United Nations estimates, the amount of water available per person is 2,079 cubic meter/year (2009), just one quarter of the world average 7 and amongst the lowest for a major country. Demand for clean freshwater has surged throughout the country, and has outstripped its supply, with more than 15 million Chinese entering urban areas each year, 8 and its burgeoning industrial and energy sectors. China's Ministry of Water Resources reports that of a total of 663 cities in China, more than 400 cities face water shortages, and 110 of these are 'severe'. 9 Year Population Urbanization Level Total (million) Urban Population (million) 2010 2030 1,341 1,393 660 957 49.2% 68.7% Water plays a critical role in fuelling China's growth, as it is essential not only in quenching the thirst of China's 1.3 billion strong population, but also in producing sufficient food, and the energy that powers all of China's cities and industry. Agriculture currently accounts for some 65 percent of total water use in China, and in addition to meeting the growing demand for food, its export-oriented industry's ever greater need for energy requires greater volumes of water for thermal power generation. It is important to understand the nexus between water and energy. A large amount of energy is required in the treatment and transportation of water, and increasing amounts of water is required with the continuation of China's industrialization and urbanization trends, as water is also an essential resource for many industrial operations, including coal mining, petroleum refining, cement and steel production, and semi-conductor manufacturing, to name a few. At the same time, 97 percent of China's power generation is reliant on a steady supply of water, making power generation by far the heaviest industrial user of water in China. To power its industries, China plans to double its 2010 energy-generation capacity by 2030, and due to the geographical limitations of wind and solar power, much of this increase will come from water-reliant power generation facilities such as nuclear, coal, and gas power plants. The inter-reliance of water and power is therefore obvious; clean water cannot be delivered without power and power cannot be generated without water. As can be seen from Figure 1, China's industrial sector is expected to have the greatest increase in demand for water over the next 15 years. 11 The water supply-demand gap The 2030 Water Resources Group projected 10 that if China's water demand continued rising at its current rate of 1.6% a year, this demand would reach 818 billion cubic meters by 2030, outstripping all available supply, which currently stands at around 620 billion cubic meters. As it is, demand has already exceeded supply in many areas, and consequently, groundwater reserves that have accumulated over thousands of years are being drawn down in a matter of decades by this deficit. Water demand by sector CAGR 2006-30 Percent 818 Murgdpal & Domestic Agriculture 358 385 420 0.6 Fkxod-affected 2005 2015 2030 provinces provinces Drought-affected Provinces affected by droughts &floods Figure 1: Water demand in China. (left) Water demand by sector,2005 - 2030. (right) Uneven distribution of water stressed provinces in China Moreover, China's water is distributed unevenly across its geography. North China is home to over 45 percent of China's population and is the engine of the country's economic growth, contributing almost half the nation's GDP, yet only receives less than a fifth of the water resources of the water- abundant south. This uneven distribution of water supply between northern and southern China is a major factor in China's low per capita water availability. The Chinese government has resorted to constructing the massive USD 77 billion South-North Water Diversion Project (SNWDP), which when completed, will transport 45 billion cubic meters of water from the Yangtze River basin to the parched north of China annually through more than 2,500km of canals. China's government clearly recognizes the risks of this supply-demand gap, and turned the country's priorities for 2011 towards building water efficiency in agriculture, increasing water infrastructure spending, as well as setting water usage caps in its "Number One Document", which lays out the top policy agenda for the year. Rapidly falling groundwater table exposes severity of the scarcity As surface water resources are used faster than they can be replenished, many rivers, lakes and wetlands have dried up. Farmers and industrial users therefore turn to sinking deeper wells and pumping groundwater reserves to meet their water needs. In the arid north, many groundwater aquifers are over-extracted and depletion is growing at an alarming rate. 11 In some areas, this has led to an increase in arsenic and fluoride poisoning, as wells are sunk into deep aquifers tainted with 12 naturally-occurring contaminants. According to China's Ministry of Health, arsenic has been found in the groundwater in about half the country's provinces. 12 Over-extraction of groundwater also causes land subsidence, reducing the groundwater storage capacity of the depleted aquifer, and damaging buildings and bridges. In coastal areas, over-extraction can also result in saltwater intrusion, rendering the water supply unfit for drinking or agricultural use. Pollution worsens water scarcity Compounding the problem, clean water resources continue to dwindle as they become increasingly polluted, further widening the supply-demand gap. Even water transfer projects such as the SNWDP are rendered ineffective when the water transported is overly polluted. End-of-pipe strategies and inadequate attention to early prevention and management has led to contamination from untreated industrial and municipal discharge into rivers, as well as non-point sources such as agricultural runoff. China's unsynchronized development of its environmental protection policy with its economy has resulted in systemic issues where there is a lot more incentive to have wastewater discharged untreated and to pollute the environment, than it is to build infrastructure that can safely deal with the wastewater. The pursuit of economic gain had a deferred environmental and social cost to China, which has now resurfaced as one of the country's most pressing issues. The Chinese government's 2012 estimates indicated that 39 percent of major rivers and lakes, and 57 percent of groundwater was unfit for human consumption, 13 and 21 percent of available surface water was unfit even for agriculture, but many of these continue to be used as a water source, leading to the increased incidence of illnesses such as cancers in a grievous number of villages. 14 The need for water and wastewater treatment infrastructure The magnitude of China's water woes requires urgent systemic change to improve not only the policies governing this limited natural resource, but also the infrastructure that underpins its proper management. Current water treatment infrastructure is inadequate to meet the demands of continued industrialization and urbanization in China, in order to ensure continued development of its economic objectives, social needs, and environmental sustainability in the coming years, and it is here that foreign private sector players have both the capital and the expertise that is needed to address the water woes of China. Vast improvements in water productivity in industry and domestic use must be achieved by upgrading industrial equipment with water saving technology and by fixing leaks in pipe networks. While over 98 percent of urban Chinese residents have access to improved drinking water sources, 15 the country still needs to upgrade its aged water infrastructure to handle the higher domestic water demand that accompanies urbanization. The World Bank estimates indicate that at least a quarter of China's water distribution networks do not provide sufficient water pressure to 40 percent of their respective service areas, and water losses add up to 20 percent on average, through pipe leakage in the distribution networks of old urban water pipes. 16 Improving the distribution network is where the most significant savings from efficient management usually arises, as it sharply reduces water losses and has strong potential to stave off further expansion of water production capacity and minimize the energy wasted in treating and pumping the leaked water. Development of environmental regulations and a strong enforcement capability is needed to control the worsening water pollution problem, and must also be developed in tandem with wastewater treatment infrastructure to address the huge gap in wastewater production and wastewater 13 treatment capacity. The World Bank reported that insufficient investment in infrastructure contributed to China's failure to meet pollution control targets. 17 By 2012, China's annual sewage discharge production reached 41.6 billion cubic meters, but only 23 percent of it was treated to reach national sewage discharge standards; the rest was discharged into the environment at suboptimal quality levels. 18 This illustrates China's urgent need to improve wastewater infrastructure, along with more water reuse plants to increase the supply of useable water resources in China. China's central government has already set aside RMB 4 trillion (USD 635 billion) for the development of water infrastructure between 2011 and 2020 in its twelfth five-year plan, to bolster the country's water supply and distribution network, and raise wastewater treatment coverage across the country. Urban water market structure There are three main stages in which the private sector typically participates in China's urban water services, as depicted in the diagram below. Opportunities for private sector participation vary based on the particular stage involved and the size of the city where the project is located. led Water - te rametPa t PW l + Ut VIL~icipl ityGovernrment ipanr (Bureau Dirbution payments WTP payment Raw water i water scarcity charge + tap water charge of Finance) WWTP Water Disrsbtio payment Wastwate Treadgen sDhvrge of waterDicag -4Flow -, Flow of cash Private Sector Participation Figure2: Municipalwater market structure,highlighting the opportunities for private sector participation (in blue) Water Treatment Plant (WTP) Water treatment plants remove harmful contaminants in raw water and supply the purified water to the water distribution network. WTPs were the first portions of China's water infrastructure that was opened up to private sector participants, and there are no restrictions on the maximum shareholdings of foreign companies involved in the investment, design, construction, operation, and maintenance of WTPs. WTPs were the first opportunities in the urban water sector that the Chinese government opened up for private sector participation, due to the urgent need to support population growth in its large cities in the 1990s. This can be observed from World Bank data as illustrated in Figure 15 within the "PPP Activity Data" section. Along with permission for the private sector to be involved in WTPs came a series of PPP policy changes to attract foreign investment as the Chinese state was in dire need of capital for the large-scale construction of new WTPs to increase treated water capacities across its 14 major cities, as well as the rehabilitation of outdated WTPs; we elaborate on this in the "Development of Water Policy" section. Water Distribution Network Water distribution networks provide for storage and distribution infrastructure such as storage tanks and pipe networks to deliver treated water from WTPs to municipal consumers. This is owned by a municipal utility company, which can be a joint venture company partially owned by private sector participants. For large municipalities, foreign companies can take up a minority stake holding of up to 49 percent in such joint ventures. For smaller cities, there are no similar restrictions on maximum shareholdings. The municipal utility company is permitted to enter into concessions with private contractors to manage the distribution network, including operating, maintaining, and expanding the network, as well as end-user billing services. Private sector participation in water distribution networks usually involves the WTPs that provide treated water to the distribution network as well, an arrangement that is facilitated by concession PPP modes, which is further explained in the "Types of Public-Private Partnership arrangements" section. This integrated approach has effectively reduced non-revenue water (NRW) losses in cities across China, particular with the involvement of foreign companies. 19 Private sector participation in water distribution therefore represents an important means through which the private sector can contribute to improving the performance of urban water services. NRW losses occur when payment is not received for water that is sent through the distribution network for a variety of reasons, but mainly due to pipe leakage, inaccurate water meters, and illegal tapping of water from the network. Considering that a cost is associated with each unit of water that is treated and a cost is also associated with pumping water through the distribution network, the incentives for the private operator to reduce non-revenue water losses is very strong compared to a publicly-run utility that is not accountable for profit and loss considerations. Wastewater treatment (WWTP) Sewage from domestic and industrial sources are often mixed in the sewage collection network. The WWTPs treat the sewage before either releasing it the water into the environment or further treating the water for industrial reuse. Similar to WTPs, there are no restrictions on the maximum shareholdings of foreign companies involved in the investment, design, construction, operation, and maintenance of WWTPs. Wastewater treatment rates have lagged treated water supply rates significantly. Domestic sewage treatment rate increased from 52 percent to over 75 percent between 2005 and 2010, but much of available wastewater treatment infrastructure is either outdated or inadequate for supporting current levels of urban growth, resulting in 77 percent of the effluent from these plants not meeting national sewage discharge standards. 12 Therefore, much of the focus of China's water infrastructure development is now on boosting WWTP treatment capacity, and this is again illustrated in Figure 15. 15 PPP in the Chinese Water Sector Starting from the 1980s, many developed and developing countries around the world began adopting PPP models to develop and improve their public services. PPPs promised significant benefits to consumers and their governments alike, including the use of private capital to finance urgentlyneeded infrastructure development, improving the efficiencies of public utilities, gaining access to more advanced technologies and know-how in utility provision, and shifting commercial risks of operating infrastructure to the private sector. At that time, China had just shifted from a centrally-planned economy to a market-based one, so even though it was badly in need of a massive infrastructure development effort, it only began opening up to PPPs in the 1990s. Initially, China engaged the private sector primarily to mobilize financing, but this precluded the introduction of private sector expertise in improving performance of water services, and failed to attract private investors to smaller cities where infrastructure was most undeveloped. Since then, it has experimented with numerous models for PPPs, and implemented extensive policy reforms. Types of Public-Private Partnership (PPP) arrangements Different PPP arrangements spread the responsibilities and risks between the public authority and the private entity are in different ways. Figure 3 summarizes the spectrum of private sector participation in infrastructure projects in general, as well as the allocation of respective responsibilities. The arrangements that are colored in blue indicate the arrangements in which private sector involvement is commonly seen in China. Public owns assets Private sector owns assets Public-Private Partnership Arrangement Private Sector Participation High Commercial RiskRikPublic Capital Investment Public Operations & Maintenance Public & Private Contract 1-2 years ( Public Mainly Private Private Private Public Public P 3-5 years 8-15 years 20-30 years 30-50 years Indefinite (5 y t Indefinite Figure 3: The spectrum ofprivate public partnership arrangements in infrastructure projects 16 Operations and Maintenance (O&M) contracts In O&M contracts, the private operator is generally paid a fixed or performance-based fee to run and maintain the treatment facility. The operator is not in charge of tariff collection, and large capital investment in equipment is the responsibility of the plant owner, which is the local water authority. O&M contracts in China have only begun to appear more recently, and is more commonly seen in the wastewater rather than the water supply sector. Most O&M contracts around the world last for a term of 3 to 5 years, but in China, the contracts are usually a lot longer, lasting 20 to 30 years. The long O&M contracts grants continuity to water services, and facilitates more efficient management of water infrastructure assets because the private operator engaged in long-term O&M contracts is inclined to provide better maintenance services to minimize operations costs over the entire contract term. This is in contrast to shorter contracts where the operator may not adequately maintain equipment, running down on the serviceable lifetime of the equipment and necessitating costly equipment replacements that have to be borne by the municipal authority that owns the plant. Build-Operate-Transfer (BOT) and Transfer-Operate-Transfer (TOT) contracts The Chinese government began permitting BOT and TOT contracts starting from 1994. BOT contracts typically involve discreet treatment facilities, in which the private operator is fully responsible for the investment required to construct the treatment facility. It then operates the facility for 20 to 30 years, recouping its capital investment and subsequently receiving returns on its investment from the municipal government over the contract duration, based on the volume of water sent into the water distribution network. In the case of a wastewater treatment facility, the private operator receives payment based on the volume of wastewater treated. In many BOT contracts, a minimum off-take volume is specified, so even if the volume of water purchased by the municipality falls under the specified minimum off-take volume, the municipal government continues to pay the private operator a specified fee, ensuring that their operations remain viable. This is also known as a 'take-or-pay' scheme. At the end of the contract period, ownership of the treatment facility is transferred to the public sector. The TOT arrangement is very similar to that of a BOT, except that the private operator takes over an existing treatment facility from the municipal government instead of greenfield development, and may conduct some rehabilitation or upgrading work to the facility before operating it for the contract period. The facility is also returned to the municipal government at the end of the contract. Because TOTs are in many ways similar to BOTs, the term "BOT" will be used to represent both BOT and TOT projects in the rest of this paper. BOTs are one of the main forms of PPPs that Veolia and Suez are involved in in China, especially for contracts established during the 1990s, before they were allowed to participate in full water service concessions, and before domestic companies could participate in PPP projects. Full water services concessions In a full water service concession, the municipal government grants the private operator the right to provide water supply services to the local community within a defined geographical area. The private operator is responsible for the operation of all existing treatment facilities and the distribution network, and has to invest in additional infrastructure if demand grows, to provide an adequate level 17 of water service within the concession area. Such expansion is favorable for the private operator, as its revenue is obtained directly from the sale of water to consumers. Concession models for providing water supply services can also include wastewater services, but concessions solely for wastewater services are rare, because collection of wastewater is still seen as belonging to the public sector. The private operator gets its revenue through the collection of water tariffs directly from consumers, but at the same time, control of tariff levels rest with the municipal government. This provides the private operator with strong incentives to improve the water distribution network to reduce nonrevenue water losses and maximize its revenues. Ultimately, all infrastructure ownership remains with the authority, and revert under the authority's control at the end of the concession period. While concessions provide the benefit of efficient integrated operation of a municipality's water infrastructure, it also deserves special attention for its contribution to the politically sensitive issues around water. Because as mentioned earlier, the private operator (an entity with profit and loss obligations) interfaces directly with consumers when it bills and collects water tariffs from them, and this emphasizes the economic nature of water provision, a concept that is not completely accepted. We will further discuss his in the section on "the sensitivity of water provision". For this reason, foreign companies are only permitted to hold a minority share of up to 49 percent in the municipal water company that is granted the concession. Foreign operators usually enter these concessions by forming joint ventures with domestic companies. The joint ventures formed thus helps to reduce the financial risk for the foreign company as the risk is shared with the municipality itself. Concessions are closely related to partial divestitures of municipal utilities in China due to the time-bound nature of the divestitures. It may be useful to note that the use of "concession" also applies to BOT structures in a number of other literature on PPPs, due to the way that BOT projects are awarded to private operators for a "concession period" but ownership is retained by municipal authorities. However, a BOT contract involves building and managing discreet water treatment facilities and the bulk sale of water to the local water supply company, and is significantly different from the management of a full water concession in which water is sold directly to the end user, and the burden of collecting water tariffs is also on the full water services concession operator. Therefore in the rest of this paper, the use of the term "concession" will refer exclusively to full water service concessions, while BOTs will be explicitly referred to as BOTs. Concessions were the predominant PPP arrangement for both Veolia and Suez in the 2000s, as only the larger and more experienced private operators had the capabilities to manage concession contracts profitably, and as competition for BOT projects intensified with the entry of competition from domestic water companies from 2002 onwards. Veolia in particular pursued large concession contracts aggressively, as will be covered later in our discussion. Partial Divestitures In a partial divestiture, the private operator purchases a shareholding in a municipal water company. Because water provision is a particularly sensitive matter, the Chinese government does not permit foreign entities to hold a majority share in a municipal utility or to own water infrastructure indefinitely. Therefore, all divestitures of Chinese municipal utilities are partial divestitures, with a "time-bound" minority shareholding - the shares are returned to the municipal government at the end of the contract period, a period that lasts up to 50 years. The partially-divested municipal water company is in turn granted a concession equivalent to the time-bound shareholding period. 18 Veolia and Suez typically gained access to concession contracts through partial divestitures of minority stakes in municipal water companies. In fact, around half of the PPPs in China's water sector involve partial divestitures of municipal utilities company to private investors, though the reader should bear in mind that to date, PPPs account for only around 10 percent of all the municipal water infrastructure in China. In a partial divestiture, the capital invested goes to "purchase" the timebound shareholding from the municipal government and not into the joint venture itself. Other PPP arrangements Engineering, Procurement, and Construction (EPC) contracts are a mechanism by which engineering design and construction of water infrastructure is contracted out to a private enterprise. Significant costs accrue during construction of the infrastructure, so EPC contractors are adept at completing construction activities within a relatively short timeframe. This facilitates the rapid development of water infrastructure, and is one of the means by which advanced water treatment technologies held by MNCs can be easily incorporated into the Chinese water infrastructure. The contracts usually last no more than 2 years, so EPC contracts are outside the boundaries of our discussion as we are more interested in looking at long-term PPP contract activity. Other types of contracts include service contracts and lease contracts, but they are not common forms of PPPs in China because they do not involve the injection of private capital - which would otherwise allow municipal budgets to be deployed to other areas - nor do they generate incentives for transferring know-how to domestic parties; these contract types are therefore less attractive for municipalities. Also, the margins in these businesses are thin, and therefore do not generate as much interest with foreign companies. As these contract types are not prevalent forms of PPP in China, they will not be discussed in detail. Main participants in China's urban water sector Today, there are many private sector participants that are active in the Chinese water sector, and they can be broadly classified as either foreign water companies or domestic water companies. However, many foreign companies have established Chinese subsidiaries and Joint ventures with domestic companies to hedge against risks following regulatory changes in 2002, and since then the boundary between foreign and domestic companies has blurred considerably. Multinational water companies (MNCs) The MNCs comprise foreign private companies in the global water industry, and many are utilities or construction conglomerates. MNCs were the first private sector players that were permitted by the central government to participate in China's urban water services in the 1990s, and are often looked upon as providers of leading-edge technology and best practices in operations and management. MNCs have played a critical role in defining the landscape of private sector participation in China's water sector, not only in terms of capital and technology, but also in their participation in key projects that have helped the Chinese government to streamline policies relating to PPPs in the water industry. Their capabilities span the entire range of activities in urban water services; including process engineering, project financing, Engineering, Procurement & Construction (EPC), and Operations & Maintenance (O&M). Veolia Water and Suez Environnement are two of the more prominent MNCs in China, and we will take closer look at these two companies in the next section. 19 Domestic Water Companies Domestic water companies are mostly state-owned enterprises (SOEs), and have been increasingly active within the last decade, growing rapidly through aggressive acquisition of existing water operations. They now dominate the Chinese water sector, competing for water projects at prices that are difficult for MNCs to maintain. In general, domestic water companies enjoy stronger governmental support than MNCs, especially as Chinese officials seek to nurture home-grown enterprises to boost the local economy. According to Li, Poppo, and Zhou, 20 MNCs also suffer a comparative disadvantage in extracting value from their interpersonal connections compared with domestic firms, which puts the domestic firms in a much better position to access project opportunities in Chinese provinces further inland, where water infrastructure is not as developed compared to provinces along the coast. Domestic water companies may be further categorized as originating from financial and nonfinancial institutions, though a recent consolidation trend in the industry have made it extremely difficult to distinguish between the two. * Chinese investment developers Chinese investment developers arise from financial institutions, and are considered quasiprivate developers; most have roots in SOEs that are partially listed on stock exchanges in Shanghai and Hong Kong. They usually operate through joint ventures and full asset acquisitions of municipal water companies, and have access to low-cost capital compared to foreign players due to their linkage with state-owned banks. Many of the smaller financial institutions who bid aggressively for water projects may not always have extensive experience in the water sector. Prominent investment developers include Beijing Enterprises Water Group, Ltd, Beijing Capital Co., and China Everbright International. * Chinese water engineering companies The Chinese water engineering companies comprise local water departments or water systems providers that have been privatized. In the 1990s when the water treatment industry was picking up, many of these companies started out supplying water treatment systems or operating treatment facilities in townships and small cities in areas that were not attractive to MNCs, especially given the large municipal opportunities that were open exclusively to foreign companies and not to local ones. Over the years, these local water companies steadily closed the quality and experience gap with their foreign counterparts, and by the time they were permitted to participate in PPP projects, some were able to produce credible, though not cutting-edge, treatment systems at much lower prices. They also hold some degree of privileged access to decision-makers when they compete for projects in their home provinces, especially as Chinese officials seek to nurture home-grown enterprises to boost the local economy. Many are now listed on stock exchanges in Shanghai, Hong Kong, and Singapore. They include the Han Kore Environment Tech Group and the Sound Global Group. A strong consolidation trend amongst the domestic Chinese companies was seen in 2013, driven by new market entry regulations arising from the experience the Chinese government has gained from engaging in PPPs over two decades, enacted to avoid situations where additional government expenditure is required in projects that are prematurely terminated or of subpar quality. The 20 requirements for contractors to submit performance bonds and have sufficient project references are highly unfavorable to the growth of smaller companies, making them prime acquisition targets for the large investment developer looking to expand their operations to attain greater scale. The investment developers also boost internal technical capabilities by acquiring local water engineering companies, increasing the flexibility and robustness of their operations, rivaling that of the MNCs. Table 1 shows us some of the consolidation activity that occurred in 2013. Table 1: Major brownfield project portfolio acquisitionsin the Chinese water sector in 2013 21 month Acquiror Feb Sep BEWG BEWG BEWG BEWG Oct BEWG Aug Jan Sino French Heilongjiang Interchina Jiangxi Sanchuan Mar Sep Nov Target 3 project companies with 7 WWTPs in Dongguan Nanning City Dashatian Water Supply Co.,Ltd. Crystal Water Company and China Water Holdings Salcon Water (Asia) and Salcon Berhad China project assets Beijing Construction Engineering Group Environment Development Co., Ltd. Chongzhou D"y) Water Purification Co., Ltd. Qinhuangdao-based sewage treatment company Stake 100% 80% 100% 100% 65% 25% Price (RMBm) Target deseription 504.1 WWTPs Water treatment and supply N/A 36 water/wastewater projects 1,350 9 water plants (operational 955 capacity .06 million m3/d) 26 WWTPs with a total design 270 capacity of 937,500m3/d 600,000 p.e. WWTP N/A Sewage treatment company 22.85 Yingtan-based water supply company 22% 43.95 Water supply company 100% N/A WWTP and water reuse 100% 180.8 WWTP and property development WWTPs In Tianjin, Beijing and Hubei WTP and WWTPs WWTP 60% WM Dec Jun Jul Jul - Tieling Hongauan Dayu Urban Sewage Treatment Co. / Tieling Hongyuan Dayu Recycled Water Co. Chongqing Kangda Beijing Urban Construction EnvironmentalProtection Investment & Development Co., Ltd. China Water Affairs Guangdong Xincheng Environmental Investments Group Co., Ltd. China Water Affairs Handan Chengcheng Water Affairs Co., Ltd. Equity in three WWTPs in Beijing owned by Beijing Sound Global Municipal Construction Co..Ltd. Beijing Capital 100% 24.5 34.32% 100% 240 The sensitivity of water provision Water is essential to life, having considerable impact on human health and industry, and the environment in which societies operate. It therefore constitutes an essential public service whose mismanagement can severely affect the political standing towards governments. For the same reason, its allocation according to economic mechanisms is often rejected. Next, the physical properties of water itself, namely its mobility and bulk, makes it difficult to manage. Water flows naturally across territorial boundaries, so identifying and measuring exclusive right to it, the basis of market economies, is difficult to establish and enforce. In addition, the cost of treating, transporting, and storing water is high in relation to its generally perceived economic value at the point of use, limiting the economic viability of transporting it over long distances and increasing the susceptibility of water services to market failure. This necessitates greater government involvement and imbues a natural monopoly on water services. Thirdly, water resource management is complicated by the aggregate impact, in the form of extraction and pollution, of many actors with access to the water resource, and establishing effective policies to regulate a large number of scattered decision-makers can be extremely complicated. These factors result in water being a highly sensitive subject, so the Chinese government has maintained tight regulatory control and a cautious stance towards the privatization of water services. 21 It has also resulted in the extremely low water tariffs and the resultant underinvestment in water infrastructure in China, as the tariffs - only until recently - could not support the cost of treated water provision. China holds mandatory public hearings when discussing raises to water tariffs - one of the first institutionalized forms of participative policy-making in China. 22 While the public hearing process is far from perfect, in light of the fact that the public was largely absent in Chinese policy-making historically, it highlights the sensitivity of water tariff issues in China, one that could potentially cost government officials much political capital if prices are raised too quickly or low-income group users are not adequately considered. Legislation on water Given the country's size and the broad impact of water-related issues, the legislative framework for China's water sector is understandably complex, with strong interdependencies across various departments. At the national level, the main agencies involved in water management are the State Council, which is responsible for issuing national policy statements, Ministry of Housing and UrbanRural Development (MOHURD, formerly known as the Ministry of Construction or MOC), the Ministry of Water Resources (MWR), and the Ministry of Environmental Protection (MEP), and their specific areas of responsibility are provided in Appendix A. Some of the policies contradict each other, while others are subject to diverse interpretations by the various agencies. 23 Unlike many other countries that engaged in public utility privatization, China did not have in place a well-established legislative framework to govern PPPs before engaging in them. Instead, the Chinese government developed its market-oriented reforms through a somewhat experimental approach, addressing specific issues in its policies as it learned from experience in a multitude of pilot projects across its administration, 24 releasing governmental policy papers through the State Council. This holds significant risk for private players, as policies can, and have been, changed unilaterally without consultation with the private sector, binding foreign companies with fixed assets in the country in an obsolescing bargain. Also, regulations and directives can be issued at the national, provincial, and municipal levels, and different provinces could have different approving authorities, procedures, and enforcement practices. 22 Development of Water Policy in China Prior to 1978, water and sanitation services were managed under the centralized administration of the Chinese government, which was also responsible for setting water tariffs across the country. The provision of water services was virtually free of charge 2s because of the belief that water resources were abundant in China, and that water was a public good and its provision was part of social welfare under the socialist economy. 26 The economic reforms of 1978 opened the way for the gradual application of marketization and decentralization of the Chinese economy, promoting accelerated industrialization, urbanization, and population growth in China. Much of the urban water supply infrastructure constructed before the 1950s had deteriorated, and pipe breakages occurred frequently, resulting in losses and decreased efficiency in water supply. Despite allocation of an enormous amount of public funds to boost China's water services, poor management of already dated infrastructure, and the slow progress municipality-financed construction of water infrastructure, adversely affected performance and brought the shortcomings of the state-controlled supply augmentation approaches in urban water supply to the fore. China enacted its first comprehensive Water Resource Law in 1988, which established the broad framework for the administrative management of water resources, aimed to address the shortcomings of the fragmented water management system at the time. Water ownership and rights, water use management, water quality protection and pollution prevention, a permit system for withdrawals, and a water pricing system were among the major provisions introduced. The 1988 Water Law facilitated the implementation of demand management 2 7 to tackle low water usage efficiency in China - setting tariffs for water services to rectify the imbalance in water supply and demand, and to a smaller degree, mitigate economic losses of its water services. 28 However, heavy subsidy of water was still the norm, and the low tariffs charged for water services did not cover the actual costs of water treatment, neither did it reflect the increasing scarcity of water resources in China. In addition, the inefficiencies of state monopoly continued to present great difficulties in building access to clean water supply and proper sanitation facilities, and water quality remained poor. 29 China's prolonged challenges in urban water services and the short timescale it needed to be solved led the Central Government to implement a series of market-oriented water policy reforms in the 1990s, including: 1. 2. Economic Instruments a. Formal permission for private sector involvement in urban water services b. Revision of water tariff rates and structure Decentralization a. Delegation of responsibility for urban water services and water tariff decisions to lower level governments These reforms were part of a wider effort to modernize China's urban water services, and were aimed at tackling some of its major weaknesses. The first, was underinvestment. Given the rapid development, China's cities needed to adjust to the new spatial patterns of urban development and looked to private sector participation to raise the investment needed to develop the crucial water treatment infrastructure. Investment inflow would also allow China to increase the coverage of the population served by water infrastructure, and improve the reliability of existing water supply. WHO estimated that in 1990, only 57% of urban China was covered by sanitation services. 30 23 The second problem was the inefficient management of its water infrastructure, brought about by a lack of operational expertise and also related to the lack of funds available for investment in efficiency gains in operations. Given the rapid growth in demand for water services, China needed to rapidly improve labor productivity and lower operating cost of urban water supply and wastewater treatment. However, the state-owned enterprises (SOE) that were responsible for provision of water services had little incentive to improve services because they were a monopoly and operated as a subsidized public service, and thus, not fully accountable for the economic viability of the water infrastructure. Therefore, private sector participation in China's water services required a lot more than opening its doors to private investment. There had to be economic incentives to attract foreign investors and bring in modern management practices and technology transfers. Cost recovery through increased water tariff rates was an integral part of this reform and had to be implemented hand in hand with liberalization policies to attract increased private sector participation. There had to be a clearer institutional framework so that private investors could assesses the performance and financial viability of projects more transparently, and municipalities had clearer policy guidance and technical support from the central government on how to develop the suitable models for private participation in water. There had to be stronger regulations and better enforcement of the regulation to safeguard the interests of investors, municipal water companies, and end-users alike. Private Public Partnerships in China's urban water services In the early 1990s, the central government enacted numerous regulations to promote private sector participation in infrastructure development, including urban water services. This allowed municipal water supply companies to enter into Public-Private Partnerships (PPP), though only foreign investors were allowed to engage in these partnerships. This set the stage for foreign water companies to participate not just in supplying technology and equipment, but also in engaging in long-term investment opportunities in China's water sector. This early openness to private sector involvement was a means of bringing in much-needed financing to the municipal water supply companies through foreign equity, which allowed municipalities to employ their limited budgets in constructing other service facilities to meet the needs of rapid urbanization and industrialization. However, the management and operations of these joint ventures remained in the hands of municipal water supply companies, and so urban water services continued to be plagued with the same inefficiencies as before and little improved in the way of quality and access to water. In 1994, the State Council published the Ordinanceon Urban Water Supply, 31 which emphasized the private sector involvement in the urban water sector and the move towards sustainable cost recovery in setting water tariffs. It also decentralized the water tariff decision making process to provinciallevel governments. 32 The central government also promulgated the Circularon Attracting ForeignInvestment through BOT Approach 33 in 1994, and began adopting Build-Operate-Transfer (BOT) approaches to constructing urban infrastructure, 34 such as power plants, highways, and water supply infrastructure. Most project companies were organized as wholly foreign-owned entities (WFOE), which helped reduce earlier concerns over conflicts of interest between the government's role as the regulator and owner of project companies. The strong political support (especially in terms of the guarantee on currency convertibility), stringent procurement procedures, and tighter contract structures (such as off-taker credit support) of BOT arrangements increased private sector investment in infrastructure projects. At the same time, they allowed multinational water companies (hereafter referred to as MNCs) to bring in their operations and management skills. 24 However, the BOT schemes alone could not address fundamental operational deficiencies in China's water services, especially since MNCs were prohibited from operating and managing urban water distribution and sewage collection networks, as stipulated in the Interim Provisions on Guiding ForeignInvestment Direction and the Cataloguefor the Guidance of Foreign Investment Industries of 1995. As mentioned earlier, improving the distribution and collection networks is where the most significant savings from efficient management usually arises. Commercial management of metering and collecting tariffs from end users usually increases water revenues without significant capital expenditures as well. So the preclusion of MNCs from distribution networks had limited impact on the improvement of China's urban water services. Additionally, individual private investments rarely exceeded the USD 30 million threshold at which State Development Planning Commission (now known as the National Development and Reform Commission) approval was required, as the requirement for national-level approvals greatly increased project risks, especially in delivery timeframe and its associated costs. These relatively smaller projects were in turn not as attractive to MNCs. Otherwise, the PPP agreements per se were favorable to foreign investors during this period, because municipal governments placed great emphasis on attracting foreign investment. Many of the projects funded by foreign capital had liberalized water tariffs, and a guaranteed investment return, which conversely undermined the role of market competition in increasing the efficiency of the Chinese water sector. So despite the many efforts of the government to promote public sector participation, the complicated mechanisms of China's water resource management failed to enthuse widespread private sector participation in water projects, and only 4 percent of the total investment in water infrastructure was attributable to private capital between 1990 and 2000. 3 Major headway was made in 2002, when China amended the 1988 Water Resource Law, 36 integrating China's water management and administration on numerous fronts and fully developing its market-oriented reform. Amongst the many establishments of the 2002 Water Resource Law, of particular interest to our discussion are the liberalization of private sector participation in China's urban water supply, and the implementation of a tiered water tariff system that allowed full cost recovery for water supply services. The amendment of the 2002 Water Resource Law was followed closely by the release of MOC's Opinions on Accelerating the Marketization of Public Utilities (No.272 Policy Paperof the MOC, 2002). Both foreign and domestic water companies were now free to participate in the Chinese water sector through a multitude of PPP ownership arrangements, including joint ventures (JV), partial divestitures of public assets, full service water concessions, Build-Operate-Transfer (BOT), and Transfer-Operate-Transfer (TOT), alongside the existing state-owned water supply companies. Still, BOTs remained the dominant PPP arrangement for a number of years. Foreign water companies were previously only allowed to be involved in water distribution networks in smaller cities. Now they were also allowed to participate in the expansion, operation, and maintenance of water distribution networks in larger municipalities, which was attractive to the foreign companies as it allowed them to diversify their revenues, and given the rapid pace of urban development in China, represented significant opportunities for revenue growth. These changes went beyond simply granting increased private sector participation in urban water services; the new policies contained important clarifications on State ownership of water, and the inherent redefinition of the role of the government and operators in the water sector.37 The State Council also issued the Notice on Appropriate Handling ofExisting Problemsin Guaranteeof Foreign Investment Fixed Return Projects in 2002, which made guaranteed investment returns on projects with foreign investment illegal, on the basis that it resulted in an unequitable distribution of 25 the benefits enjoyed by foreign investors and the risks born by domestic investors, and thus violated regulations on Joint ventures and Sino-foreign cooperatives. This resulted in the renegotiation of many PPP contracts, and led a number of foreign water companies to sell their shares in Chinese water assets back to municipal governments. However, it corrected a major flaw in contract structures, as a private operator receiving guaranteed investment returns would otherwise have no strong incentive to increase the efficiency of their operations, undermining one of the main reasons for engaging private operators in the first place. Subsequent policy papers streamlined the development of PPPs, such as the Measures for the Administrationof ConcessionaryOperationof Urban UtilitiesIndustries,38which was enacted in 2004, essentially mandating that a public bidding process should be adhered to as part of procurement procedures for urban water service contracts. Municipalities now usually invite a limited number of private sector participants to bid on a selective basis for most tenders. Since then, similar policies aimed at supporting the development of China's membrane sector, improving wastewater standards to make it suitable for reuse, and continuing to raise and restructure water tariffs, have also been released. Most of the major regulations relating to PPP development in China's water sector were enacted by 2004, and can be referred to in Figure 5. The deregulation and large growth opportunities attracted more private sector participation. By 2008, over 30 percent of China's urban water services had some degree of private sector interests, 39 with a breakdown of about 20 percent of projects involving in water utilities and 70 percent in wastewater utilities. 40 And China was a major driver for PPP projects on a global scale. Between 2001 and 2012, China accounted for 61% of new private sector water projects globally, 41 as illustrated in Figure 4. Furthermore, the government has announced plans in its twelfth five-year plan to spend RMB 4 trillion (USD 635 billion) to further develop China's water infrastructure between 2011 and 2020. Now projecta Water projects by region 90 70 60 501 40j 304 201 10 0 ..11111111 i~iI 1 1991 1995 0 China 0 Latin America and the Caribbean m Sub-Saharan Africa 2000 a Rest of East Asia and Pacific 0 Middle East and North Africa 2005 a Europe and Central Asia * South Asia 2010 Figure 4: Global privatesector activity in water infrastructure,42 26 Year 1989 1991 1995 1995 1995 1997 1997 1998 1999 2002 2002 2002 2002 Title The PRC Environmental Protection Law The PRC Water and Soil Conservation Law The Certain Matters Relating to Project Financing by Domestic Institutions Notice The Several Issues Concerning the Examination. Approval and Administration of Experimental Foreign Invested Concession Projects Circular (the BOT Circular) The PRC Security Law The Catalogue for Guiding Foreign Investment in Industry The Administration of Project Financing Conducted Outside China's Tentative Procedures (The Interim Procedures) The Urban Water Price Regulation The PRC Contract Law The PRC Water Law (revised. first in 1988) The Measures on the Guarantee of Fixed Profit Margins for Foreign Investment Projects The Foreign Investment Industrial Guidance Catalogue The Opinions Concerning the Acceleration of the Marketization of Urban Utilities Industries 2004 2004 2004 2008 The Measures for the Administration of Concessionary Operation of Urban Utilities Industries Administrative Measures Concerning Urban Utilities Concession Rights The Circular on Accelerating the Reform of Water Price. Promoting Water Saving and Protecting Water Resource The PRC Water Pollution Prevention Law (revised, first in 1984, revised in 1996) Figure 5: Laws and regulations relating to PPP water projects in China 4 Water Tariff Reform Another prominent feature of the Chinese water industry is the low water tariff rates in comparison to other major economies. 44Due to water's characteristic as both a social and economic good, setting an appropriate water price is not a straightforward process. Since the founding of the People's Republic of China in 1949, water tariffs rates were established directly by the central government at extremely low levels, as water provision was considered a public service. The state-owned water supply companies did not participate in water tariff setting, and there was no information disclosure or public participation in tariff decision-making process. 45 But as mentioned earlier, the central government realized that raising water tariffs was a crucial step in attracting private investment and ensuring sufficient funding for China's urban water services, as well as an important tool in reflecting the relative scarcity of water and encouraging water conservation. They therefore took concrete steps to reform water tariff structures across the country, which was accompanied by the installation of water meters at the household level; the first formal water tariffs were collected in 1985. Still, given the poor quality of water provided by most municipal water companies, it was difficult to implement tariff increases. In addition to the 1994 Ordinance on Urban Water Supply that empowered provincial governments to set cost-recovering water tariffs rates, the NPC Standing Committee also promulgated the Price Law of People's Republic of China in 1997, which set a milestone in water tariff decision-making in 27 China. The 1997 Price Law allowed further decentralization of decision-making power to prefecturelevel governments, and broadened the stakeholders involved in decision-making to include water supply companies, who were responsible for preparing water tariff plans, and the consumers of water, through their participation in formal public hearings on the water tariff-setting process. 46The 1997 Price Law was a very significant development for China's water industry, as we will see in our discussion of its effect on the nature of Veolia's and Suez's contracts in China in the "Further Discussion" section. The 1998 policy on the Administrative Method on Urban Water Supply Price,47was another major development that operationalized the 1997 Price Law by defining water price structures and measures for setting water supply prices and provided much stronger guidance for collecting water tariffs. The 1999 Circularon Strengthening the Collection of Wastewater Treatment Tariffs called for inclusion of wastewater treatment charges (WWTC) in the water tariff scheme, and it was to be set at levels that covered operational and maintenance costs along with a moderate profit, indicating the government's recognition of the need for more holistic view of water service costs in ensuring sustainable water provision. As a consequence of these policies, the 1990s witnessed an annual growth rate of the total water tariff of 16.5%, 48 with a tiered tariff structure implemented to different extents across China, and special rates for low-income consumers to maintain access to water supply even with the price increases. Despite these measures, operating revenues were insufficient to cover the operating, maintenance, and capital costs of a significant portion of China's water infrastructure, due to extremely low base from which increases started. It must also be recognized that uncertainty still exists around tariff increases, as central government regulation is applied at a differential rate across individual cities. Municipalities tend to be more flexible in acting on these regulations, especially for water tariff adjustments, which remains a politically-sensitive area. According to the World Bank, as many as 60 percent of water supply services in China still made financial losses in 2004, 49 and such utility companies would have had to be subsidized by the government. This uncertainty around water tariffs was actually a strong incentive for privately-run water companies to reduce non-revenue water losses in water distribution networks, but many water companies that were not well run coped by cutting back on maintenance and deferring expansion, which had the makings of a capability trap in which efficiency, service quality, and reliability declined. 50 The State Council's 2004 Circularon accelerating the reform of water price, promoting water saving and protecting water resource further emphasized the need to adjust the water supply price to a rational level. 2004 also saw the promulgation of the Administrative Method on Raw Water Price of Hydraulic Facilitiespolicy, replacing the 1985 tariff policy and revising the label on water, from a public good to a commercial good, and therefore subject to commercial prices. Even at present, water consumption typically accounts for an average of 1.2 percent of personal income in China, while in Europe, that rate is 4 percent. 51 This indicates that there is still room for an affordable increase of water tariffs in China, an increase that will improve water conservation and help to attract more investment for water infrastructure. A 2013 survey conducted by Global Water Intelligence, said the average water tariff (which includes charges for water and wastewater) in 25 major Chinese cities was USD 0.51 per cubic meter (the global average was USD 2.11 per cubic meter). 52 Steve Clark, CEO of Suez Environnement China said that the water supply services in many Chinese cities are now financially viable without government subsidies. 53At the moment however, the tariffs are not sufficient to support water that is supplied via desalination or the North-South Water Diversion Project in the drier northeast of China - water from these sources still have to be subsidized by the government so as not to stifle economic development. A progressive water pricing scheme will 28 be introduced by 2015, in which end users have to pay a water tariff that increases at an exponential rate in relation to the amount of water used, and water-intensive industries will be encouraged to recycle water with a higher tariff rate. As the country continues the tariff reform process across its cities, it will continue to encourage more efficient water use and make more water treatment technologies economically viable. The raising of water tariffs will not only make new water treatment technologies viable, it will also affect the attractiveness of the municipal water market to the private sector. While the political sensitivity of raising water tariffs will only allow price increases to occur gradually, the increase ultimately makes the Chinese water market more attractive to private sector participants, for both MNCs and domestic water companies alike. 29 Veolia & Suez in China Veolia Water Veolia Water is a French water services operator that provides management of water and wastewater services for municipal and industrial clients. It designs, constructs, and operates water and wastewater treatment plants and distribution networks, as well as water reuse and desalination plants. It is the water division of Veolia Environnement, which was formerly known as Vivendi Environment, and its origins date back to 1853, when G6n6rale des Eaux was created by the imperial decree of Napoleon III to supply water to the city of Lyons. Today, Veolia Water has close to 90,000 employees globally, and its 2012 revenue exceeded C10 billion. It supplies drinking water to 101 million people around the world, making it the largest water company globally. The breakdown of Veolia Water's 2012 revenues by region is as follows: France Rest of Europe % Asia Americas Africa & Middle East 0% 5% 10% 15% 20% 25% 30% 35% 40% Figure6: Veolia Water global revenue breakdown by geography. Veolia Water in China Veolia Water has more than 13,000 employees in China, and its water contracts serve over 43 million people. 54 It maintains local offices in Beijing and Shanghai. It focuses on long term contracts in municipalities with strong potential for growth. As such, it has aggressively pursued contracts in provincial capitals, and its main municipal contracts involve full water service concessions in large cities. ss While Veolia first entered China in the early 1980s through its subsidiary OTV, Veolia Water only started winning substantial projects in 1997, when it won its first Chinese water management contract, a 20 year contract for the operation and maintenance of a water production facility in the city of Tianjin. This was the first time the Chinese government allowed a foreign entity to operate an existing water treatment plant. Considering Veolia Water's comparatively late entry into the Chinese water market, it has been very successful in building a strong project portfolio. In 1998, a consortium comprising Veolia Water and Marubeni Corporation won the BOT contract for Factory B of Chengdu's No.6 waterworks. Veolia Water was to build the Chengdu waterworks treatment plant, and operate and maintain the facility 30 for a period of 18 years, serving a population of 2.66 million in Chengdu. This was one of three landmark PPP projects conducted under competitive bidding in China's infrastructure market. 56 Veolia's China Strategy Veolia Water adopts an aggressive strategy in China, targeting long-term concession contracts in the country's largest municipalities, 57 which puts it in a strategic position when these fast-growing municipalities expand their water infrastructure's geographical coverage with the maturation of its concession areas. The large concessions grant Veolia greater economies of scale and higher profits, as further explained in the "Contract Types" discussion in the next section. Its strategic bidding in key municipal areas is also expected to provide a foothold for expansion into the region surrounding these provincial capitals, and also in anticipation of water tariffs increases. Its strategy seems to be paying off; many of the municipalities where Veolia Water operates have indeed increased their demand for water. The concession in Shanghai Pudong has seen a 50 percent growth in water volume since it began operating in 2002. Veolia also received a significant extension to its original 2003 contract in Shenzhen, along with water tariff increases that have at the same time boosted Veolia Water's revenues. 58 Despite its aggressive approach towards China's water market, none of its 25 contracts in China has been reneged. "It's fair that we could hope to double the number of inhabitants we serve," said Antoine Fr6rot, Veolia Water CEO, in 2007. Veolia is well known in China for outbidding competitors with a high premiums bid strategy. For example, Veolia won an international bid to acquire 50% of the shares of Shanghai Pudong Water Company in 2002, at a premium of over three times the net asset value of the portfolio's assets. The acquisition was accompanied by a contract for a 50 year full water service concession, 59 which included water production and distribution, as well as customer billing and services in the Shanghai Pudong area. This was the first time a private company was allowed to offer full management of a water distribution network including water tariff billing in a large Chinese munipality. The Shanghai Pudong win was followed by the subsequent signing of numerous high profile full water services contracts: 2003 * 50 year concession in Shenzhen in Guangdong province, a designated special economic zone bordering Hong Kong. 2005 * 30 year concession in Kunming, the capital of Yunnan province. 30 year concession in Changzhou, a city adjacent to Shanghai. * 2006 0 30 year concession in Liuzhou, the center of freight transportation in Guangxi province. 2007 0 * 30 year concession in Lanzhou, the capital city of Gansu province. 30 year water and wastewater concession in Haikou, the capital city of Hainan province. The entire province of Hainan is a designated special economic zone. 30 year concession in Tianjin municipality, a designated economic development area. * 31 Its bids for 49% interest in Tianjin Shibei Water Company and 45% interest of the Lanzhou Water Supply Company were over three times the market value of the assets, and its bid for Lanzhou was more than three times that of the next highest bidder, Sino-French, as illustrated in Figure 7 below. The high premiums that Veolia pays to win large municipal contracts in China is representative of the long time horizon it has on the investment returns for its concessions, as water tariffs only increase gradually, and the increase in revenue from each concessions can only grow moderately with population increases in those concession areas in the short run. Veolia must therefore be looking at longer term growth of both water tariff and population growth due to urbanization, to earn the returns that it places such high premiums on in winning concessions. This is confirmed by Antoine Frdrot, CEO of Veolia Environnement. "The price we give in our bid is clearly very linked to our view of the future. If we don't take into account the capacity of growth in the contract, we could not be competitive." Bids for Lanzhou Water Supply Co. Bids for Tianjin Shibei Water Company 2,500 c 2,000 2,180 1,710 1,500 2,000 1,190 = 1,500 C9 920 c- _-45 No~ .0 1,000 700 E~ 500 000450 500 -8 5 Figure 7: Veolia Water's bidsfor large concession contractsin Tianjin and Lanzhou Modus operandi Veolia Environnement typically enters Chinese water supply contracts as an independent bidder, avoiding the dilution of its shareholdings and the loss of control, but it has on occasion entered into partnerships with local investment developers on a project basis. It has participated in numerous partial divestitures, acquiring between 45 percent and 50 percent of a time-bound equity stake in the municipal water supply company to manage the local water infrastructure for the duration of the concession. The operation and maintenance (O&M) of the infrastructure within the concession is subcontracted to a fully-owned or majority-owned subsidiary of Veolia Water. In this way, Veolia is able to bring in its global water management experience and expertise to benefit local water services. In fact, when Veolia enters such contracts, it is the O&M business that it pursues. "The return on equity (in a municipal water supply company) is not so high because it is at a Chinese level but we can leverage it a lot to get the O&M profit... The core competence of the group is to be able to manage on a long-term basis the operation of water and wastewater business." - Antoine Frdrot, CEO of Veolia Environnement The Shanghai Pudong contract structure is illustrated in Figure 8 below. Similar contract structures were replicated in Veolia's Shenzhen (2004) and Lanzhou (2007) full water concession contracts. 32 r-- - - - - Shanghai unicipal Government Opera te & Maint ain O&M fee Veolia Water - +-- Shanghai Pudong Veolia Water Supply Co. Ltd - - -- --- I 50% WAE TARIFF Customer Billing & Service Concession Contract (50 year) . Shan ghai Water Assets Managemn nt & Development Co. ManaRe Invest ....Distribute Existing Water Infrastructure Figure 8: Shanghai Pudong Veolia Concession Model New Water Infrastructure - - -+ - g Concessionary Relationship Ownership 33 Suez Environnement Suez Environnement is a French utility company that provides water treatment and waste management services. It provides drinking water to 91.5 million people, 60 making it the second largest global water services provider after Veolia Water. Its waste management services competes directly with Veolia Environmental Services, another major division of Veolia Environnenment. In the water sector, Suez Environnement designs, constructs, and operates water and wastewater treatment plants and distribution networks, as well as water reuse and desalination plants. Its history can be traced back to 1858, with the founding of Compagnie de Suez to finance the development of the Suez Canal. Lyonnaise des Eaux, a French water supply company, merged with Compagnie de Suez in 1997, to form Suez Lyonnaise des Eaux, which subsequently merged with Gaz de France to form GDF Suez in 2008. The 2008 merger resulted in Suez Environnement becoming an independent entity, though GDF Suez remains its largest shareholder, continuing to hold a 35.7 percent share capital in Suez Environnement. 61 Today, Suez Environnement has 80,000 employees in 70 countries, and revenue from its water business amounted to C7.1 billion in 2013. 49% WATER - 51% WASTE BREAKDOWN BY GEOGRAPHY S49% Waftr 29% outside Europe MORO 0 51% West. EfW & other Regulated ASIA -FRANCE USA recovery Soring & Recycling Concessions & O&M - AUSTRALIA OTHER EUROPE UKSPAIN GERMANY &BENELUX. i Equipment & Services New Services Design &Build Elimination Services 35% Rest of Europe J Figure9: Suez Environnenent global revenue breakdown by geography and sector. 62 Suez Environnement In China In China, Suez Environnement has over 7,000 employees and manages close to 30 water contracts, providing drinking water to 15 million people through Sino-French Water, its JV company. 63 Suez also provides infrastructure design and construction services through Degr6mont, and waste collection and disposal services through SITA Waste Services, both of which are wholly-owned subsidiaries of Suez Environnement. As we are interested mainly in the longer PPP water contracts, we will focus on Suez's activities in China through Sino-French Water, which operates mainly under BOT contracts and concession contracts. 34 - 100% 100% NWS HOLDINGS LTD DEGREMONT M100% SITA WASTE =50% SINO4RENCH HOLNGS (HONG KONG)LTD. 3 WATER 85%MACAO SUPPLY COXTD, 100%1 SINFNCH WATER DEVELOPMENT CO-LTD close to 30 contracts Figure 10: Shareholding structure of Suez Environnementand New World Development in Sino-French Water Sino-French Holdings was formed in 1985 as a partnership between Suez Environnement and New World Services (NWS) Holdings, 64 which is the infrastructure arm of New World Development, a Hong Kong-based conglomerate. Both partners share 50 percent ownership of the JV, Sino-French Holdings, and its wholly-owned subsidiary, Sino-French Water, as depicted in the diagram above. The shareholders' agreement of Sino-French Holdings provides for equal representation on the company's Board of Directors, as well as a right of first refusal that benefits the other shareholder should one of the parties sell its holdings. 65 Also in 1985, Suez and NWS Holding formed the Macao Water Supply Company (Macao Water) and began its first joint project in the region as the exclusive water services provider to Macao under a 25 year water supply agreement with the government of Macao. Macao Water was also in charge of managing the city's water distribution network, and brought drinking water quality up to standards comparable to municipal water standards in Europe, as well as dramatically reducing the nonrevenue water losses in Macao's distrubution network. 66 The success of Macao Water was instrumental in Sino-French's entry into mainland China in 1992, when it established the Tanzhou Water Supply Company (Tanzhou Water) to run its first operations in China. Tanzhou Water is 58 percent owned by Sino-French, and is the first Chinese-foreign water supply joint venture company in China's water sector. The Tanzhou Township is just across the border from Macao, and Macao Water demonstrated the effectiveness of Suez as a foreign company bringing in technology and know-how, improving both the reliability and the quality of water services. This played no small part in opening the way for Sino-French to establish the 35 year water supply and distribution network management contract in Tanzhou. 67 Sino-French inked its first full water concession contract in a large Chinese municipality in Chongqing in 2002, and went on to establish the Chongqing Sino-French Water Investment Company in 2006, a 50:50 joint venture with the Chongqing Water Group. Chongqing is a major transportation hub, and since it became a directly-controlled municipality of the Chinese central government in 1997 has grown to become the largest Chinese municipality and the only one of the four directly-controlled municipalities situated in inland China; this was clearly a strategic win for Sino-French, to extend 35 greater reach into surrounding provinces in Western China. Chongqing Sino-French Water was also the first Chinese-foreign investment holding company in China's water sector. Sino-French acquired American firm Earth Tech's Chinese projects in 2009, a deal which arose from AECOM's divestment of a large number of Earth Tech's global assets to Suez. The 3 projects thus obtained are placed under Suez's Sino-French assets in China, but are associated more strongly with Suez's global strategy rather than its China strategy. Suez also acquired 65% of Shuangliu Dayi Environmental Technology in 2012, a private company based in the Sichuan province, and this acquisition further extended Suez's reach into western China. Suez's China Strategy Suez focuses on winning contracts in many of the more wealthy provincial capitals of China, where double-digit GDP growth is typical. 68 Provincial capitals serve as urban planning models in their respective regions, and are used as reference projects to showcase how its water and wastewater management expertise can benefit neighboring cities. The rapid pace of development in these cities provide Suez the assurance of stable cash flows. However, it has not aggressively pursued the extremely large concessions that Veolia typically goes after in tier-one cities, with the exception of its concession in Chongqing, preferring instead to pursue a larger number of projects with smaller contract sizes and limiting its capital investment, spreading the economic risks of its China portfolio. This difference can be observed in the much lower premiums Suez is willing to pay for large concession contracts as compared to Veolia (Figure 7), and it can also be seen in the profile of the contracts Suez has entered, as discussed in "Scale of Operations" in the next section. In comparison with Veolia Water, Suez takes a more cautious approach to China's water market, continually ensuring that it is hedged against risks by limiting its employment of capital and embedding itself in all of its operations through Sino-French. This approach serves to reduce its financial risk and allows it to better adapt to the diverse conditions of local communities across the many regions of China, 69 especially in developing projects further inland. However, Suez is also diluted 50% in its control of each of its new projects in China, and also receives a lower profit for its involvement in each contract. Modus operandi Suez selectively develops new concessions in water and wastewater treatment services in China using its technological capabilities and the management expertise it has gained from operating water infrastructure around the world, to improve local water services covered by its contracts. Before requirements for municipal governments to engage in competitive bidding were established in 2004, Sino-French typically engaged in direct negotiations with municipalities to develop water projects. But it now has to participate in competitive bidding under the current PPP regulations. Upon winning a project, Sino-French typically injects some foreign capital into its projects in Hong Kong dollars, and then raises finance locally with its joint venture partner, and the design and construction activity for new infrastructure development is subcontracted to Degr6mont. As mentioned earlier, Suez handles all operations in China through the Sino-French JV structure, and transfers its operational know-how to Sino-French. This is in contrast to Veolia, which does not involve its local partners in operational management in China. Suez's arrangement of working exclusively through the Sino-French subsidiary in China reinforces Suez's ability to access local 36 connections, and likely played a key role in establishment of its joint venture with Chongqing Water in 2006. Suez's local entrenchment is also likely to pay dividends in terms of capturing growth opportunities in the future, opportunities that it can only access through its partnerships. Suez Environnement 50%5% ---- NWS Holdings Sino-French Water 5% (Joint Venture) 58% Tanzhou Municipal Government ~ Concession Contract Cotrc (35 year) ' Tanzhou Municipal Economic Devel opment Company I 42% Tanzhou Water Supply Company Ltd (Joint Venture) | Pr9flR00. VVM I X-n I MFA I I I Customer Billing & ServiceU Operate t ,n I Invest |Maintain, &Sevc |Manage Distribute Existing Water New Water Infrastructure Infrastructure I *Consumer LEGEND - -- Concessionary Relationship o Ownership Figure 11: Tanzhou Water Supply Company concession model 37 PPP Activity Data In this section, we will review the PPP contracts that both Veolia Water and Suez Environnement have entered over the last two decades, in terms of the scale of operations and the types of PPP arrangements. Figure 12 shows the sum of new populations served by Veolia and Suez in major municipal water contracts each company establishes each year, while Figure 13 shows the average population served by these new contracts each company clinched in a given year. A tabulation of the details for each of these major municipal water contracts can also be found in Appendices B and C. Veolia Water served a total population of 44,690,000 people in 23 projects obtained from the time of its entry into China in 1997, until 2012. This works out to an average project size of 1,943,043 people served per project. Suez Environnement on the other hand served a total population of 17,753,500 in 27 projects in a longer time period, having entered its contract in the special administrative region of Macao in 1985. This works out to an average project size of 657,537people served per project. This information is presented in the table below, along with a breakdown of populations served under each contract type by Veolia and Suez, whether it was an O&M, BOT, or concession contract; as well as whether it was a water supply (WTP) project or a wastewater (WWTP) project. Neither company entered O&M contracts for water supply, or wastewater-only concessions. This breakdown is also presented graphically in Figure 14. Figure 15 contains data on the new PPP projects for major private sector participants in China, from the World Bank's Private Participation in Infrastructure (PPI) database. This gives us an idea of the overall level of activity in the water PPP sector in China during the period of our analysis. In Figure 16, we look at the same PPI data as in Figure 15, but this time by arranging the projects according to the type of private sector participants. 38 VEOLIA & SUEZ - NEW POPULATION SERVED IN CHINA * 14 12 2002 - Revision of Water Resources Law - Notice on Appropriate Handling of Existing Problems in Guarantee of Foreign Investment Fixed Return Projects - Opinions on Accelerating the Marketization of Public Utilities ----------- 10 a) -a 0 - -. 2004 - Measures for the Administration of Concessionary Operation of Urban Utilities Industries - Circular on Accelerating the Reform Of Water Price 8 1998 Administrative Method on Urban Water Supply Price 0 6 9 1997 Price Law Nov 2008 Chinese stimulus package 1994 - Ordinance on Urban Water Supply - Circular on Attracting Foreign Investment through BOT Approach 4 i1L m 2 ill N N I I I I I I I I I I I I I I I II II #0 N~# #~~ o I I I1 ~0NTN EVeolia *Suez Figure 12: New populationsserved by Veolia &Suez in China in the last two decades 39 VEOLIA & SUEZ - AVERAGE SIZE OF NEW PROJECTS 5 4 CL w3 o 2 - Veolia - Suez Figure13: Average populationserved by new contracts won by Veolia & Suez in China in the last two decades Table 2: Breakdown of total population served by Veolia & Suez under each contract type WTP BOT 8,510,000 19% Full Water Concession (incl. wastewater) 28,690,000 64% Veolia Water WWTP O&M 270,000 1% (23 projects) WWTP BOT 7,220,000 16% Total Population Served 44,690,000 100% Average Project Size 1,943,043 I-WTP BOT 9,464,000 53% 5,890,000 33% 507,500 3% WWTP BOT 2,010,000 11% Total Population Served 17,871,500 100% Average Project Size 638,268 Full Water Concession Suez WWTP O&M Environnement (28 projects) 40 VEOLIA - NEW CONTRACTS BY CONTRACT TYPE 12,000,000 10,000,000 8,000,000 6,000,000 4,000,000 2,000,000 MWTP BOT a Full Water Concession SUEZ - N Full Water & Wastewater Concession U WWTP O&M BOT U WWTP U WWTP BOT NEW CONTRACTS BY CONTRACT TYPE 5,000,000 4,000,000 3,000,000 2,000,000 1,000,000 0 MWTP BOT m Full Water Concession U Full Water & Wastewater Concession U WWTP O&M Figure 14: Veolia's & Suez's new contracts in China - breakdown by contracttype 41 NEW PPP CONTRACTS IN CHINA'S URBAN WATER SECTOR 50 U Aj 40 40 02 Z 20 1994 1995 1996 1997 1998 1999 2000 2002 2001 U Water 2003 U 2004 2005 2006 2007 2008 2009 2010 2011 2012 Wastewater Figure 15: New PPPcontracts in China's urban water sector - breakdown by sector 3 30 0 .. . .II. Lh iii. NEW PPP CONTRACTS IN CHINA'S URBAN WATER SECTOR 50 h dJ U,45 w40 0 lii ii1ii S30 c25 0 20 ~15Ur 1994 1995 1996 1997 1998 1999 2000 2001 2002 U Domestic 2003 U 2004 2005 2006 2007 2008 2009 2010 2011 2012 MNC Figure 16: New PPPcontracts in China'surban water sector - breakdown by projectsponsor 42 Further Discussion Especially in China where regulatory uncertainty is not trivial 70 and regulatory practices differ significantly between provinces, preparing a tender bid is a costly and time-consuming endeavor that occupies valuable organizational resources, as it is difficult to complete necessary due diligence for the large investments in new water infrastructure projects. Given this situation, Veolia and Suez have to be strategic in deciding which projects to bid for. In this section, we will examine how the various aspects of projects of each of the two companies entered were aligned, or could be explained by the changes in the regulatory and market environment in China. Scale of Operations We look at the scale of operations of both Veolia and Suez in terms of two properties of the projects each company entered; the average size of contracts, and the number of contracts. The projects taken up by Veolia and Suez differ considerably in scale, and the averages in Table 2 provide an indication of the scale of projects that each company targeted. Veolia's average of 1,943,043 people served per project is almost three times that of Suez's 638,268 people served per project. It can also be seen from Figure 13 that the average population served by Veolia's new contracts were significantly larger than Suez's almost every year, evidencing the stronger focus Veolia places on winning large contracts compared to Suez, and alludes to Veolia's higher risk appetite in entering the Chinese water market. Next, we look at whether regulatory policies had an effect on the populations served by Veolia and Suez's PPP contracts. By observing the trends in Figure 12, it may seem that the amendments to the Water Resources Law in 2002 was the crucial turning point in the opening of large contract opportunities to Veolia and Suez. Yet, as shown in Figure 13, the average size of Veolia's first projects in Chinese water market in 1997 and 1998 were already noticeably large. Even Suez, as the earlier entrant to China, began engaging in larger contracts in 1997. The most significant regulatory change around that time was the introduction of the 1997 Price Law and 1998 Administrative Method on Urban Water Supply Price. These two policies created the formal framework for municipal governments to structure the pricing for water and charge water tariffs to consumers, by empowering decentralized pricing decision-making down to the more granular prefecture-level. More importantly, as we see from the increase in project activity in Figure 12 and Figure 13, the promise of higher and more well-structured water pricing policies successfully attracted interest from Veolia, which entered the Chinese PPP water market in 1997, and Suez, which increased the its scale of operations in China, also in 1997. It is important to bear in mind that water tariffs were below cost-recovery levels until recently and in some of the less developed cities tariffs have yet to reach cost-recovering levels. Higher water tariffs meant that projects were less reliant on government subsidies, and would become viable in many more cities, and it also gave private companies greater confidence that its operations could turn in a profit. One might wonder if the increase in activity in 1997 and 1998 is attributable to a situation where the Chinese municipal authorities had simply bridled projects from private sector participation in the prior years, but then made more projects available for development by MNCs starting from 1997. This is not a likely scenario, considering the urgent need to boost water treatment infrastructure across a large number of Chinese cities. Such a scenario would also contradict the State Council's (the highest state administrative body) release of the Ordinanceon Urban Water Supply in 1994, which sought to encourage private sector involvement in the urban water sector. The increase in the scale of operations in both Veolia and Suez is thus best understood by the role that increased visibility over profit-earning potential played in attracting private sector involvement. 43 Another observation we make from Figure 12 is the increase in the number of projects that Veolia and Suez enter into after 2002. What is significant about this increase is that it reveals how both companies held a long-term horizon in their entry into China, not pursuing short-term investment returns by relying on the guaranteed investment returns that the Chinese government had previously promised in PPP contracts but annulled in 2002. Instead, both Veolia and Suez begin to increase not only the size of individual contracts, but also increase the number of contracts it engages in, even after the release of the 2002 Notice on Appropriate Handling of Existing Problems in Guarantee of ForeignInvestment Fixed Return Projectswhich made the guaranteed investment returns illegal. This is in contrast to the termination of Thames Water's Dachang WTP contract in Shanghai, which is often quoted as a representation of PPP model failure in China. Contract type 63 percent of Veolia's population served in China involve concessions, compared with WTP and WWTP BOT projects, which served a combined 36 percent of its population served. Suez, on the other hand has 64 percent of its population served in China attributable to WTP and WWTP BOT projects, and only 33 percent in concessions. This suggests that while both Veolia and Suez compete for projects in China, their strategies are clearly different. It appears that Veolia has a much stronger preference for large concessions, while Suez prefers lower-risk BOT projects. Veolia has a majority of its projects in concession modes, in which it takes on a commercial risk, balancing the capacity of all its water infrastructure with customer demand within its concessions, and earning its revenues from direct collection of water tariffs from its customers. The commercial risk stems from the fact that there are no guarantees of customer demand provided by the municipal authority. Should it not be able to collect sufficient water tariffs from its customers, no matter whether it is because water demand within the concession area drops, or it is unable to get customers to pay the water tariffs. In either case, Veolia may not be able to recoup its investments in infrastructure, let alone earn a profit. At the same time, heavy penalties are imposed on Veolia should it fail to supply sufficient water to meet consumer demand. Still, the PPP activity data shows us that once concession modes were permitted through the amendment of the Water Resources Law in 2002, Veolia engages heavily in concessions, revealing its preference for concessions over other contract types. This is because the returns from concession contracts are higher compared with BOT and O&M contracts, especially for an experienced concession operator with the know-how to optimize planning, operation, and management of all the water infrastructure within its concession area. In fact, not all water companies are apt at managing, or have the financial resources to manage, large concessions. Veolia, which serves the largest combined population amongst all the water companies around the world, undoubtedly has such know-how. Veolia also mitigates its commercial risk by only entering concessions in large municipalities with a strong local economy, where the probability of it not being able to collect sufficient water tariffs within its concession area is lower. The risk inherent in a concession actually decreases the larger the concession area is, as large cities tend to have more robust economies that attract increased immigration - this is of course provided that the concession operator has access to sufficient capital to support the high growth of the concession area. The strong economies of such cities not only represent an assurance that water demand will grow; the diversified mix of industries in large cities also means that the populations of these cities are more likely to remain stable. Operationally, a large concession area enables Veolia to achieve economies of scale, as it can build larger treatment facilities instead of many small ones, and its centralized systems for managing the entire distribution network 44 serves a greater number of people. These advantages make large concession contracts very attractive, and Veolia clearly pursues them aggressively, its strong balance sheet enabling it to secure the financing it needs to support its aggressive bids to win them. However, because concession contracts are 30 to 50 years in duration, the commercial risk is still significant, especially considering the high premiums Veolia has paid in many of its concession contract wins. Suez also entered at least six concession contracts, though it can be seen from Figure 14 that these concessions were much smaller than Veolia's. Concession contracts only began to appear in large cities in China after 2002, when the Ministry of Construction released the Opinions on Accelerating the Marketization of Public Utilities. But the Tanzhou concession established by Suez in 1992 was allowed to proceed before the release of this policy, because Tanzhou was not considered a large municipality. It may be tempting to conclude that Suez's stronger WTP BOT project portfolio is representative of its more cautious approach to the Chinese water market, given that BOT projects are generally less risky compared to concession contracts - BOT operators are responsible for supplying a pre-defined volume of water to the distribution network, and the minimum off-take volume specified in many BOT contracts provides a measure of assurance to the operator. However, an examination of the distribution of contract gains over time tells us otherwise. As we can see in Figure 14, Suez's WTP BOT projects were mostly acquired before 2002. That BOT contracts included take-or-pay guarantees does not seem to lead Suez to prefer WTP BOT contracts over concessions; it gained only concession contracts once the Chinese government permitted higher yielding concession contracts in large cities in 2002, and not BOT contracts. The WTP BOT contract Suez gained in 2009 was from its acquisition of Earth Tech's assets, and factor into Suez's global strategy more than its China strategy, as mentioned earlier in our discussion on Suez. Moreover, Suez also began facing much stronger competition for WTP BOT projects after 2002, when domestic water companies were permitted to participate in PPPs. Unlike in concessions, in BOT projects it is the bidder who is able to achieve the lowest price for supplying water to municipal authorities that usually wins the bid, and local companies frequently submitted water prices that were in the region of 20 to 30 percent lower than the MNCs, 71 prices that the MNCs could not sustain, given their higher overhead costs. In addition, fewer domestic water companies were precluded from entering BOTs than concessions, as BOTs involved discreet assets with more predictable investment requirements compared to concessions. From these two observations, it is apparent that Suez's management of risks in the Chinese water market is realized, whether by intent or by circumstances, more through its decision to limit its capital investment by entering smaller municipal contracts, and entering such contracts together with its local partners; not by its choice to pursue a higher percentage of BOT projects. We also begin to see from this analysis how competitive pressure from domestic firms has begun to impinge on Suez's contract wins, a pressure that eventually also affects Veolia significantly, as we discuss in the next two sections. Sector - Water & Wastewater Given the rate of improvement in water supply coverage over the last two decades and the increasing magnitude of its environmental problems, China is placing a strong focus on environmental issues. China's 12th Five-Year Plan (2011-2015) set targets in sewage treatment and industrial pollution management, including a directive to meet a target of an 85% treatment rate for urban wastewater, and for the reuse of 20 percent of that treated wastewater. This will require the construction of more 45 wastewater infrastructure with advanced technology, and is projected to be worth close to USD 60 billion in investment. In Figure 15, we can see that the number of new wastewater infrastructure projects has exceeded that for water supply infrastructure amongst private sector participants in China's water market since 2004. However, if we look for corresponding project wins by Veolia and Suez, we only see two major wastewater contracts, both won by Veolia. The first is an extension of Veolia's 2003 full water and wastewater in Shenzhen, so it is not strictly a new contract win. The second is a sludge treatment BOT project in Hong Kong in 2009, and it must be noted that due to its status as a Special Administrative Region, different PPP regulations apply in Hong Kong as compared to mainland China. Again, details of these contracts can be found in Appendices B and C. It is not plausible that either Veolia or Suez were unaware of the rising demand for wastewater or were too occupied with gaining water concessions to pay attention. Henri Proglio, Chairman and CEO of Veolia in 2004 was also the permanent economic advisor to the mayor of Beijing. Gerard Mestrallet, Chairman and CEO of Suez, was also Chairman of the Chongqing Mayor's International Economic Advisory Council. These two MNCs were clearly well connected in the Chinese political circles and definitely in the know of major movements in the Chinese water industry even before many other domestic private companies. While there are a few smaller wastewater projects in Veolia and Suez's portfolio, the two companies do not seem to be gaining new wastewater treatment contracts anywhere on the scale of what one would expect to see given the large increase in focus on wastewater treatment, as the direction set out in the 12th Five-Year Plan and the World Bank data suggests. This is in spite of the fact that both companies are global leaders in the wastewater business as much as in the water supply business, and both are looking to grow their business in China to offset low growth in European markets, where a large portion of their operations are current situated, and both were politically well-connected in China. It must also be noted that most PPPs for the construction of wastewater facilities are structured as BOT projects. Few wastewater concessions are granted in large Chinese cities, except where they exist as combined water and wastewater concessions, because wastewater collection is still regarded mainly as a public service. And as covered in our discussion on contract types, MNCs were not as competitive as domestic companies once domestic companies were allowed to participate in PPP projects, which explains the dearth of wastewater projects in Veolia and Suez's project portfolios. Domestic Competition In Figure 16, we start to see a plausible explanation for the paucity of new projects for Veolia and Suez in China, not only in the wastewater sector, but in the municipal water industry on a whole. Domestic water companies began to participate in PPP water contracts in late 2001 thanks to a relaxation of the government's prohibition of domestic private companies participating in water PPPs. These domestic companies continued to win a rapidly increasing number of contracts, and began to take on the lion's share of new PPP water contracts starting from 2006. With many domestic water companies criticized as technologically poor and lacking experience, and numerous reports and studies concluding that domestic private companies did not significantly improve water industry performance, such as the one by Wang, Wu, & Zheng, 72 7 the expectation was that many domestic water companies would drop out of the PPP water market after a few years, being unable to deliver satisfactory performance despite raising water prices. 46 However, the pattern of project data in the 10 years leading up to 2012 shows that the total number of new PPP contracts actually increased gradually, peaking in 2007. While this is indeed followed by a decrease in the number of projects won by domestic water companies after 2007, the same pattern is observed for both regional water companies as well as MNCs. Still, the urgent need for water infrastructure has not declined, as evidenced by the increasing attention of the State on investing in water infrastructure that was expressed through numerous channels, including the 12th Five-Year Plan, and in the 2011 No. 1 Document. The slowdown in BOT and concession tenders from 2008 onwards can be attributed in part to the Global Financial Crisis of 2008, which saw a strong decline in infrastructure development globally. In response to the weakening economy, China's State Council announced a USD 586 billion economic stimulus package to minimize the impact of the crisis, almost 40 percent of which was allocated to public infrastructure development. The ready access to credit for public infrastructure under the stimulus plan shifted development activity strongly towards the public sector, and a number of PPPs that were previously being discussed with private sector participants were cancelled. At the same time, there was in China an increased focus on building up local environmental services companies, as local officials' sought to nurture local enterprises; their own prospects for promotion being linked to economic development within their jurisdictions. This, coupled with prevalent lowest-bid-wins practices in China, led to a strong preference for local water companies in public procurement. So while the private sector in general saw a dearth of PPP projects, local water companies still found opportunities to participate in the development of infrastructure, only not so much in PPP arrangements. They were being engaged on a large scale to continue supplying the country's urgent water infrastructure needs as subcontractors to Chinese investment developers, many of whom had access to funding from the stimulus package. Many local water companies thus grew rapidly during this time. While the surge in public financing from the stimulus package has since abated, Veolia and Suez have not seen a simultaneous increase in new PPP project wins. The relative quietness for Veolia and Suez is not representative of the dynamism of China's current water market. There has been a strong and rapid consolidation of the BOT market in 2013, as large Chinese investment developers acquire the more fragmented local water companies to bring scale to their operations, and acquire core technologies like reverse osmosis, energy recovery systems, and high-pressure pumps. The consolidation is also driven by the Chinese government's two decades of procuring from the private sector in China. There are now stricter requirements on private companies engaged using public funds, such as mandating that contractors submit a performance bond, and have sufficient project references and certified technical skills. Many of these requirements are highly unfavorable to the growth of smaller companies, making them prime acquisition targets for the larger companies looking to expand. As a result, the Chinese water industry is now dominated by domestic water companies that compete aggressively for water projects at prices that are difficult for the multinationals to maintain. The local players enjoy stronger governmental support, and easier access to local financing than their multinational counterparts, as many are state-owned or stated-controlled enterprises, result in an increasingly challenging environment for Veolia and Suez, and depicts a situation that is familiar to many other multinational companies that are active in China; their strategies continue to evolve in tandem with the rapidly changing situation in China. 47 Prospects for MNCs Large Chinese cities have experienced the population increases that Veolia and Suez have hoped for, but the rapid economic growth that has attracted the population increase has also seen a decline in the need for foreign investment to finance the construction or rehabilitation of water treatment facilities in cities in eastern China, where local economies and urbanization trends were the most advanced. However, large concession contracts in which Veolia's and Suez's operational management experience can bring marked improvement to municipal water services are now rare, and new concession contracts have not been seen since Suez's 2008 concession in Chongqing, awarded through Sino-French Water. Given the relatively high coverage of water supply services across China's urban environments, coupled with China's heightened recognition that water is a strategic resource and would therefore want to retain control over it, future opportunities for concession contracts seems highly unlikely. But while Veolia and Suez may not have new municipal concessions, both hold on to existing concessions that are of high quality, given the trend of rising water tariffs in the most developed regions of China, and can yield sustained profits if run well. This is especially true for Veolia. It may therefore seem that the opportunities for MNCs lie further inland, but MNCs are in fact in a disadvantaged position here. With the consolidation of domestic water companies, many are now of substantial size and have the financial resources to aggressively pursue projects outside of their home provinces, and are looking at growth opportunities in western China as well. Moreover, there is not a strong need for advanced water treatment technology further inland - Chinese companies already have the technology and expertise to build conventional WTP and WWTP that MNCs cannot match in terms of cost. This has forced MNCs to concentrate on projects that require specialized water treatment technologies and whose clients require strong assurances of success, shifting the focus from the municipal contracts to industrial water treatment systems where the demand for advanced technology is higher. The industrial systems business in China, estimated by the Global Water Intelligence to be worth USD 2.9 billion is currently eclipsed by municipal water, which is worth USD 58 billion. 7 However, there are not as many domestic companies that are active in the industrial water sector at this point of time, and so this is an area with strong growth potential for MNCs. Desalination is another possible area that requires technical capabilities that not as many Chinese water companies have. However, current water tariff rates are simply too low for widespread employment of desalination, so it will be limited to heavily urbanized cities such as Tianjin and Shanghai that do not have any other water sources to tap on. In addition, the desalination operator will continue to be reliant on government subsidies to run viably for many years before water tariffs can support the costs of desalted water. The standing committee of China's National People's Congress announced the "Clean Water Action Plan" in March 2014, placing water pollution as a priority on the national agenda. Its measures strengthen control over water pollution, raising water discharge quality requirements, imposing heavier penalties for polluters, and increasing provincial officials' incentives to enforce environmental regulations locally by aligning environmental metrics with their performance reviews. This heralds an increased demand for industrial wastewater systems, and an opportunity for credible suppliers to rapidly increase sales. To that extent, MNCs with proven track records in water services in major industrial sites are at an advantage. However, the MNCs' advantage will inevitably shrink, as evidenced by the many Chinese companies that are already active in water reuse projects, and the ability to design, build, and run a water reuse 48 project viably represents a significant advancement in a company's technical capabilities. In addition, China's strong focus on increasing research spending on desalination and water reuse technology means that while MNCs may at the moment be able to leverage more advanced technology and their global experience with desalination and water reuse, it will not be many years before Chinese companies catch up, making it an uphill struggle for MNCs to stay ahead of the curve. MNCs may still find growth opportunities, albeit smaller ones, by cooperating with domestic water companies instead of competing squarely with them. Suez's and NWS Holdings' joint 13.44 percent shareholding in Chongqing Water Group is an example of this. Unlike the partial divestitures of municipal water companies that allow MNCs to gain access to the operational management of local water infrastructure, Suez's involvement in the Chongqing Water Group is more of a strategic shareholding. The state-owned Chongqing Water Group operates 32 WTPs and 35 WWTPs in Chongqing, and aims to expand its operations into neighboring provinces in western China. Chongqing Water's embedded local connections and its strong ability to tap into affordable financing is a means for Suez to continue its growth in the westward push of China's municipal water sector, and clearly the identification of the right state-owned company is crucial. The MNC must at the same time be able to bring to the state-owned company what it lacks - advanced water treatment technology. 49 Conclusion In this paper, we have tracked the development of the Chinese municipal water sector to understand how the market and regulatory environment has affected foreign water companies operating in China. We have explored the policy and regulatory changes governing both PPP arrangements and water tariff reforms, granting permission for pilot projects in smaller cities before opening opportunities in larger municipalities, with continuous releases of amendments to previous policies that responded to their experiences in pilot PPP projects. Because projects of significant size had to be approved by state authorities, the pace of development with foreign investment could be monitored and controlled. We also followed the new contract growth of Veolia and Suez in China to understand how the policy evolution affected opportunities for foreign water companies. We observed how the 1997 Price Law made larger contracts more attractive to both Veolia and Suez, but also how the fact that PPP projects were limited to BOT arrangements in turn limited the number of projects that were of attractive to foreign companies. Subsequently, we saw the liberalization of policies surrounding PPP contract types and participation restrictions in 2002, including the permission for private sector participants to enter full water concessions in large municipalities, and for domestic water companies to participate in PPPs. These moves increased the dynamism of the Chinese water market. Along with the greater investment that followed came the availability of global technology and network management expertise, which raised the standards for domestic water companies that were able to learn from the best practices of the foreign companies as well. While the size, technological capabilities, and experience of MNCs provided them with advantages in concessions and encouraged them - especially Veolia with its higher risk appetite - to engage in a larger number of contracts in China, domestic water companies became more competitive in BOT projects. Veolia and Suez therefore did not seem to be able to capture much of the market with the transition of focus to wastewater treatment in 2004, due to the fact that most of the wastewater projects were structured as BOTs, and domestic companies had by this time exceeded the MNCs in their ability to deliver both WTP and WWTP BOT projects at lower cost. Veolia and Suez were able to clinch good quality concession projects, which will provide a more stable revenue stream as the contracts mature and water tariffs in their respective concession areas rise. Taking a step back from the actual events to look at the broader narrative, we see how the Chinese government adopted an experimental approach towards developing its urban water sector, and also in learning to build a "social market economy with Chinese characteristics." It first sought financing for water infrastructure, by drawing in foreign direct investment with guaranteed investment returns, but not allowing operational control. Realizing that financing was not sufficient, opportunity was then gradually opened up for foreign companies with the necessary technology and capabilities to participate in selected water infrastructure development opportunities, which allowed China to streamline its policies and develop local capabilities. Currently, capital is no longer the strongest limiting factor in developing its infrastructure and so China is no longer in dire need of foreign direct investment. It has learnt how to structure meaningful contracts to govern private sector participants in PPP contracts, and recognizes the value of water as a strategic national asset. Domestic water companies are now adept at constructing conventional water infrastructure, largely crowding out the more expensive foreign players from the municipal market and squeezing them into niche technology applications in industrial water treatment, water 50 reuse, and desalination. But China has been investing heavily in research and development to advance its water technologies, so it may be difficult for MNCs to maintain a strong technological advantage. The quality of opportunities for multinational companies in the Chinese water market, and other sectors in which infrastructure can be developed through PPP arrangements - such as in power generation, telecommunication, and transportation networks - is likely to have diminished significantly, but they will not disappear. MNCs must continue to seek opportunities to establish mutually-beneficial partnerships with large Chinese companies to sustain further growth in China while they still hold a coveted advantage. 51 Appendix A: Water-related agencies in the Chinese government Mkistby of Hou*ing Urben, nd Urban water supply, urban wastewater treatment Mis" of constbtion) Ministry of Agriculture Mstry of Lawd and Rnkspu.ss State Forest Administration hiftry ofmanwportsflon State Oceanic Administration wt " P"nlafpit C fgews w*,r sean arc tualpluto f:orn ancemials Rualan arlkjl~fa Water as aresource, land use planning U:in foea to onserve wtrsue Ship transportation and water pollution control '- "irn enion et oleci. and conserve i : se , w Legislation, law enforvement, and supervision I I I U U 52 Appendix B: Veolia's PPP contracts in China Project Sector Contract Type Contract Duration 1,850,000 Water TOT 20 year Lingzhuang, Tianjin 2,660,000 Water BOT 18 years 600,000 Water TOT Chengdu, Sichuan First international WTP BOT project in China Baoji, Beijing Start Year Populatio Sened 1997 1998 991ya ,6_trT 25 year 6,__trT 2ye Description Rehabilitation and Operation Rehabilitation, extension, and operation of two WTPs Pudong, Shanghai 2002 2003 50 year Won through international tender Water Concession 330,000 Wastewater TOT 30 year Zhuhai, Guangdong Veolia's 1st WWTP Rehabilitation and extension of 2 WWTP 7,610,000 Water & wastewater Concession 50 year Shenzhen,Guangdong Water & wastewater concession 270,000 Wastewater O&M 20 year Lugouqiao, Beijing of Beijing's preparations for 2008 Olympic Games 3,600,000 __________ 820,000 2,500,000 300,000 ________Part 70,000 ______ km distribution network Wastewater TOT 25 year Ungrade and operation of 2 WWTP Water TOT 30 year Hohhot, Inner Mongolian Rehabilitation and operation of 10 WTPs ate 300,00 TOT 22 ear Weinan, Shaanxi Water TOT 22 year TOT 35 year Zunyi, Guizhou 23 year Beiyuan, Beijing 2004 600,000 5 WTP, 4,200 Water Wastewater _________ _________ 6_,__atr__ BOT _________ ye ________Adjacent ehabilitation and operation Rehabilitation and operation of 2 urban WTP to the Olympic Village 53 Start Populatio Project Contract Contract Year Sered Sector Type Duration 1,200,000 Water _________ _________ 2005 2006 Concession ________ WTP, 1,750km distribution network Water W9 Concession 30 year Kunming (provincial capital), Yunnan WTP, 1,500km distribution network 1,200,000 Wastewater TOT 23 year Urumqi (provincial capital), Xinjiang Uyghur Autonomous Region Upgrade and operation of WWTP 800,000 Wastewater BOT 25 year Water Concession 1,000,000 4,100,000 30 year _______4 ontrn,ct W P Liuzhou, Guangxi WTP, 807km distribution network wawater (extension) 50 year Shenzhen (extension), Guangdong 800,000 80,0 Water W4 Concession 30 year Lanzhou (provincial capital), Gansu WTP, 640km distribution network 3,200,000 Water Concession 30 year Shibei, Tianjin 1,988km distribution network Haikou, Hainan 3 WTP, 1,700 km distribution network _________ 3,000,000 2008 Changzhou, Jiangsu 3,500,000 3500 _________ 2007 30 year ________5 Description 680,000 ________WTP, Water & wastewater Concession 30 year Water Concession 30 year Changle, Fujian Total Population Served: 44,690,000 54 Appendix C: Suez Environnement's PPP contracts in China Start Year Populatio Sered Project Sector 1985 540,000 198_4_,__ Water Water_ _ Contract Type Contract Duration Concession Concession_ 25 + 20 year Macao, Special Administrative Region Contract renewed for a further 20 years in 2009 Description 1992 200,000 Water Concession 35 year Tanzhou-Zhongshan, Guangdong 1994 170,000 Water BOT 30 year Gaozhou-Maoming, Guangdong 1995 400,000 Water BOT 30 year Chongqing 1996 160,000 Water BOT 28 year Expandng, Jiang 1997 300,000 Water BOT 30 year [discontinued] Lianjiang, Guangdong 1998 1,200,000 Water BOT 22 years Dafeng-Zhongshan, Guangdong 100,000 Water BOT 30 year Changtu, Liaoning 118,000 Water BOT 30 year [discontinued] Siping, Jilin Siping city filed for bankruptcy 1,400,000 Water BOT 30 year Zhengzhou, Henan 900,000 Water BOT 20 year Baoding, Hefei 146,000 Water BOT 30 year Xi 350,000 Water BOT 30 year Panjin, Liaoning 2000 2001 ang, Zhejiang 2002 55 Start Populatio Project Contract Contract Sector Type Duration 2,500,000 Water BOT 25 year 20,000 Water BOT 50 year 20,000 Water BOT 30 year 1,200,000 Water Concession 50 year Chongqing 2003 290,000 Water Concession 30 year Sanya, Hainan 2004 600,000 Water Concession 30 years Tanggu-Tianjin 2006 1,800,000 Water Concession 30 years Changshu-Suzhou, Jiangsu 2007 1,000,000 Wastewater BOT 30 year Tangjiatuo-Chongqing 1,500,000 Water TOT 14 years [acquired] Jieyuan-Tianjin, Originally awarded to Earth Tech in May 2002 Upgrade and operate 1 WTP 1,200,000 Water Concession 40 year Yuelai-Chongqing 60,000 Water Concession 30 years [Acquired] Qinhuangdao, Changli, Hebei Originally awarded to Earth Tech 610,000 Sludge Treatment BOT 30 years Suzhou Industrial Park Sino-French Water's first project specializing in sludge treatment in China 400,000 Wastewater O&M 20 years [acquired] Guangzhou, Guangdong Originally awarded to Earth Tech in 2003 Year S d 2002 2009 Description ao, Shandong Shanghai Chemical Industry Park Also provides drinking water to domestic consumers Shanghai SPARK, industrial water services Also provides drinking water services to residents of the Spark Development Zone and surrounding area Sino-French Water's first full services venture for large municipalities 3 WTP, 549 km distribution network 3 WTP, 2,500 km distribution network 56 tart Year Populatio Served Project Sector Contract Type Contract Duration 2010 70,000 Wastewate 10r O&M Md unspecifie 2012 437,500 Wastewate O&M r 25 year Description Changxing Island, Dalian, Liaoning 2 WWT71p Shuangliu-Dayi, Sichuan 8 rural WWTP Total Population Served: 17,871,500 57 References 1Tse, E. (2010) The China Challenge. Strategy + Business, Booz & Co. Issue 58 2 Park, S. H., &Vanhonacker, W. R. (2007). The Challenge for Multinational Corporations in China: Think Local, Act Global. MIT Sloan Management Review, Vol. 48, No. 4 Xu, C. (2011). The Fundamental Institutions of China's Reforms and Development. Journal of Economic 3 Literature, 49(4), 1076-1151. doi:10.1257/jel.49.4.1076 4 Wang, H., Wu, W., & Zheng, S. (2011). An econometric analysis of private sector participation in China's urban water supply. Utilities Policy, 19(3), 134-141. doi:10.1016/j.jup.2011.01.004 s China Overview (2014, Mar 01) World Bank. Retrieved from http://www.worldbank.org/en/country/china/overview and Energy Sustainability (2014). 2014 UN-Water Annual International Zaragoza Conference. United Nations. Retrieved from http://www.un.org/waterforlifedecade 6Water 7 Aquastat, China (2009) Food and Agriculture Organization of the United Nations. Retrieved on Mar 17, 2014 from http://www.fao.org/nr/water/aquastat/countries-regions/china/index.stm 8 Peng X. (2011) China's Demographic History and Future Challenges, Science 333, 581. doi: 10.1126/science.1209396 9 Facts and Figures (2010) Ministry of Water Resources of the People's Republic of China. Retrieved Mar 12, 2014 from http://www.mwr.gov.cn/english/cpws.html 10 2030 Water Resources Group (2009) Charting Our Water Future. Economic frameworks to inform decisionmaking. Retrieved from: http://www.2030waterresourcesgroup.com/water-full/ChartingOurWaterFutureFinal.pdf 11 Qiu, J. (2010). China faces up to groundwater crisis. Nature, 466(7304), 308. doi:10.1038/466308a 12 China's Ministry of Health, China Health Statistical Yearbook, 2012 13 State of the Environment Report (2012) Ministry of Environmental Protection (MEP) of the PRC (Chinese only) Retrieved on Mar 12, 2014 from http://www.mep.gov.cn/gkml/hbb/qt/201306/W20130604382172090857.pdf 14 Ebenstein, A. (2012). The Consequences of Industrialization: Evidence from Water Pollution and Digestive Cancers in China. The Review of Economics and Statistics, February 2012, 94(1): 186-201 15 Meeting the MDG drinking water and sanitation target: the urban and rural challenge of the decade (2006) 58 World Health Organization and UNICEF 2006, ISBN 92 4 156325 7 16 G. J., Xie, S., Kim, Y. Gu, L., Fan, M., Ehrhardt, D. (2007) Stepping Up: Improving the Performance of China's Urban Water Utilities. World Bank 17 Xie, J. (2009) Addressing China's Water Scarcity: Recommendations for Selected Water Resource Management Issues. The World Bank 18 China Human Development Report (2013): Sustainable and Liveable Cities: Toward Ecological Urbanisation, United Nations Development Program. ISBN 978-7-5001-3754-2 19 Wang, H., Wu, W., & Zheng, S. (2011). An econometric analysis of private sector participation in China's urban water supply. Utilities Policy, 19(3), 134-141. doi:10.1016/j.jup.2011.01.004 20 Li, Poppo, L., & Zhou, K. Z. (2008). Do managerial ties in China always produce value? Competition, uncertainty, and domestic vs. Foreign firms, 400(October 2007), 383-400. doi:10.1002/smj 21 GWI (2014) Everbright gains critical mass with HanKore buy. Global Water Intelligence. Vol 15, Issue 1 22 Zhong, L.-J., & Mol, A. P. J.(2008). Participatory environmental governance in China: public hearings on urban 899-913. 88(4), Management, of Environmental Journal tariff setting. water J. J., doi:10.1016/j.jenvman.2007.04.018 23 Bellier, M., Zhou, Y. (2003) Private Participation in Infrastructure in China. World Bank Working Paper No. 2 24 Zhong, L., Mol, A. P. J., & Fu, T. (2008). Public-private partnerships in China's urban water sector. Environmental Management, 41(6), 863-77. doi:10.1007/s00267-008-9070-1 25 China to raise water prices to ease water shortage (2004) People's Daily Online. Retrieved on Mar18, 2014 from http://english.peopledaily.com.cn/200403/26/eng20040326_138583.shtml 26 Zhong, L.-J., & Mol, A. P. J. (2008). Participatory environmental governance in China: public hearings on urban water tariff setting. Journal of Environmental Management, 88(4), 899-913. doi:10.1016/j.jenvman.2007.04.018 27 Paschyn, L. I., All, K., Law, W., & Paschyn, L. (2012). Reforming China's Water Law through Reforms of the Division of Administrative Functions and Delegation of Ministry Powers and Tasks Abstract: 1. 3 The Water Quality Management Regime, 2(6), 465-474. 28 Zhong, L.-J., & Mol, A. P. J. (2008). Participatory environmental governance in China: public hearings on urban water tariff setting. Journal of Environmental Management, 88(4), 899-913. doi:10.1016/j.jenvman.2007.04.018 29 Lee, S. (2003). Expansion of the Private Sector in the Shanghai Water Sector Occasional Paper No 53, 10(3), 1-33. 30 Global Water Supply and Sanitation Assessment (2000) World Health Organization, Retrieved from http://www.who.int/water-sanitation-health/monitoring/Glassessment7.pdf?ua=1 59 31 (No. 158 Policy Paper of the State Council, 1994) 32 Zhong, L., & Mol, A. P. J. (2009). Water Price Reforms in China: Policy-Making and Implementation. Water Resources Management, 24(2), 377-396. doi:10.1007/sl1269-009-9451-0 33 (No.89 Policy Paper of 1994, the former Ministry of Foreign Trade and Economic Cooperation) 34 Circular on Attracting Foreign Investment through BOT Approach (1994) No.89 Policy Paper, Ministry of Foreign Trade and Economic Cooperation of China 3s Bellier, M., Zhou, Y. (2003) Private Participation in Infrastructure in China. World Bank Working Paper No. 2 36 37 2002 Water Law of the PRC, Laws & Regulations of the PRC (translated by Chinalaw-assisted Legal Research Center, Peking University, LEXIS, China Law Info Selected PRC Laws, PRCLEG 2461) J., & Fu, T. (2008). Public-private partnerships in China's urban water sector. Environmental Management, 41(6), 863-77. doi:10.1007/s00267-008-9070-1 Zhong, L., Mol, A. P. 38 Measures for the Administration of Concessionary Operation of Urban Utilities Industries (2004) China Ministry of Construction (now known as MOHURD) Decree No. 126 39 Private Sector Participation and Performance of Urban Water Utilities in the People's Republic of China (2010) ADB Economics Working Paper Series No. 237 40 China (2014) Global Water Market Report, Global Water Intelligence 41 Perard, E., (2012) Private sector participation in water infrastructure, Review of the last 20 years and the way forward. Public Private Infrastructure Database 42 Perard, E. (2012) Private sector participation in water infrastructure, Review of the last 20 years and the way forward. Private Participation in Infrastructure Database 43 Lee, S. (2009). Development of Public Private Partnership (PPP) Projects in the Chinese Water Sector. Water Resources Management, 24(9), 1925-1945. doi:10.1007/s11269-009-9531-1 44 http://www.reuters.com/article/2011/02/16/us-china-water-idUSTRE71FOT720110216 45 Zhong, L.-J., & Mol, A. P. J. (2008). Participatory environmental governance in China: public hearings on urban water tariff setting. Journal of Environmental Management, 88(4), 899-913. doi:10.1016/j.jenvman.2007.04.018 46 Xie, J., Liebenthal, A., Warford, J.J., Dixon, J. A., Wang, M., Gao, S., Wang, S., Jiang, Y. & Ma, Z. 2009 Addressing China's water scarcity: recommendations for selected water resource management issues. Washington, D.C.: World Bank 47 No. 1810 Price Policy Paper, the formerly National Development and Planning Commission (NDPC), 1998 60 48 Wang Y (1999) The status quo and reform strategies of water price in China. In: Proceeding of international workshop on 21st century Chinese urban water management, organized by the MOC and UNDP, Beijing, 1999 49 G. J., Xie, S., Kim, Y. Gu, L., Fan, M., Ehrhardt, D. (2007) Stepping Up: Improving the Performance of China's Urban Water Utilities. World Bank 50 Wang, H., Wu, W., & Zheng, S. (2011). An econometric analysis of private sector participation in China's urban water supply. Utilities Policy, 19(3), 134-141. doi:10.1016/j.jup.2011.01.004 Low water prices must be revised. China Daily European Weekly. Retrieved from: http://usa.chinadaily.com.cn/business/2011-05/27/content_12592357.htm 51 Li, Z. (2011) 52 Water utilities running to stand still (2013) Global Water Intelligence, 2013, 14(9). Retrieved from http://www.globalwaterintel.com/archive/14/9/market-analysis/water-utilities-running-stand-still.html s3 Sino French Discusses Water Pricing (2012) China Water Risk. Retrieved on Feb 23, 2014 from http://chinawaterrisk.org/interviews/sino-french-discusses-water-pricing-inchina/#sthash.KtTjkDwN.dpuf s4 ss Veolia Water (2014) Veolia Water in China http://www.veoliawater.cn/en/veolia-water-china/key-figures/ Veolia Water (2014) Veolia Water's main - Key contracts in Figures. Retrieved from: China. Retrieved from: http://www.veoliawater.cn/en/veolia-water-china/contracts/ 56 Chen, C. (2009). Can the pilot BOT Project provide a template for future projects? A case study of the Chengdu No. 6 Water Plant B Project. International Journal of Project Management, 27(6), 573-583. doi:10.1016/j.ijproman.2008.10.006 s7 Global Water Intelligence (2007) "Feeling the future" - Veolia Water in China. Global Water Intelligence, Vol 8, Issue 9, September 2007. 58 2012 Annual Results Press Release (2012) Veolia Environnement, Retrieved from http://www.finance.veolia.com/docs/Veolia-Environnement-PR-2012-annual-results.pdf 59 Wang, H., Wu, W., & Zheng, S. (2011). An econometric analysis of private sector participation in China's urban water supply. Utilities Policy, 19(3), 134-141. doi:10.1016/j.jup.2011.01.004 60 Suez Environnement (2014) Water: Projects and key figures. Retrieved from: http://www.suezenvironnement.com/water/projects-key-figures/ 61 Suez Environnement (2014) Group, Profile. Retrieved from: http://www.suez- environnement.com/group/profile/ 62 63 FY 2013 Results Presentation (2014) Suez Environnement Suez Environnement (2014) Presence in China. Suez Environnement. Retrieved from: http://www.suezenvironnement.cn/en/presence-china 61 Suez Environnement (2014) Presence in China, Milestones. Suez Environnement. Retrieved from: http://www.suez-environnement.cn/en/milestones 64 Suez Environnement (2012) Overview of Activities, China, Water. Suez Environnement Reference Document 65 2012. 66 Suez Environnement (2014) Our subsidiaries: Macao Water. Suez Environnement. Retrieved from: http://www.suez-environnement.cn/en/macao-water 67 V. Tong (2012) Successful NRW Reduction Experience in China, IWA Water Loss Conference, Retrieved from http://www.iwa-waterloss.org/2012/FinalPapers_1/12.pdf 68 China Water Risk (2012) Sino French Discusses Water Pricing, Interview with Steve Clark February 9, 2012. pricing-in-china/ Retrieved from: http://chinawaterrisk.org/interviews/sino-french-discusses-water- Suez Reference Document (2012) Suez Environnement 69 Haley, U. C. V. (2003). Assessing and controlling business risks in China. Journal of International Management, 70 9(3), 237-252. doi:10.1016/S1075-4253(03)00035-8 71 Jensen, 0. (2004) French Reveal China Strategy, Global Water Intelligence. Vol 5, Issue 5 72 Wang, H., Wu, W., & Zheng, S. (2011). An econometric analysis of private sector participation in China's urban water supply. Utilities Policy, 19(3), 134-141. doi:10.1016/j.jup.2011.01.004 73 Low water prices must be revised (2011) China Daily USA. Retrieved from: http://usa.chinadaily.com.cn/business/2011-05/27/content_12592357.htm 74 GWI (2013) Market forecast breakdown, China Market Forecast. Global Water Intelligence 62