DELHI DEVELOPMENT AUTHORITY Modified Request for Proposal For Selection of Transaction Advisor For Developing Entertainment, Financial, Healthcare and Educational Hubs Through Public Private Partnership May 2015 Page 1 of 29 Disclaimer 1. Though adequate care has been taken in preparation of this Request for Proposal (RFP) document, bidder submitting the proposals in response should satisfy itself that the information provided in this document is complete in all respects. 2. Delhi Development Authority (DDA) does not make any representation or warranty as to the accuracy, reliability or completeness of the information in this document. 3. Neither DDA nor its employees will have any liability to any prospective Advisory Company/ Firm or any other person under the law of contract, tort, the principles of restitution or unjust enrichment or otherwise for any loss, expense or damage which may arise from or be incurred or suffered in connection with anything contained in this document, any matter deemed to form part of this document, the award of the assignment, information or any other information supplied by or on behalf of DDA or their employees, to any advisor or otherwise arising in any way from the selection process for the assignment. 4. DDA reserves the right to withhold or withdraw the process at any stage with intimation to all who submitted the proposal. 5. DDA reserves the right, without any obligation or liability, to accept or reject any or all the bids at any stage or the process, to cancel or modify the process or change/modify/amend any or all provisions of this document, at any time, without assigning any reason whatsoever. Page 2 of 29 Table of Content 1: THE PROJECT-- --------------------------------------------------------------------------------4 - 5 1.1 Amusement Park/Entertainment Hub---------------------------------------------4 1.2 Financial Hub -------------------------------------------------------------------------4 1.3 Healthcare Hub -----------------------------------------------------------------------4 1.4 Education Hub ------------------------------------------------------------------------5 2: DEVELOPER’S SCOPE OF WORK------------------------------------------------------------5 – 6 3: ROLE OF TRANSACTION ADVISOR --------------------------------------------------------6 4: DETAILED SCOPE OF WORK FOR TRANSACTION ADVISOR ----------------------------6 - 11 4.1 Overview ---------------------------------------------------------------------------------6 4.2 Stage I------------------------------------------------------------------------------------6 – 9 4.3 Deliverables for Stage I----------------------------------------------------------------9 4.4 Stage II ----------------------------------------------------------------------------------9 – 10 4.5 Deliverables for Stage II ------------------------------------------------------------- 10 – 11 5: PAYMENT & FEE STRUCTURE FOR THE TRANSACTION ADVISOR -------------------11 6: ELIGIBILITY CRITERIA & EVALUATAION PROCESS -------------------------------------12 – 22 A. Eligibility Criteria------------------------------------------------------------------------12 B. Evaluation & Selection Process ------------------------------------------------------ 12 – 15 C. Evaluation of Financial Proposa- -----------------------------------------------------15 D. Pre-bid conference--------------------------------------------------------------------15 E. Submission of Technical and Financial Bids ---------------------------------------- 15-16 F. Performance Security-----------------------------------------------------------------16 G. Formats for Technical and Financial Bids-------------------------------------------16 - 22 Page 3 of 29 Selection of Transaction Advisor for developing Entertainment, Healthcare and Education Hubs through Public Private Partnership Financial, 1. THE PROJECT 1.1 Amusement Park / Entertainment Hub: Though Delhi is a very urbanised metro, one area which it badly lacks is the amusement park which some of the major cities of the world boast of. While we had amusement park on much smaller scale such as ‘AppuGhar’, given the city size and the profile of the population, it is time to think in terms of an entertainment park on the scale of Disney land which was built around land area of 160 acres. Since it has to match with international standard, globally the concerned organisation should be enthused to build such a park in DDA, if not on the scale of Disney land but probably on a smaller one. Since such a large chunk of land will be prohibitively expensive for any operator to buy, the BOT (Build, Operate Transfer) model can be considered for adoption. In this model, DDA can retain the land and the BOT operator sets up the facility and agrees to share a part of his revenue which could be small in the initial years and progressively grow towards the terminal years. The project itself could be awarded for 50 years after following international competitive bidding procedure. 1.2. Financial Hub: Mumbai has been traditionally considered as financial capital of the country but even Mumbai is not in a position to offer the entire range of financial services available globally. For instance, maritime insurance, given the number of client countries in the region should have found a place in Mumbai or any other coastal area but most of these services are based out of Europe or Singapore. There are other important slew of financial services which could be offered by the financial hub, including bringing in banks which could lend the capital to both Indian companies as also other companies in the region. Such a facility can be considered in consultation with RBI, Department of Financial Services and Ministry of Commerce. 1.3. Health Care Hub: India, and in particular Delhi, is having a number of modern hospitals but lack in getting a premier institute on the lines of Memorial Sloan Kettering Cancer Hospital, MD Anderson Hospital which are not only very large hospitals but also carry out considerable research and development. To bring in such organisations would be of utmost importance to the country, of Page 4 of 29 course without undermining the importance of All India Institute of Medical Sciences. However, it is felt that these organisations might like to function autonomously rather than working under the control of any Govt organisation. A suitable financial model has to be worked out to make it attractive for these organisations to set up such facility in the country. While Ministry of Health could be an active partner with DDA in this regard, ultimately it has to be DDA who may have to take initiative to bring in premier institution(s). 1.4. Education Hub: Currently universities in Australia, U.S, and U.K. are sourcing their students from India. There are premier institutes in the world such as Oxford, Cambridge, Stanford, etc. which are attracting the best talent in the world. It should be our attempt to bring in such institutes in our country. One route could be to engage Delhi University or other Indian University/Institute of repute as a partner and ask these institutes to bring in outstanding organisations as a part of their collaboration. The Project Site/Sites(s) may be leased to the developer for the purpose of development of the facilities on Public Private Partnership (PPP) basis. The Concessionaire may develop the Project (s) and thereafter, operate and maintain it throughout the Concession Period. The developer may, inter alia form a Special Purpose Vehicle (the “SPV”) for the implementation of the Project. The SPV would enter into the Agreement with the Authority and subsequently carry out all the responsibilities as agreed to with the Authority. 2. Developer’s Scope of Work I. The Concessionaire shall Design, Build, Finance, Operate and Maintain the facility (ies) on the Project Site earmarked for the purpose over the Concession Period, after which the Facility shall be transferred back to the Authority. II. The Site shall be provided to the Concessionaire on lease, as per the provisions of the Lease Deed and the Agreement. The Site, along with all the Project Assets shall be transferred to the Authority at the end of the Concession Period. III. The construction of the facilities will be governed as per the prevailing Development Control Regulations norms of the area. Page 5 of 29 3. ROLE OF TRANSACTION ADVISOR The Transaction Advisor shall provide commercial, financial and legal services in support of PPP project preparation and transactions which shall include but not limited to: a. b. c. d. e. f. g. Indicate the optimum size of the land as also the likely locations for the projects. Carry out pre-feasibility studies; Conduct project feasibility studies, assess PPP options, Carry out Value for Money (VfM) analysis Conduct financial analysis and modeling, and project structuring; Prepare bidding documents and draft contracts; Carry out the bidding process until signing of the contract with the prospective private sector proponent or concessionaire and 4. Detailed Scope of Work for Transaction Advisor: 4.1 Transaction Advisor (TA) is expected to prepare the “Feasibility Report”, detailed Scope of work, Estimated Project cost, estimated requirement of land. Technical specifications and parameters, Facilities required e.g., infrastructure, manpower, estimated revenue stream, PPP structure, execution structure plan/ model, qualification and bidding criteria etc., required for bidding of the project. There is no separate technical and/or financial consultant appointed for the project nor any feasibility study is available. All the required work for bidding the project and up to selection of private entrepreneur will be the responsibility of the TA. The detailed activities and deliverables are as follows: 4.2 STAGE I: 1. Location of the project site 2. Detailed Feasibility Reports 3. Market demand assessment for the Project 4. Identification, assessment and provisioning of adequate required physical infrastructure facilities (Roads, Sewage, Water Supply, Electric supply, Communication Network, Parking, Shed for labor and other amenities) including design requirements as per applicable laws/regulatory framework/policy guidelines Page 6 of 29 5. Critical analysis and assessment of institutional/in-house capacity for various activities. 6. Project design, design criteria, broad technical specifications and standards, execution plan with technical, financial and administrative structure 7. Technical Review/Parameters: The Transaction Advisor will finalize the technical requirements, specifications and equipment etc. for each of the proposed facilities/services for the Project leading to: a) finalized technical specifications and parameters for the core provisions, b) timelines for implementation c) finalized base costs for each of the Project facility and overall d) finalize the Model design which may be used for similar type of work elsewhere e) inputs for operation & maintenance cost over the life of the facility. 8. Development of Financial Model: Review the technical model for the Project and facilities and finalize the total cost for each facility/service and overall project cost including timelines for implementation and funds flow requirements. Based on the costs, the Transaction Advisor will develop a financial model including all assumptions for capital expenditure (CAPEX), operation and maintenance (O&M) costs with justification (and alternative revenue generation) projections for the Project/facility. Sensitivities and outputs (projected project financial statements balance sheet, cash flow, income statement, key ratio analysis, Financial Internal Rate of Return (FIRR), Debt Service Coverage Ratio (DSCR), other ratios) should be developed. The financing plan must include identified sources of finance available for either direct part funding of capital expenditures or any other type of support/schemes. The Transaction Advisor will also factor in the Viability Gap Funding (if any) and a pay-out plan for the VGF. 9. Value for Money (VFM) Analysis: The Transaction Advisor will conduct appropriate economic cost-benefit analysis to develop a VFM analysis and Project Rationale. 10. PPP Options Development: Based on the Project costs and financial models, develop PPP structures for each of the facilities, including assessing funding sources from the government, private sector, etc. A recommended PPP project structure should be capable of achieving sustainable operational and financial viability. Clear details of the proposed PPP structure/s should be identified such as concession / management contract / lease etc. along with a risk assessment matrix and likely impacts on the Authority such as required funds or other payments. Institutional Page 7 of 29 requirements for the PPP structures such as the need for a Special Purpose Vehicle, joint ventures, etc. should be identified. 11. Legal and institutional analysis: The Transaction Advisor will develop policy and institutional analysis, impacting the selected PPP modality for the Project facilities, and assist with bid process, project documentation, and evaluation procedures. For the analysis: a. conduct a policy and institutional assessment to ascertain the validity and viability of the proposed PPP structure for the Project and Authority approvals to manage the Project once operational and recommend required changes and capacity improvement measures as appropriate; b. recommend institutional measures to manage efficiently the governance of the Project entity during implementation; c. develop “bankability” measures for the proposed PPP project structure, such as fee payment mechanisms, preconditions for a private operator to fulfill in meeting service obligations, default and risk clauses, and step-in rights of Authority; and d. assist in bid preparation, including process request management for through qualification, request documentation for proposal, contractual agreements between Authority and winning bidder, as well as in developing bidder instructions, bid qualification parameters and bid evaluation criteria, bidding process schedules, and stakeholder consultations. 12. Bid Process Design and RFQ Development: Bid Process design and the choice between a single stage process v/s a two stage process will be evaluated and a suitable design adopted. Post finalization of the same, the Transaction Advisor shall develop Request for Qualification (RfQ) and present to the concerned authorities for approval. 13. Environment and Social Safeguards: The Consultant as part of this assignment is required to specify broad parameters that need to be adhered to by the Concessionaire during implementation period in the Bid Documents (DCA). 14. RFQ development Private sector analysis: The Transaction Advisor will develop likely qualification criteria for potential private parties and draft a Request for Page 8 of 29 Qualification document. This document should be discussed with Authority and Go MP and post approvals launched into the market. 15. Assistance for IIPDF/PPPAC/SLEC approvals: If so desired/required, the Transaction Advisor will assist the Authority in all meetings with DDA/ government agencies to finalize the documents for submission/approvals. 4.3 Deliverables for Stage I: The Transaction Advisor will have to do the following for each Project:- 4.4 a) Prepare an ‘Inception Report’, laying out the broad parameters, timelines and approach b) Finalize a consolidated "Project Report” including technical reviews, financial model, PPP options, draft RFQ for each of the proposed facilities; c) Lead discussions with the DDA for formal approvals of above report and for RFQ launch; d) Lead Stakeholder consultations; e) Assist in launch of RFQ in the market and short listing of qualified parties; and f) Assist in all matters relating to meetings for approvals etc STAGE II: 1. Review and Finalize the Financial Model: The Transaction Advisor will assist in finalizing the financial model developed in Stage-I, in the light of the results of the market assessment, revised designs/technical review and private sector inputs. 2. Finalization of Project Structure: The Transaction Advisor, in the light of the revised financial model and the qualitative and quantitative input received from the market surveys, present a final Project structure which will be capable of achieving sustainable operational and financial viability, thereby balancing Value for Money for the Authority and viability for the private sector. Various commercial and legal options, (together with the project’s legal specialist as required), for Project structuring will be examined to recommend a suitable PPP modality and suitable implementation structure such as concession / management contract / etc., whether as an Special Purpose Vehicle, joint venture, etc.; the analysis should include feedback as to the potential acceptability of the Page 9 of 29 PPP structure from developers and lenders. 3. Financing Plan: The Transaction Advisor will identify and assess all possible financing options for the assignment in relation to the final Project structure. Recommendations may be provided on debt equity ratios, loan tenures and rates, etc. to improve Project viability and attractiveness. The financing plan must include identified sources of finance available for either direct part funding of capital expenditures or for any other type of support. 4. Risk Analysis: Risk Matrix on the PPP structure along with suitable mitigation strategies and risk-sharing arrangements. 5. Develop PPP Output Parameters: Develop suggested term-sheet for mobilizing PPP project including all salient features of PPP structure. Term-sheet should also include suggested service-level parameters for achievement under the PPP project. 6. Bid Process Design and Bid Documents: Post finalization of the Project Structure, the Trsaction Advisor shall develop the contract documents (Request for Proposal (RfP), Concession Agreement etc.), bid process and appropriate governance for the Project. The RfP and the Concession Agreement that are thus required shall be developed and presented to the concerned authorities for approval. 7. Bid Process Timelines: Finalization of timelines for Bid Process in association with the Authority. 8. Conducting the Bid Process: The Transaction Advisor will assist with the Bid process management, including finalization of PPP structure and financial model, preparation of bid documents and criteria, a Request for Proposal (RfP) launch, formulation of responses to bidder queries, bid evaluation and recommendations per criteria in the RfP document, recommending a private developer, contract negotiations and bid closure which are required to be undertaken, for bringing the Project to a Technical Close. 9. All other activities as agreed with Authority 4.5 Deliverables for Stage II: The Transaction Advisor will have to do the following for the Project:a) Develop a report containing financial model results, final bidding design and final Project structure for the Project; Page 10 of 29 b) Finalize Bid Documents including RFP and Draft Concession/Lease Agreements; c) Finalize draft project facility memorandum (PIM) for each facility; and d) Launch RFP (Request for Proposal) document. e) Assist the Authority with Bid Process Management and award of the Project, including signing of Concession/Lease Agreement 5. PAYMENT & FEE STRUCTURE FOR THE TRANSACTION ADVISOR The project fee shall be payable on a Lump Sum basis: Lump Sum Fee: A lump-sum fee shall be quoted by the Transaction Advisor separately for developing each of the four hubs and the total of these four quotes is the Lump Sum Fee quote, which shall be the financial quote of the TA/Bidder for bid evaluation. A part of the lump-sum fee of a hub shall be paid on milestone basis to the Transaction Advisor on achieving the milestone/deliverable for that hub. The following table details out the payment structure for the Fixed Fee Payment Terms (these will be individual milestones for each of the four projects) : S. No. Deliverable Percentage of payment Deliverables 1. Initial Concept Report 10% T+1 Month 2. Feasibility Report 15% T+3 Months 3. Issue of RFQ 10% T+4 Months 4. Evaluation of RFQ Applications 10% T+5 Months 5. Issue of RFP document 10% T+6 Months 6. Evaluation Report 10% T+8 Months 7. Issue of LoI 10% T+9 Months 8. Signing of Concession 25% T+10 Months Agreement Page 11 of 29 6. ELGIBILITY CRITERIA & EVALUATION PROCESS A. ELIGIBILITY CRITERIA Firms satisfying the following minimum eligibility criteria would be allowed to participate in the bidding process: 1. Shall be an organization, institution or consulting firm with minimum 5 years of experience in providing consultancy/transaction advisory services 2. Should have an average turnover of at least INR 25Crore in the last three years (FY 2011-12, 2012-13, 2013-14) Note: Please also refer to replies to pre-bid queries (Annexure I), especially Reply 2, Reply 15, and Reply 16. B. EVALUATION & SELECTION PROCESS The evaluation of Technical Proposal will be made on the basis of qualification and experience of the Transaction Advisory firm as well as the project team proposed by the Transaction Advisor for this assignment. The Transaction Advisor, who does not possess the required qualifications and experience, will not be considered for opening of Financial Proposal. The Authority reserves the right to judge, appraise, and reject any or all proposals. The adopted marking scheme is as follows: S. No. Criteria 1. Past Experience of the firm Marks a. Experience in providing advisory services for at 20 least 2 similar projects out of which at least 1 (one) project must be successfully closed by the firm. (Each project will be assessed separately) The Completion certificate documentary proof for the signed contract/ engagement client must be provided as ongoing assignment must be provided as closed assignment and document signed by the documentary proof for Page 12 of 29 b. Experience of PPP Transaction Advisory in any 20 project, of which at least 1 (one) project must be financially closed by the developer One financially closed project will make the bidder eligible for 4 marks. Additional such Advisory will get the bidder 4 more marks. In order to get the full 20 marks the Bidder must have done 5 such Advisory services. The Completion certificate documentary proof for the signed contract/ engagement client must be provided as ongoing assignment 2 must be provided as closed assignment and document signed by the documentary proof for Financial Strength of the firm 10 Bidder will get 7 marks for average turnover of Rs. 25 crores in the past three years. 1 mark will be given for additional Rs. 5 crores turnover. In order to score the full 10 marks the bidder must have average turnover of Rs. 40 Crores. 3 Qualification and Experience of Team Proposed for the 35 assignment a. Team Leader One CA or MBA with minimum 10 years work 15 experience in Project development on PPP basis including familiarity with project agreements, tendering arrangements, project structuring, risk management and successful project implementation of at least 1 similar project. (in each of the 4 projects identified). b. Finance Expert 4 One CA/MBA with minimum 5 years work experience in Financial Structuring of projects, Page 13 of 29 Model preparation, Risk analysis of at least 2 projects on PPP c. Contract/Legal Expert 4 One Law Graduate with minimum 8 years work experience in Preparation of Contracts documents, Contract negotiation and successful project closure of at least 2 PPP projects d. Bid Process Management Expert 4 One Post Graduate with minimum 8 years work experience in bid process management for at least 5 projects on PPP e. Technical Expert - I 4 Civil Engineering Graduate with minimum 10 years experience in overseeing the feasibility studies and detailed project reports of infrastructure projects in roads, bridges, urban infrastructure, social and recreational sector. f. Technical Expert - II 4 One B.Arch and Masters in Urban Planning with minimum 10 years experience in large projects in urban areas. 4. Methodology & Work Plan proposed 15 5 marks will be allotted for the understanding of the Department, 5 marks for the understanding of the sector, 5 marks for the methodology and work plan. Total technical score 100 Page 14 of 29 In order to qualify technically, the bidder must score at least 70 marks. All bidders who are found eligible and score at least 70 marks in technical score will be considered for opening of the financial bid. C. EVALUATION OF FINANCIAL PROPOSAL The financial quote will be in Indian Rupees, in form of success fee quoted for the assignment in prescribed format. The quoted fee shall include all applicable taxes, expenses, whatsoever, such as legal fees and all out of pocket expenses etc. to be incurred by the Transaction Advisor to complete the assignment except the service tax which will be paid etc at applicable rates. The ratio of Technical and Financial score will be 80:20. The financial evaluation will be carried out by assigning a financial score (Sf) to each financial proposal that is opened. The lowest financial proposal (Fm) will be given a financial score of 100 points. The financial scores (Sf) of each other bidder will be determined using the following formula: Sf = 100xFm/F, in which Sf and Fm are as in above paragraph and F is financial quote given in the financial proposal of the bidder under consideration. Proposals will be finally ranked in accordance with their combined score (S) which is a combination of technical (St) and financial (Sf) scores in the ratio of 80:20, calculated as follows: S = St x 0.8 + Sf x 0.2. The bidder who gets the maximum score (S) will be selected as the Transaction Advisor. D. A pre-bid conference was held on March 30, 2015 12:00 noon in the office of Pr. Commissioner (LD), 1st Floor, D-Block, Vikas Sadan, INA, New Delhi. Reply of pre-bid quries was uploaded on DDA website for information of all intending bidders. A copy of the prebid replies is annexed hereto as Annexure I which forms part and parcel of this tender document. E. The Technical and Financial Bids shall be submitted separately in the prescribed formats in sealed envelopes and submitted to the Office of Commissioner (Housing and Lease Page 15 of 29 Administration), 3rd Floor, A-Block, Vikas Sadan, INA, New Delhi upto 3.00PM on 20th May, 2015. The Technical Bids will be opened in the Conference Hall of Pr. Commissioner (LD), DBlock, 1st Floor, Vikas Sadan, INA, New Delhi on the same day at 3.30 PM. F. Performance Security: The successful bidder, for due and faithful performance of its obligations and as a pre-condition for signing of the advisory agreement with DDA, shall be required to submit ‘Performance Security’ of 5% of its financial quote (total lump-sum fee for all 4 hubs). This security shall be in the form of a bank guarantee valid for a period of 18 months, or one month after the signing of the Concession Agreement, whichever is later. G. Formats Form G 1 : General Information and Financials Form G 2 : Bidder’s experience Form G3 : Description of Team proposed for the assignment Form G4 : Description of methodology and work plan proposed. Form G5 : Financial Proposal Page 16 of 29 Form G1 General Information and Financials of the Firm (To be submitted on firm’s letter head) [Using the format below, provide information about your firm] General information 1. State whether applying as sole Firm or Lead member of a Consortium: 2. Name of the Company/Firm :________________________________ (Attach an attested photocopy of Certificate of Registration.) 3. Legal status of the Firm 4. If the applicant is a Lead member of a consortium, furnish the details of the other member. 5. Registered Address, email, telephone, tele-fax in Delhi. _______________________________________________________________ -------------------------------------------------------------------------------------------------------- 6. Contact Person, Designation and Address including email ID ------------------------------------------------------------------------------------------------------ ------------------------------------------------------------------------------------------------------ Signature of the Consultant/Authorized representative Page 17 of 29 Financials – Annual Turnover (To be certified by Auditor) S. No. Financial Year 1. 2011-12 2. 2012-13 3. 2013-14 Annual Turnover from infrastructure Advisory Business of Bidder (Indian Rs.) Certificate from the Statutory Auditor This is to certify that ________________(name of the applicant) has received the payments shown above against the respective years on account of professionals fees. Name of the Authorized Signatory: Designation : Name of the firm: (Signature of the Statutory Auditor) Seal of the firm Page 18 of 29 Form G2 Bidder’s experience (To be submitted on firm’s letter head) [Using the format below, provide information on each assignment for which your firm/consortium partner was legally contracted either individually as a corporate entity or as one of the major companies within an JV for carrying out consulting services similar to the ones requested under this assignment] Assignment name and project cost Approx. Value of the contract (in INR in Crore) Country: Duration of assignment (months) Location within country Name of Client Total no. of Staff-months of the assignment; Address Approx. Value of the services provided by your firm under the contract(in INR in Crore) Start Date(Month/Year) No. of professional staff-months provided by associated Consultants Completion Date (Month/Year) Name of Lead Partner: Name of Associated Consultants, if any, Name of senior professional staff of your firm involved and functions performed (indicate most significant profiles such as project Director/Coordinator, Team Leader): Narrative Description of Project; (highlight project capital cost in the narration) Description of actual services provided by your staff within the assignment: Firm’s Name: Authorized Signature: Note: For the purpose of evaluation of Bidders INR 60.0 (INR Sixty only) per USD shall be considered as the applicable currency conversion rate. In case of any other currency the same shall first be converted to USD as on the date 60 (Sixty) days prior to the proposal due date and the amount so derived in USD shall be converted into INR at the aforesaid rate. The conversion rate of such currency shall be the daily representative exchange rates published by the IMF for the relevant date. Page 19 of 29 Form G3 (Details of Qualification and Experience of Team proposed for the assignment) Enclose resume of following proposed team members, detailing their qualification and work experience vis-à-vis the required qualification and experience: a. Team Leader b. Finance Expert c. Contract/Legal Expert d. Bid process Management Expert e. Technical Expert – Engineering f. Technical Expert – Architecture/Urban Planning Page 20 of 29 Form G4 (DESCRIPTION OF METHODOLOGY AND WORK PLAN PROPOSED) (To be submitted on firm’s letter head) Methodology: Your submission should reflect: - understanding of department, understanding of the sector, understanding of the objectives of the assignment/job, approach to the assignment/job, methodology for carrying out the activities and obtaining the expected output, the problems and their importance and explain the technical approach you would adopt to address them. Work Plan: The consultant should propose and justify the main activities of the assignment/job, their content and duration, phasing and interrelations, milestones (including interim approvals by the client), and delivery dates of the reports. The proposed work plan should reflect understanding of the TOR and ability to translate them into a feasible working plan. The consultant should propose and justify the structure and composition of project team. You should list the main disciplines of the assignment, key experts responsible and proposed support technical staff. Page 21 of 29 Form G5 (Financial proposal) (To be submitted on firm’s letter head) Our professional fee for providing transaction advisory services to DDA under this assignment shall be a lump sum fee of _______ [Amount in figures and words in Indian Rupees] which shall include out of pocket expenses but exclude service tax. The break-up of the above amount into the professional fee for the four hubs is as follows: Amount of professional fee (in Rs.) 1) Entertainment Hub: 2) Financial Hub: 3) Healthcare Hub: 4) Educational Hub: We understand that our fee will be paid in accordance with the following milestones in respect of quoted amount for each hub: S. No. Deliverable Percentage of payment Deliverables 1. Initial Concept Report 10% T+1 Month 2. Feasibility Report 15% T+3 Months 3. Issue of RFQ 10% T+4 Months 4. Evaluation of RFQ Applications 10% T+5 Months 5. Issue of RFP document 10% T+6 Months 6. Evaluation Report 10% T+8 Months 7. Issue of LoI 10% T+9 Months 8. Signing of Concession 25% T+10 Months Agreement (Signature of Authorized signatory) Name of Authorized Signatory: Page 22 of 29 Annexure-I DELHI DEVELOPMENT AUTHORITY Commercial Land Branch Vikas Sadan, New Delhi - 110023 Expression of Interest (EoI) for Selection of Transaction Advisor for developing Entertainment, Financial, Healthcare and Education Hubs REPLY TO PREBID QUERIES Notes: i) Reply to select pre-bid queries is furnished below, without identifying the prospective bidder who raised the query. ii) Although a number of queries were received, only those queries have been replied herein in respect of which DDA is of the view that reply will bring more clarity to the tendering process and enable the prospective bidders to bid correctly. Some verbose queries have been edited for the sake of brevity. iii) Some duplicate/overlapping queries have been amalgamated and consolidated reply furnished. Q. 1) Requirement of technical expert(s) in TA’s team From the Role of Transaction Advisor as mentioned in the sub-clauses (a), (b) and (h) of page 3 and also from the detailed scope of work and deliverables, it is very much clear that this assignment requires technical experts (i.e. Engineers, etc.) in the execution team of Transaction Advisor (TA); whereas the team members required as per Criteria at page 11 of tender document has not mentioned about the requirement of technical expert. Reply (1) Accepted The clause no. 3 of Criteria ‘Qualification and Experience of Team Proposed for the assignment’ stands modified to incorporate two technical experts – one each from Engineering and Architecture/Urban Planning. Q. 2) Query on Eligibility Criteria (Clause A of ‘Eligibility Criteria & Evaluation Process’) (i) Please clarify whether the Firms include ‘Consortium/JV of firms/organizations’ in providing consultancy/transaction advisory services (ii) Please clarify whether the experience in providing consultancy/transaction advisory services includes the experience of consultancy in PPP projects Road/Highway Sector, Tunnel and/or Power Sector including Transmission. (iii) It is requested to allow the Average Turnover of at least INR 25 Crore in the last three years, which could be aggregate of all the member firms applied as a Consortium of Firms. Please clarify. Page 23 of 29 Reply 2) (i) and (iii) Consortium/JV of up to 2 firms is allowed, so as to bring in required expertise in financial, legal, technical, planning, and PPP matters in the project execution team. However, in case of Consortium/JV, the Turnover and experience of only the ‘Lead Partner’ will be considered for meeting Eligibility Criteria, and for awarding marks under Clause B (2) (Financial strength of the firm) . For awarding marks under B 1 (a) and (b) (Past Experience of the Firm) and B (3) (Qualification and Experience of Team Proposed for the assignment), strength of all Consortium/JV members will be considered. (ii) Experience in areas such as roads and power may count in meeting Clause A (Eligibility Criteria). However, it may not help in Clause B which specifically requires experience in ‘similar’ projects. Q. 3) Please clarify what is the meaning of ‘similar projects’ –whether it includes projects undertaken in road/highway, power sector, etc. It is our request to include the experience of PPP projects in other sectors, as in Indian scenario there are very few projects undertaken in PPP mode in sectors like Amusement park/entertainment hub, Financial Hub, Healthcare hub or Education hub. Reply 3) Experience in ‘Similar projects’ means experience in projects like Entertainment/Financial / Healthcare/ Education hubs. Relaxation may be considered if we do not get requisite area expertise. Q.4) Financial Strength of the Firm The criteria towards ‘Financial strength of the firm’ seem to be on the higher side, keeping in view the number of projects, fees structure and competition in the market. Further, relaxation in these criteria to a reasonable level (say Rs. 5-10 Crore) will have no adverse impact on the quality of deliverables but in turn will result in enhancing the healthy competition and good response from quality firms. Reply 4) Not Agreed. DDA feels that the present criteria - 7 marks for average turnover of Rs. 25 in past three years; 1 additional mark for additional Rs. 5 crores with maximum of 10 marks for turnover of at least Rs. 40 crores - is balanced and need not be diluted. Q. 5) Team Leader Requirement as per tender document: One CA or MBA with minimum 10 years work experience in Project Development on PPP basis including familiarity with project agreements, tendering arrangements, project structuring, risk management and successful project implementation of at least 1 similar project (in each of the 4 projects identified) Query: It is our request to include ‘Engineer’ also as a Team Leader and the criteria of “at least 1 similar project in each of the 4 projects identified” should be replaced with “1 project on PPP”, as required for other team members, because of following reasons: Page 24 of 29 (1) In Indian scenario there are very few projects which were undertaken through PPP mode in the sectors like Amusement Park/Entertainment Hub, Financial Hub, Healthcare Hub or Education Hub. (2) The Scope of Work and Deliverables are similar to other PPP projects which are very much established in the Indian economy, like Road/Highway or Power Sector, where most of projects are undertaken through PPP mode. (3) It would tantamount to restricting healthy competition without any valid reason. Reply 5) (i) Suggestion of Engineer as team leader not agreed, as unlike road/power projects, the projects herein are not so much technical in nature in terms of proportion and required diverse experience. (ii) The road/power projects are not identical with the DDA project of setting up Entertainment Hub, Financial, Healthcare and Education Hubs, therefore DDA is seeking experience of team leader in similar projects. However, as stated in reply to Query 3 above, relaxation may be considered if we do not get requisite area expertise. Q. 6) Clause 3(d) Qualification and Experience of Team Proposed for the assignment - Bid Process Management Expert One Post Graduate with minimum 8 years work experience in bid process management for at least 5 projects on PPP. Query: Please clarify whether “Post Graduate” includes Engineer/CA/CS/ICWA/MBA/M.COM/M.Sc ? Reply: Yes. B.E./B.Tech Engineer, Chartered Accountant, ICWA, MBA, M.Com, M.Sc can be Bid Process Management Expert if they have the requisite work experience. Q. 7) (i) It is advisable to provide the copy of ‘Draft Agreement’ which is to be entered into with Authority and successful Transaction Advisory firm (ii) Provide the format of Technical & Financial Bid to maintain uniformity among all participants in this tendering process. Reply 7) (i) Draft Agreement will be provided later on to the successful bidder, which agreement will in accordance with the terms and conditions of the present tender. (ii) Agreed. Formats for Technical and Financial Bids will be part of the modified tender document. Further, it is informed that the bidder will give financial quote in respect of each of the four hubs. The total of the four quotes will be considered for calculating the Financial score. Page 25 of 29 Q. 8) The requisite land parcels for the proposed hubs have not been provided in the tender document while the initial concept report is sought within One month of project initiation (assuming that T is the day of providing approval on the LoI). If the land parcels are already identified then it is requested to kindly share the same along with the response to queries as location has a major bearing on the viability of any project and knowledge of location will also assist the Transaction Advisor in assessing the amount of work required for preparing the Initial Concept Report and Feasibility Report. Q. 9) Although an approximate area for the Amusement park is envisioned in the document but the same is not discussed for Financial Hub, Health Care Hub and Education Hub. An indication about the size of the hubs will assist the Transaction Advisor in diligent assessment of the proposal. Q. 10) It has been envisaged as Role of Transaction Advisor to indicate the likely location for the project. The scope of work is envisioned, as if, the land parcels have been identified and the Transaction Advisor has to prepare the pre-feasibility and feasibility for the most suitable location. Kindly clarify, whether the TA has to identify and indicate the location or has to choose the final land parcel for a hub from the options available? Reply 8, 9 & 10) The information of available land parcels with DDA will be shared with the successful bidder. It will be for the TA to advice on the optimum location and size of the project/hubs from the available options. Q. 11) For all these Hubs, it has been indicated in the document that DDA will work in coordination with various ministries of Government of India. This will cause substantial delays in getting observations and approvals on various reports and documents submitted by the Transaction Advisor. Kindly clarify that the time indicated for each milestone is only after getting the observation/approval from DDA. Q. 12) Development of Amusement Park/Entertainment Hub and Health Care Hub may require environment clearance. This may have huge implication on the time line envisaged for the project or for the specific hub. It is kindly requested to add some more months (at least 6) to give due importance to the environment clearance process. Reply 11 & 12) Time taken in obtaining any approvals from DDA/other agencies will not count toward the time allowed to TA for achieving laid down milestones. Q. 13) Since there are Four (4) hubs proposed to be developed simultaneously, it is advised that the each payment milestone be divided proportionately i.e. for each hub. For example, if the RFQ for Education hub is issued then the Transaction Advisor should be eligible for 1/4th of the 10% payment. This will ensure cash flow to the TA. This is to be applicable from 3rd milestone onwards as the proceedings for these are beyond the control of Transaction Advisor. Reply 13) Agreed that payment for achieving each milestone will be released for each hub, independent of other hubs. Further, as clarified in reply to Q. 7, the bidder will give financial quote in respect of each of the four hubs. Therefore payment for each milestone of a particular hub will be in proportion to the total accepted financial quote for that hub. Page 26 of 29 Q. 14) Are you looking at appointing one transaction advisor for each of the four (Entertainment, Financial, Healthcare and Education) hubs or one transaction advisor for all four hubs? Reply 14) One transaction advisor for all four hubs. Q. 15) Can a foreign company with India office apply for this bid? If yes, would the consolidated turnover (Indian Company + Foreign Company) be taken into consideration for eligibility criteria? Reply 15) The bidder company should be registered in India, and the turnover of only that company (lead partner in case of consortium/JV) will be considered for meeting the eligibility criteria. In case of consortium/JV, member other than lead partner can be a foreign company. Q. 16) Can a consortium of companies apply for this bid? If yes, how would the evaluation & selection process work for a consortium? Reply 16) Consortium/JV of upto 2 firms/companies can apply, subject to the following: (i) Lead partner will be an India company/firm (ii) Financial Turnover and experience of only the ‘Lead Partner’ will be considered for meeting Eligibility Criteria, and for awarding marks under Clause B (2) (Financial strength of the firm) . (iii) For awarding marks under B 1 (a) and (b) (Past Experience of the Firm) and B (3) (Qualification and Experience of Team Proposed for the assignment), strength of all Consortium/JV members will be considered. Q. 17) The services to be provided to the Authority regarding the above captioned assignment are of a Transaction Advisor. The eligibility criterion as specified in the issued EOI does not adequately encapsulate the quality of services which shall be provided by the Transaction Advisor. Hence, we kindly request the Authority to consider the average turnover of the bidder from Consultancy Services as Rs. 10 Crores in the last three financial years (Fy 2011-12, 2012-13,2013-14), so as to promote healthy competition amongst the prospective bidders. Reply 17) The minimum requirement of average turnover in the last three financial years is Rs. 25 Crore. It is clarified that this entire amount should be from consultancy services. If a bidder has turnover from areas other than consultancy services also, then only the turnover from consultancy services will be considered for evaluation of his bid for the present tender. Q. 18) What discussions/decisions have been taken jointly between Ministry of Health, DDA, and Ministry of HRD and DDA? Reply 8) So far, there has been no formal interaction with the Ministries of Health/HRD. Q. 19) Since the TA’s efforts and hence, fee will be based on the number and size of Projects also, please provide your view/decision on how many Projects shall be undertaken for the 4 hubs, separately as well as put together. Reply 19) Tentatively, there will be 4 projects at 4 sites. In case TA advises more or less, the same may be considered. Page 27 of 29 Q. 20) Since the TA’s efforts and hence, fee will be based on the number of private entrepreneurs/ SPVs also, please provide your view /decision on how many private entrepreneurs/SPVs shall be planned to execute the Project(s). Reply 20) This again will depend on financial modeling which we expect TA to advise on. Q. 21) Reference: Stage 4 of Detailed scope of work for Transaction Advisor Query: Does institutional/in-house capacity assessment for various activities include: Human resource quantitative assessment (current and future) Existing human resource skill (qualitative ) assessment Procedures to bridge quantitative and qualitative gaps, in any Reply 21) Yes. Q. 22) Reference: Stage 10 of Detailed scope of work for Transaction Advisor Query: What policy is being referred to? Reply 22) TA will look at the current policy of land leasing/allotment and if required, suggest changes. Q. 23) Page 10, Evaluation criteria 1a Query: What does ássured’ refer to” Reply 23) Instead of ‘assured’, ‘assessed’ should be read please. Q. 24) Page10, 11; Evaluation criteria 1b and 1c Query a: What does ‘financially closed by the developer’ refer to? Depending upon the definition of ‘closure/completion’ as mentioned above, completion certificate clause may be modified accordingly. Query b: Please confirm that as documentary evidence for completed projects , work order/completion certificate signed by the Bidder’s competent Authority will meet the requirement Justification for query b: Many of the Central/State Governments as well as private sector agencies do not provide completion certificate for any projects as a matter of their policy. Query c: What does ‘successful project closure’ refer to? Reply 24) a) In case the assignment/project done by the bidder (for which experience marks have been claimed) was for providing transaction advisory services for selection of developer for a project, the signing of concession agreement will be considered closure. In case the assignment/project was of monitoring implementation of a project, then successful installation of the project will be considered as closure. b) In the absence of completion certificate, a certificate furnished by the competent authority of bidder, supported with project details may be submitted. Page 28 of 29 c) In case of contract expert/legal expert who had the assignment of preparation of contract documents/contract negotiations, signing of the contract will be considered as successful closure. Q. 25) Reference: Eligibility Criteria (Technical qualification) last paragraph: “In order to qualify technically, the bidder must score 80 marks. Top 3 technically bidders will be considered for opening of the financial bid. ” Query/suggestion: It is requested to relax the criteria of ‘80 marks’ and replace it with at least ’70 marks’. The reason behind this request is that there is very less margin for other criteria as mentioned in the given Table, where 15 marks are allocated to ‘Methodology and Work Plan proposed’ where the discretion of authority prevails and prospective bidder have left with 85 marks to play within and needs to score minimum 80 marks, which seem to be unfair. Reply 25: Agreed. The criteria for technical qualification stands revised to the extent as follows: “In order to technically qualify, the bidder must score at least 70 marks. Financial bids of all such bidders who are found eligible and score at least 70 marks will be opened. ” Q. 26) Evaluation of Financial Proposal Provision: ‘The ration of Technical and Financial score will be 80:20. The bidder who gets the maximum marks will be selected as the Transaction Advisor. ’ Query/suggestion: It is requested to relax the ratio of Technical and Financial score from “80 : 20” to “70 : 30” to give a fair chance of qualifying to most of the bidders, as this is the normal practice in other Govt. Tenders. Reply: Not agreed. DDA feels that the existing provision of 80:20 best meets its requirement to select a competent Transaction Advisor. Q. 27) What is the quantum and manner of submitting performance security? Reply) The selected bidder shall deposit Performance Security amounting to 5% of his financial quote in the form of bank guarantee from a scheduled bank, valid for a period of 18 months, or one month after the signing of the Concession Agreement, whichever is later. Page 29 of 29