REQUEST FOR PROPOSAL Development of 6.84 sq. … Lenin Center, Vijayawada REQUEST FOR PROPOSAL Development of 6.84 sq. km. Start-up Area of Amaravati Capital City on Public Private

REQUEST FOR PROPOSAL

Development of 6.84 sq. km Start up Area of Amaravati Capital City on Public Private Partnership (PPP) mode through Swiss Challenge Approach under the Andhra Pradesh Infrastructure

Development Enabling Act (APIDEA), 2001

18th July 2016

The Commissioner, Andhra Pradesh Capital Region Development Authority

(APCRDA) Governorpet, Lenin Center, Vijayawada


Development of 6.84 sq. km. Start-up Area of Amaravati Capital City on Public Private Partnership

(PPP) Mode through Swiss Challenge Approach under the APIDEA, 2001

APCRDA Page 2 of 120

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INVITATION FOR BIDDERS

Development of 6.84 sq. km. Start-up Area of Amaravati Capital city through Swiss

Challenge Approach under the APIDE Act, 2001

NIT No: 25/CRDA-14024(34)/46/2016 Date: 17-Jul-2016

Background

The Government of Andhra Pradesh (the “Government”) is in the process of establishing

`Amaravati', a greenfield world class Capital city for the newly bifurcated State of

Andhra Pradesh.

The Government of Andhra Pradesh received a Suo-Motu proposal from Singapore

consortium consisting of Ascendas-Singbridge Pte. Ltd. and Sembcorp Development

Ltd., referred to in this document as the Original Project Proponent (“OPP”) for the

Development of Start-up Area of 6.84 Sq Km in Seed Capital Area of Amaravati as Master

Developer (the “Master Developer”) on Public Private Partnership (PPP) through Swiss

Challenge Approach under the Andhra Pradesh Infrastructure Development Enabling

Act (APIDEA), 2001 (the “Project”).

The Government of Andhra Pradesh vide GO MS No. 170, MA&UD(CRDA-2)

Department dated 04-07-2016 approved the Swiss Challenge Proposal (OPP Proposal)

including draft Concession and Development Agreement, Shareholders’ Agreement and

addenda and sealed cover of commercial bid submitted by the OPP. APCRDA is

authorized to invite counter proposals under the APIDE Act, 2001. The APCRDA is

conducting the bidding process through Swiss Challenge Approach under the Andhra

Pradesh Infrastructure Development Enabling Act (APIDEA), 2001 for the selection of

the firm/ consortium for the project.

The firm/ consortium selected through the bidding process outlined in this RFP (the

“Selected firm/ consortium”) will enter into a Shareholders Agreement (the “SHA”) with

CCDMC as per the form proposed by the Original Project Proponent including the

approved addenda and provided by the Authority as part of the Tender Documents

pursuant hereto (Part-3 of this RFP document) to form Amaravati Development Partner

(ADP) (the “Amaravati Development Partner” or “ADP”), which will be a Special

Purpose Vehicle incorporated (with its registered office in Vijayawada, India) under the





Companies Act 2013, to undertake the development of the Start-Up Area. The

Government of Andhra Pradesh (through APCRDA) would then enter into a Concession

and Development Agreement (the “Concession and Development Agreement” or the

“CADA”) with ADP (the “Concessionaire”) as per the form proposed by the Original

Project Proponent including the approved addenda and provided by the Authority as

part of the Tender Documents pursuant hereto (Part-3 of this RFP document). The

Concession and Development Agreement sets forth the detailed terms and conditions for

grant of the concession to the Concessionaire, including the scope of the Concessionaire’s

services and obligations (the “Concession”).

Scope of Work

The Start-Up Area (SUA), which is spread over 6.84 sq. km. is approximately of 1691 acres

(684 Hectares) of land for phase wise development within the Seed Development Area of

Amaravati Capital city (as indicated in the map enclosed in Annexure-IX of OPP

Proposal). This is to be developed in three phases, each spread over five years during the

concession period of 20 years (the “Concession Period”) starting from the date of issuance

of the Acceptance Notice by ADP for the Conditions Precedent for Phase 1.

The three phases of land development are spatially split into three separate land parcels

as marked/ indicated in the Section-4.2 of the OPP proposal and Annexure-IV of the

CADA.

The role of master developer will be to design, build, finance and market the plotted

development in the Start Up Area. The Master Developer will take on the role of a

marketing agent to the Start Up Area to attract competent developers for undertaking

vertical development in the Start Up Area through development of high quality

infrastructure. Master Developer will also play an important role as facilitator for

attracting investments and creation of jobs in the AP Capital Region through the

development of this Start Up Area.

Details regarding roles and responsibilities of the GoAP, APCRDA, CCDMC and the

ADP are as per the Swiss Challenge Proposal including CADA and SHA and addenda as

approved by the Government.

The estimated cost of the Project (the “Estimated Project Cost”) as specified in the

proposal submitted by the Original Project Proponent has been specified in the

documents enclosed in Chapter-5 of the OPP Proposal. The assessment of actual costs,

however, will have to be made by the Bidders.

All development to be undertaken as per the notified master plan and development

control regulations enclosed in the Amaravati City Zoning Report notified by APCRDA





available on www.crda.ap.gov.in.

The infrastructure requirements of the proposal should be in line with specifications

mentioned in Infrastructure Specifications Part 4, Section 12, Appendix-3 of this RFP.

The land allotment and pricing mechanism and the Reserve Price of land for Phase 1 shall

be as per addendum item No 6, 7 & 8 of CADA addenda dated 30th May 2016 as enclosed

with this RFP.

The revenue share payable by ADP to APCRDA will be a percentage of gross sales

revenue as detailed in clause 11 of CADA and the related addendum.

Overview of the bidding process

The Authority has adopted a single-stage bidding process (the “Bidding Process”) to

invite Competing counter challenging proposals for the selection of the Master

Developer,

The single-stage bidding process (the “Bid Stage”) comprise of the following four (4) sub-

stages,

1. Test of responsiveness of the bid: The first sub-stage, the Authority shall determine

whether each bid is responsive, which refers to an assessment if the submission is in

conformity with the terms and conditions of the RFP.

2. Evaluation of Eligibility: The second sub-stage of the process involves assessment of

the Technical and Financial eligibility of interested firms/consortia who submit a bid,

in accordance to the provisions of this RFP as outlined in Section 3.1 of this document.

3. Opening of Commercial bids: The third sub-stage of the process involves opening of

Commercial bids of the qualified bidders who have met the Eligibility Criteria of the

previous sub-stage.

4. Selection under Swiss Challenge Approach: Opening of commercial bid of the OPP

and selecting the firm/ consortium as per the Swiss Challenge Approach under the

Andhra Pradesh Infrastructure Development Enabling Act (APIDEA), 2001 to

implement the Project.

Interested bidders (the "Bidders") meeting the “Eligibility Criteria” as detailed in the

Section 3.1 of this RFP, are being called upon to submit their Bids (“Bid” or “Bids”, as the

case may be) on the APeProcurement portal in accordance with the Tender Documents.

The Bid shall be valid for a period of not less than 180 days from the date specified in

Section 1.3 for submission of bids (the “Bid Due Date”).

The Bidders are required to submit their Bids in three parts corresponding to the first 3

sub-stages outlined in Section-1.2.2 above,

http://www.crda.ap.gov.in/





■ Supporting documents to the Bid

■ Eligibility Submission

■ Commercial bid

The Tender Documents includes the Original Project Proponent’s Proposal, the

Concession and Development Agreement (CADA) and the Shareholders’ Agreement

(SHA) for the Project, inclusive of approved addenda. Subject to the provisions of this

RFP, the aforesaid documents and addenda issued subsequent to this RFP Document,

but before the Bid Due Date, will be deemed to form part of the Tender Documents.

Competing counter challenging proposals are invited for the Project on the basis of the

percentage of Gross Sales Revenue to be shared with APCRDA (the "Revenue Share")

being the sole bidding parameter as mentioned in the OPP Proposal and the CADA.

After the opening of the commercial bids of the challenging bidders as per the terms and

conditions of this RFP, the OPP as per the Swiss Challenge Approach outlined in the

APIDE Act, 2001 (the “Swiss Challenge”), will be offered the opportunity to match or

better, the best bid received from a challenging bidder, if such bid is superior to that

submitted by the OPP. If (a) the offer of OPP is superior to the best bid received from

challenging bidders, or as the case may be (b) the OPP matches or betters the best bid

received from the challenging bidders (if such bid is superior to the offer of OPP), then

OPP will be selected for the development of the Start-up Area and GoAP will enter into

a Concession and Development Agreement (CADA) with the SPV (ADP) formed by the

OPP.

In all other cases the challenging bidder that has submitted the best bid will be selected

for the development of the Start-up Area and GoAP will enter into a Concession and

Development Agreement (CADA) with the SPV (ADP) formed by such challenging

bidder. In such an event OPP will be reimbursed the costs of preparation of the suo-motu

proposal, CADA and the SHA as specified in this bid document by the Authority. Such

Proposal Preparation Cost shall in turn be paid by the Successful Challenger Bidder to

the Authority before the signing of CADA. The detailed evaluation and selection process

is outlined in Section 4 of this RFP.

Any queries or request for additional information concerning this RFP shall be submitted

only via e-mail to the officer designated in Section 3.15.7 of this RFP. The communication

shall clearly bear the following identification/ title:

“Queries/Request for Additional Information: RFP for Development of 6.84 sq. km. Start-up Area

of Amaravati Capital City on Public Private Partnership (PPP) Mode through Swiss Challenge

Approach under the APIDEA, 2001”.





Bid Security and Processing Fee

Participating bidders will have to pay a sum of INR 25,00,000 (INR Twenty-Five Lakh)

vide a Demand Draft drawn on a Scheduled Bank, payable at Vijayawada, Andhra

Pradesh towards bid processing fee. The scanned version of such Demand Draft shall be

uploaded on the APeProcurement portal at the time of uploading the Bid. The original of

the Demand Draft shall be submitted at the time of hard copy submission of the Bid.

A Bidder is required to deposit, along with its Bid, a bid security of Rs. 6,35,50,000 (Indian

Rupees six crore thirty-five lakh and fifty thousand) (the "Bid Security"), refundable not

later than 60 (sixty) days from the end of the Bid Validity Period except in the case of the

Highest Challenger Bidder (see section 3.21 of RFP). The Bidders should provide the Bid

Security in the form of a bank guarantee (the “Bank Guarantee”) acceptable to the

Authority, and the validity period of the Bank Guarantee shall not be less than 60 (sixty)

days from the end of the Bid Validity Period, and the same may be extended as may be

mutually agreed between the Authority and the Bidder from time to time. The Bid shall

be summarily rejected if it is not accompanied by the Bid Security as described in this

Clause.

Eligibility Criteria

To be eligible and shortlisted, a Bidder shall demonstrate its qualification against the

Eligibility Criteria mentioned (the “Eligibility”) in the Section 3.1 of this RFP.

Schedule of Bidding Process

The Authority shall endeavour to adhere to the following schedule:

S. No. Event Description Date

1 Notice Inviting Tender 17-Jul-16

2 Last date for receiving queries 05-Aug-16

3 Pre-Bid Conference 11:00 AM, 08-Aug-16

4 Authority response to queries latest by (Tentative)

18-Aug-16

5 Bid Due Date 3:00 PM, 1-Sep-16

6 Hard copy Due Date 3:00 PM, 2-Sep-16

7 Opening date and time of Supporting documents to bids and Eligibility Submissions

4:00 pm, 1-Sep-16

8 Announcement of Eligibility short-list (Tentative) 06-Sep-16





9 Opening date and time of Commercial bid 08-Sep-16

10 Issue of Letter of Award

(Tentative) 19-Sep-16

11 Validity of Bids

(Tentative) 28-Feb-2017

12 Signing of CADA

(Tentative) 19-Oct-16

Pre-Bid Conference

The date, time and venue of the Pre-Bid Conference shall be:

Date: 8/ August / 2016

Time: 1100 hours

Venue: Lenin Center, Governorpet, Vijayawada– 520002, Andhra Pradesh, India

Only representatives of registered bidders (single firms or consortiums) can attend the

pre-bid conference.

Contact Details

Authority Address:

Andhra Pradesh Capital Region Development Authority (APCRDA)

Lenin Center, Governor Pet, VIJAYAWADA - 520002

ANDHRA PRADESH - INDIA.

Phone: +91 - 866 - 2577475

Contact:

Mr. Y. Nagireddy,

Mobile: +91-709-5599-090

email: [email protected]

mailto:[email protected]





DISCLAIMER

The information contained in this Request for Proposal document (the “RFP”) or subsequently

provided to Bidder(s), whether verbally or in documentary or any other form by or on behalf

of the Authority or by any of the employees or advisors of the Authority, is provided to

Bidder(s) on the terms and conditions set out in this RFP and on such other terms and conditions

may be specified from time to time.

This RFP is neither an agreement nor an offer by the Authority to the Original Project Proponent

(OPP), prospective Bidders or any other person(s). The purpose of this RFP is to provide

interested parties with information that may be useful to them in making their Bids pursuant

to this RFP. This RFP includes the proposal submitted by the Original Project Proponent in

relation to the Project and does not purport to contain all the information that each Bidder may

require. This RFP and/or the project contemplated here under may not be appropriate for all

persons, and it is not possible for the Authority, its employees or advisors to consider the

objectives, financial situation and/or the particular needs of each party who reads or uses this

RFP. Each Bidder should, conduct its own investigations and analysis and should check the

accuracy, adequacy, correctness, reliability and completeness of the information contained in

this RFP.

Information provided in this RFP is on a wide range of matters, some of which depend upon

interpretation of law. The information given is not an exhaustive account of statutory

requirements and should not be regarded as a complete or authoritative statement of law. The

Authority accepts no responsibility for the accuracy or otherwise for any information,

interpretation or opinion or statement of law expressed herein.

The Authority, its employees and advisors make no representation or warranty and shall have

no liability to any person including to any Bidder, under any law (including any statute, rule,

regulations or the like), tort, breach of warranty, indemnification, principles of restitution or

unjust enrichment, or otherwise, for or in respect of any claim, loss, damages, cost or expense

of any nature whatsoever, which may arise from or be incurred or suffered on account of or in

relation to anything contained in this RFP or otherwise, including in relation to the accuracy,

adequacy, correctness, completeness or reliability upon the RFP or on account of any

assessment, assumption, statement or information contained in or be deemed to form part of

this RFP, or otherwise arising in any manner whatsoever in relation to the Bidding Process.

The Authority also accepts no liability of any nature whether resulting from negligence or

otherwise howsoever caused including that arising from reliance of any Bidder upon the

statements contained in this RFP. The Authority may in its absolute discretion, but without

being under any obligation to do so, update, amend or supplement the information, assessment

or assumptions contained in this RFP.

The issue of this RFP does not imply that the Authority is bound to select a firm/ consortium

or to enter into any contract with the Selected firm/ consortium or with the Concessionaire, as





the case may be, for the Project and the Authority reserves the right to reject all or any of the

Bidders or Bids without assigning any reason whatsoever.

Each Bidder shall bear all its costs associated with or relating to the preparation and submission

of its Bid including but not limited to analysis, preparation, copying, postage, delivery fees,

expenses associated with any demonstrations or presentations which may be required by the

Authority or any other costs incurred in connection with or relating to its Bid. All such costs

and expenses will remain the responsibility of the Bidder and the Authority shall not be liable

in any manner whatsoever for the same and/or for any other costs or other expenses incurred

by a Bidder in preparation or submission of the Bid, regardless of the conduct or outcome of the

Bidding Process.






GLOSSARY

ADP As defined in Section 1.1.5

APIDE Act, 2001 As defined in Section 1.1.4

Authority As defined in Section 1.1.2

Bank Guarantee As defined in Section 1.2.9

Bid(s) As defined in Section 1.2.5

Bidders As defined in Section 1.2.3

Bid Due Date As defined in Section 1.2.3

Bidding Process As defined in Section 1.2.1

Bid Security As defined in Section 1.2.9

Bid Stage As defined in Section 1.2.2

Bid Validity Period As defined in Section 3.19

Commercial Bid As defined in Section 3.15.4

Concession As defined in Section 1.1.5

Concession and Development

Agreement (CADA) As defined in Section 1.1.5

Coercive Practice As defined in Section 5

Concessionaire As defined in Section 1.1.5

Concession Period As defined in Section 1.1.7.2

Conflict of Interest As defined in Section 3.1.1.3

Control As defined in Section 3.1.2.1

Consortium As defined in Section 3.1.1.1

Corrupt Practice As defined in Section 5

Crore 10,000,000

Demand Draft As defined in Section 1.2.6

Eligibility As defined in Section 3.1.2

Eligibility Submission As defined in Section 3.15.3

Estimated Project Cost As defined in Section 1.1.8

First Part As defined in Section 8

First round of bidding As defined in Section 4.3.4.3

Fraudulent Practice As defined in Section 5

Government As defined in Section 1.1.1

Government Administrative Core As defined in CADA

Gross Sales Revenue As defined in CADA

Guarantee As defined in Section 8





Hard Copy As defined in Section 3.14.2

Highest Challenger Bidder As defined in Section 1.2.11

Jt. Bidding Format As defined in Section 3.1.2.9

Lakh 100,000

Lead Member As defined in Section 3.1.2.9

LOA As defined in Section 4.3.4.2

LCIA As defined in CADA

Management Company As defined in CADA

Master Developer As defined in Section 1.1.3

Member Member of a Consortium

Net Worth As defined in Section 3.1.2.3

Net Cash Accrual As defined in Section 3.1.2.3

Parties As defined in Section 8

Party As defined in Section 8

Phase or Phase 1 or Phase 2 or Phase 3 As defined in the CADA

PPP Public Private Partnership

Principals As defined in Section 8

Project As defined in Section 1.1.3

Projects As defined in Section 3.1.2.2

Proposal Preparation Cost As defined in Section 4.4

Re. or Rs. or INR Indian Rupee

Restrictive Practice As defined in Section 5

Revenue Share As defined in Section 1.2.10

RFP or Request for Proposals As defined in the Disclaimer

Second part As defined in Section 8

Second round of bidding As defined in Section 4.3.4.4

Selected Firm/ Consortium As defined in Section 1.1.5

Shareholders’ Agreement As defined in Section 1.1.5

Sole Bid As defined in Section 4.3.4.2

Start-Up Area As defined in the CADA

Statutory Auditor As defined in Section 3.1.2.2

Subject Person As defined in Section 3.1.1.3

Swiss Challenge As defined in Section 1.2.11

Tender Documents As defined in Section 1.1.10

Third Part As defined in Section 8

Third round of bidding As defined in Section 4.3.4.5

Undesirable Practice As defined in Section 5





The words and expressions beginning with capital letters and defined in this document

shall, unless the context otherwise requires, have the meaning ascribed thereto herein.





ABBREVIATIONS

ADP Amaravati Development Partner

APCRDA Andhra Pradesh Capital Region Development Authority

APIDEA Andhra Pradesh Infrastructure Development Enabling Act.

CADA Concession and Development Agreement

CCDMC Capital City Development and Management Corporation,

deemed to include its successors, permitted assigns and

substitutes

GoAP Government of Andhra Pradesh

GOI Government of India

Hect Hectare

INR Indian National Rupee

OPP Original Project Proponent

PPP Public Private Partnership

RFP Request for Proposal

Sq. ft. Square feet

Sq.km Square kilometer

SHA Shareholders’ Agreement

SUA Start-up area

USD United States Dollar





TABLE OF CONTENTS

ADVERTISEMENT ..................................................................................................................................2

INVITATION FOR BIDDERS ...............................................................................................................3

DISCLAIMER ...........................................................................................................................................9

GLOSSARY .............................................................................................................................................11

ABBREVIATIONS .................................................................................................................................14

PART 1 – INTRODUCTION AND SCOPE .......................................................................................17

1 INTRODUCTION ........................................................................................................................18

1.1 Background and Scope of the project ..........................................................................18

1.2 Brief description of Bidding Process ...........................................................................22

1.3 Schedule of Bidding Process.........................................................................................24

1.4 Pre-Bid Conference ........................................................................................................25

2 ORIGINAL PROJECT PROPONENT (OPP) PROPOSAL ...................................................26

PART 2 – BIDDING PROCEDURES ..................................................................................................27

3 INSTRUCTIONS TO BIDDERS ...............................................................................................28

A. GENERAL .......................................................................................................................28

3.1 Eligibility of Bidders ......................................................................................................28

3.2 General terms of Bidding ..............................................................................................38

3.3 Change in composition of the Consortium ................................................................40

3.4 Change in Ownership ...................................................................................................41

3.5 Number of Bids and Cost of Bidding ..........................................................................41

3.6 Site visit and verification of information ....................................................................41

3.7 Acknowledgement by Bidder ......................................................................................42

3.8 Verification and Disqualification .................................................................................42

3.9 Right to accept and to reject any or all Bids ...............................................................43

B. DOCUMENTS ................................................................................................................45

3.10 Contents of the RFP .......................................................................................................45

3.11 Clarifications ...................................................................................................................45

3.12 Amendment of RFP .......................................................................................................46

C. PREPARATION AND SUBMISSION OF BIDS .........................................................47

3.13 Language .........................................................................................................................47





3.14 Format and Signing of Bid ............................................................................................47

3.15 Sealing and Marking of Bids ........................................................................................48

3.16 Bid Due Date ...................................................................................................................50

3.17 Late Bids ..........................................................................................................................50

3.18 Modifications/ Substitution/ Withdrawal of Bids ...................................................50

3.19 Validity of Bids ...............................................................................................................51

3.20 Confidentiality................................................................................................................51

D. BID SECURITY ...............................................................................................................52

3.21 Bid Security .....................................................................................................................52

4 EVALUATION OF BIDS ............................................................................................................54

4.1 Opening and Evaluation of Bids ..................................................................................54

4.2 Commercial Bid parameter...........................................................................................55

4.3 Evaluation and Selection process ................................................................................55

4.4 Proposal Preparation Cost ............................................................................................59

4.5 Clarifications ...................................................................................................................59

4.6 Contacts during Bid Evaluation ...................................................................................59

4.7 Confidentiality................................................................................................................60

4.8 Correspondence with bidder........................................................................................60

5 FRAUD AND CORRUPT PRACTICES ...................................................................................61

6 PRE-BID CONFERENCE ............................................................................................................63

7 MISCELLANEOUS ......................................................................................................................64

8 BIDDING FORMS .......................................................................................................................65

8.1 Enclosures of the Bid .....................................................................................................65

8.2 Eligibility Submission ....................................................................................................87

8.3 Commercial Bid ............................................................................................................104

PART 3 – CONTRACT AGREEMENTS ..........................................................................................106

9 CONCESSION AND DEVELOPMENT AGREEMENT .....................................................107

10 SHAREHOLDERS’ AGREEMENT .........................................................................................108

11 ADDENDA TO CADA & SHAREHOLDERS’ AGREEMENT .........................................109

PART 4 –APPENDICES .......................................................................................................................110

12 APPENDICES .............................................................................................................................111





PART 1 – INTRODUCTION AND SCOPE





1 INTRODUCTION

1.1 Background and Scope of the project

1.1.1 The Government of Andhra Pradesh (the “Government”) is in the process of establishing

`Amaravati', a greenfield world class Capital city for the newly bifurcated State of

Andhra Pradesh. The Government’s aspiration is to create a people's capital that is

vibrant, diverse, inclusive, and modern which is not only a glowing pride for all the

people of Andhra Pradesh but also a magnet for skilled migrants, industries, business

and professionals from across the world. The Capital city is envisaged to synthesize the

best features of urban planning, sustainability, and effective governance to create an

inclusive, highly livable, and world-class urban ecosystem. Amaravati would function as

the administrative headquarters of the State, proposed to be developed with state-of-the-

art infrastructure facilities, business & knowledge hubs based on sustainable economic

growth principles

1.1.2 With the objective of construction of new Capital city Amaravati, an act has been passed

by the GoAP to provide for the declaration of the new Capital area for state of the Andhra

Pradesh and establishment of the Andhra Pradesh Capital Region Development

Authority (APCRDA) (the “Authority”) for the purposes of planning, coordination,

execution, supervision, financing, and for promoting and securing the planned

development of the capital region development area.

1.1.3 The Government of Andhra Pradesh received a Suo-Motu proposal from Singapore

consortium consisting of Ascendas-Singbridge Pte. Ltd. and Sembcorp Development

Ltd., referred to in this document as the Original Project Proponent (“OPP”) for the

Development of Start-up Area of 6.84 Sq Km in Seed Capital Area of Amaravati as Master

Developer (the “Master Developer”) on Public Private Partnership (PPP) through Swiss

Challenge Approach under the Andhra Pradesh Infrastructure Development Enabling

Act (APIDEA), 2001 (the “Project”).

1.1.4 The Government of Andhra Pradesh vide GO MS No. 170, MA&UD(CRDA-2)

Department dated 04-07-2016 approved the Swiss Challenge Proposal (OPP Proposal)

including draft Concession and Development Agreement, Shareholders’ Agreement and

addenda and sealed cover of commercial bid submitted by the OPP. APCRDA is

authorized to invite counter proposals under the APIDE Act, 2001. The APCRDA is

conducting the bidding process through Swiss Challenge Approach under the Andhra

Pradesh Infrastructure Development Enabling Act (APIDEA), 2001 and all amendments

thereof (the “APIDE Act, 2001”) for the selection of the firm/ consortium for the project.





The details of the Swiss Challenge Approach are detailed in this RFP. Brief particulars of

the project are as follows:

Name of the Project Key Components and Other Details

Development of 6.84 sq. km Start up Area of Amaravati

Capital City on Public Private Partnership (PPP) mode

through Swiss Challenge Approach under the Andhra

Pradesh Infrastructure Development Enabling Act

(APIDEA), 2001

As Given in OPP

Proposal included in

Part 1, Chapter 2

1.1.5 The firm/ consortium selected through the bidding process outlined in this RFP (the

“Selected firm/ consortium”) will enter into a Shareholders Agreement (the “SHA”) with

CCDMC as per the form proposed by the Original Project Proponent including the

approved addenda and provided by the Authority as part of the Tender Documents

pursuant hereto (Part 3 of this RFP document) to form Amaravati Development Partner

(ADP) (the “Amaravati Development Partner” or “ADP”), which will be a Special

Purpose Vehicle incorporated (with its registered office in Vijayawada, India) under the

Companies Act 2013, to undertake the development of the Start-Up Area. The

Government of Andhra Pradesh (through APCRDA) would then enter into a Concession

and Development Agreement (the “Concession and Development Agreement” or the

“CADA”) with ADP (the “Concessionaire”) as per the form proposed by the Original

Project Proponent including the approved addenda and provided by the Authority as

part of the Tender Documents pursuant hereto (Part 3 of this RFP document). The

Concession and Development Agreement sets forth the detailed terms and conditions for

grant of the concession to the Concessionaire, including the scope of the Concessionaire’s

services and obligations (the “Concession”).

1.1.6 The Shareholders Agreement (SHA) including the approved addenda to be entered into

between the selected firm/ consortium and CCDMC as submitted by the Original Project

Proponent as part of their Swiss Challenge Proposal is also provided by the Authority as

part of the Tender Documents pursuant hereto (Part 3 of this RFP document).

1.1.7 The summary of the Project Scope including the Development Plan as detailed below, are

based on the OPP Proposal (including CADA and SHA). For further details, bidders shall

refer to the OPP proposal, CADA and SHA enclosed along with this RFP document.

The total land identified in the master development for seed development area is

approximately 20 sq km. The Start Up Area is spread over 6.84 sq km within the Seed





Development Area.

1.1.7.1 The Start-Up Area (SUA), which is spread over 6.84 sq. km. is approximately of 1691 acres

(684 Hectares) of land for phase wise development within the Seed Development Area of

Amaravati Capital city (as indicated in the map enclosed in Annexure-IX of OPP

Proposal). This is to be developed in three phases, each spread over five years during the

concession period of 20 years (the “Concession Period”) starting from the date of issuance

of the Acceptance Notice by ADP for the Conditions Precedent for Phase 1.

1.1.7.2 Land handover by APCRDA will be aligned with the proposed development plan of ADP

as given in Chapter 2. It is proposed that APCRDA provide land to ADP in the following

phases:

Phase 1 2 3 Total

Land in hectares 265 208 211 684

1.1.7.3 In the event of specific request from GOAP, ADP may consider during the development

of infrastructure for a phase currently under development, to construct the base

infrastructure (limited only to road and carriage way drainage and culverts) for any of

the undeveloped phases subject to the terms and conditions of CADA. Please refer

annexure IV of the OPP Proposal.

1.1.7.4 The three phases of land development are spatially split into three separate land parcels

as marked/ indicated in the Section-4.2 of the OPP proposal and Annexure-IV of the

CADA.

1.1.7.5 ADP may commence development of subsequent phase of the project only upon 70% of

development plots in the ongoing phase being sold to third parties and such sale

proceeds are realized by ADP. ADP may consider taking up development of subsequent

phases even if 70% condition is not met subject to clause 4.1.1 phased development of the

OPP Proposal, which may be referred to.

1.1.7.6 The role of master developer will be to design, build, finance and market the plotted

development in the Start Up Area. The Master Developer will take on the role of a

marketing agent to the Start Up Area to attract competent developers for undertaking

vertical development in the Start Up Area through development of high quality

infrastructure. Master Developer will also play an important role as facilitator for

attracting investments and creation of jobs in the AP Capital Region through the

development of this Start Up Area.





1.1.7.7 Details regarding roles and responsibilities of the GoAP, APCRDA, CCDMC and the

ADP are as per the Swiss Challenge Proposal including CADA and SHA and addenda as

approved by the Government.

1.1.7.8 All development to be undertaken as per the notified master plan and development

control regulations enclosed in the Amaravati City Zoning Report notified by APCRDA

available on www.crda.ap.gov.in.

1.1.7.9 OPP Proposal contains market analysis and demand estimation (para 2.7), land use plan

(para 2.7) the proposed development mix (2.8.1) and related land requirement ( para

2.8.2).The bidders may take these as basis in arriving at the land use wise saleable area.

1.1.7.10 The land allotment and pricing mechanism and the Reserve Price of land for Phase 1

shall be as per addendum item No 6,7 &8 of CADA addenda dated 30th May 2016 as

enclosed with this RFP.

1.1.7.11 The revenue share payable by ADP to APCRDA will be a percentage of gross sales

revenue as detailed in clause 11 of CADA and the related addendum.

OPP Proposal under chapter 6-Project implementation framework has detailed the

project implementation framework including the institutional structure for ADP and

management company. The Chapter also deals with the operations and maintenance

framework for the project.

1.1.8 The estimated cost of the Project (the “Estimated Project Cost”) as specified in the

proposal submitted by the Original Project Proponent has been specified in the

documents enclosed in Chapter-5 of the OPP Proposal. The assessment of actual costs,

however, will have to be made by the Bidders.

1.1.9 The statements and explanations contained in this RFP are intended to provide an

understanding to the Bidders about the subject matter of this RFP and should not be

construed or interpreted as limiting in any way or manner the scope of services and

obligations of the Concessionaire set forth in the Concession and Development

Agreement (CADA) or the Authority’s rights to amend, alter, change, supplement or

clarify the scope of work, the concession to be awarded pursuant to this RFP or the terms

thereof or herein contained. Consequently, any omissions, conflicts or contradictions in

the Tender Documents including this RFP are to be noted, interpreted and applied

appropriately to give effect to this intent, and no claims on this account shall be

entertained by Authority.

1.1.10 The Authority shall receive Bids pursuant to this RFP in accordance with the terms set

forth in this RFP and other documents to be provided by the Authority pursuant to this

http://www.crda.ap.gov.in/





RFP (collectively the "Tender Documents"), as modified, altered, amended and clarified

from time to time by the Authority, and all Bids shall be prepared and submitted in

accordance with such terms.

1.2 Brief description of Bidding Process

1.2.1 The Authority has adopted a single-stage bidding process (the “Bidding Process”) to

invite Competing counter challenging proposals for the selection of the Master

Developer,

1.2.2 The single-stage bidding process (the “Bid Stage”) comprise of the following four (4) sub-

stages,

1. Test of responsiveness of the bid: The first sub-stage, the Authority shall determine

whether each bid is responsive, which refers to an assessment if the submission is in

conformity with the terms and conditions of the RFP.

2. Evaluation of Eligibility: The second sub-stage of the process involves assessment of

the Technical and Financial eligibility of interested firms/consortia who submit a bid,

in accordance to the provisions of this RFP as outlined in Section 3.1 of this document.

3. Opening of Commercial bids: The third sub-stage of the process involves opening of

Commercial bids of the qualified bidders who have met the Eligibility Criteria of the

previous sub-stage.

4. Selection under Swiss Challenge Approach: Opening of commercial bid of the OPP

and selecting the firm/ consortium as per the Swiss Challenge Approach under the

Andhra Pradesh Infrastructure Development Enabling Act (APIDEA), 2001 to

implement the Project.

1.2.3 Interested bidders (the "Bidders") meeting the “Eligibility Criteria” as detailed in the

Section 3.1 of this RFP, are being called upon to submit their Bids (“Bid” or “Bids”, as the

case may be) on the APeProcurement portal in accordance with the Tender Documents.

The Bid shall be valid for a period of not less than 180 days from the date specified in

Section 1.3 for submission of bids (the “Bid Due Date”).

1.2.4 The instructions for interested bidders to access and to upload the final bid submissions

on to the APeProcurement portal is enclosed in the Part-4, Section 12 ,Appendix 2

1.2.5 The Bidders are required to submit their Bids in three parts corresponding to the first 3





sub-stages outlined in Section-1.2.2 above,

■ Supporting documents to the Bid

■ Eligibility Submission

■ Commercial bid

1.2.6 The Tender Documents includes the Original Project Proponent’s Proposal, the

Concession and Development Agreement (CADA) and the Shareholders’ Agreement

(SHA) for the Project, inclusive of any addenda. Subject to the provisions of this RFP, the

aforesaid documents and any addenda issued subsequent to this RFP Document, but

before the Bid Due Date, will be deemed to form part of the Tender Documents.

1.2.7 Participating bidders will have to pay a sum of INR 25,00,000 (INR Twenty-Five Lakh)


Pradesh towards bid processing fee. The scanned version of such Demand Draft shall be

uploaded on the APeProcurement portal at the time of uploading the Bid. The original of

the Demand Draft shall be submitted at the time of hard copy submission of the Bid.

1.2.8 GOI has issued guidelines (see Part 4, Section 12, Appendix 1) for qualification of bidders

seeking to acquire stakes in any public sector enterprise through the process of

disinvestment. These guidelines shall apply mutatis mutandis to this Bidding Process.

The Authority shall be entitled to disqualify a Bidder in accordance with the aforesaid

guidelines at any stage of the Bidding Process. Bidders must satisfy themselves that they

are qualified to bid, and should give an undertaking to this effect in the form at Form A7.

1.2.9 A Bidder is required to deposit, along with its Bid, a bid security of Rs. 6,35,50,000 (Indian

Rupees six crore thirty five lakh and fifty thousand) (the "Bid Security"), refundable not

later than 60 (sixty) days from the end of the Bid Validity Period except in the case of the

Highest Challenger Bidder (see section 3.21 of RFP). The Bidders should provide the Bid

Security in the form of a bank guarantee (the “Bank Guarantee”) acceptable to the

Authority, and the validity period of the Bank Guarantee shall not be less than 60 (sixty)

days from the end of the Bid Validity Period, and the same may be extended as may be

mutually agreed between the Authority and the Bidder from time to time. The Bid shall

be summarily rejected if it is not accompanied by the Bid Security as described in this

Clause.

1.2.10 Competing counter challenging proposals are invited for the Project on the basis of the

percentage of Gross Sales Revenue to be shared with APCRDA (the "Revenue Share")

being the sole bidding parameter as mentioned in the OPP Proposal and the CADA.

1.2.11 After the opening of the commercial bids of the challenging bidders as per the terms and





conditions of this RFP, the OPP as per the Swiss Challenge Approach outlined in the

APIDE Act, 2001 (the “Swiss Challenge”), will be offered the opportunity to match or

better, the best bid received from a challenging bidder, if such bid is superior to that

submitted by the OPP. If (a) the offer of OPP is superior to the best bid received from

challenging bidders, or as the case may be (b) the OPP matches or betters the best bid

received from the challenging bidders (if such bid is superior to the offer of OPP), then

OPP will be selected for the development of the Start-up Area and GoAP will enter into

a Concession and Development Agreement (CADA) with the SPV (ADP) formed by the

OPP.

In all other cases the challenging bidder that has submitted the best bid will be selected

for the development of the Start-up Area and GoAP will enter into a Concession and

Development Agreement (CADA) with the SPV (ADP) formed by such challenging

bidder. In such an event OPP will be reimbursed the costs of preparation of the suo-motu

proposal, CADA and the SHA as specified in this bid document by the Authority. Such

Proposal Preparation Cost shall in turn be paid by the Successful Challenger Bidder to

the Authority before the signing of CADA. The detailed evaluation and selection process

is outlined in Section 4 of this RFP.

1.2.12 During the Bid Stage, Bidders are invited to examine the site and to carry out, at their

cost, such studies as may be required for submitting their respective Bids for award of

the Concession including implementation of the Project.

1.2.13 The Concession Period is pre-determined, as indicated in the Concession and

Development Agreement (CADA).

1.2.14 The infrastructure requirements of the proposal should be in line with specifications

mentioned in Infrastructure Specifications Part 4, Chapter 12, Appendix-3 of this RFP.

1.2.15 Further and other details of the process to be followed at the Bid Stage and the terms

thereof are spelt out in this RFP.

1.2.16 Any queries or request for additional information concerning this RFP shall be submitted

only via e-mail to the officer designated in Section 3.15.7 of this RFP. The communication

shall clearly bear the following identification/ title:

“Queries/Request for Additional Information: RFP for Development of 6.84 sq. km. Start-up Area

of Amaravati Capital City on Public Private Partnership (PPP) Mode through Swiss Challenge

Approach under the APIDEA, 2001”.

1.3 Schedule of Bidding Process

The Authority shall endeavour to adhere to the following schedule:





S. No. Event Description Date

1 Notice Inviting Tender 17-Jul-16

2 Last date for receiving queries 05-Aug-16

3 Pre-Bid Conference 11:00 AM, 08-Aug-16

4 Authority response to queries latest by (Tentative)

18-Aug-16

5 Bid Due Date 3:00 PM, 1-Sep-16

6 Hard copy Due Date 3:00 PM, 2-Sep-16

7 Opening date and time of Supporting documents to bids and Eligibility Submissions

4:00 pm, 1-Sep-16

8 Announcement of Eligibility short-list (Tentative) 06-Sep-16

9 Opening date and time of Commercial bid 08-Sep-16

10 Issue of Letter of Award

(Tentative) 19-Sep-16

11 Validity of Bids

(Tentative) 28-Feb-2017

12 Signing of CADA

(Tentative) 19-Oct-16

1.4 Pre-Bid Conference

The date, time and venue of the Pre-Bid Conference shall be:

Date: 8/ August / 2016

Time: 1100 hours

Venue: Lenin Center, Governorpet, Vijayawada– 520002, Andhra Pradesh, India

Only representatives of registered bidders (single firms or consortiums) can attend the

pre-bid conference.

Contact:

Mr. Y. Nagireddy,

Mobile: +91-709-5599-090







2 ORIGINAL PROJECT PROPONENT (OPP) PROPOSAL

Uploaded separately on the e-Tendering Portal along with this RFP.





PART 2 – BIDDING PROCEDURES





3 INSTRUCTIONS TO BIDDERS

A. GENERAL

3.1 Eligibility of Bidders

3.1.1 For determining the eligibility of Bidders, the following shall apply:

3.1.1.1 The Bidder for being eligible may be a single entity or a group of entities (the

“Consortium”), coming together to implement the Project. However, no Bidder applying

individually or as a member of a Consortium, as the case may be, can be member of

another Bidder. The term Bidder used herein would apply to both a single entity and a

Consortium.

3.1.1.2 A Bidder may be a natural person, private entity, government-owned entity or any

combination of them with an existing legally binding agreement to form a Consortium.

A Consortium shall be eligible for consideration subject to the conditions set out in

Section 3.1.1.

3.1.1.3 A Bidder shall not have a conflict of interest (the “Conflict of Interest”) that affects the

Bidding Process. Any Bidder found to have a Conflict of Interest shall be disqualified. A

Bidder shall be deemed to have a Conflict of Interest affecting the Bidding Process, if:

■ the Bidder, its Member or Associate (or any constituent thereof) and any other Bidder,

its Member or any Associate thereof (or any constituent thereof) have common

controlling shareholders or other ownership interest; provided that this

disqualification shall not apply in cases where the direct or indirect shareholding of a

Bidder, its Member or an Associate thereof (or any shareholder thereof having a

shareholding of more than 5 per cent of the paid up and subscribed share capital of

such Bidder, Member or Associate, as the case may be) in the other Bidder, its Member

or Associate is less than 5 per cent of the subscribed and paid up equity share capital

thereof; provided further that this disqualification shall not apply to any ownership

by a bank, insurance company, pension fund or a public financial institution referred

to in sub-section (72) of section 2 of the Companies Act, 2013. For the purposes of this

provision, indirect shareholding held through one or more intermediate persons shall

be computed as follows:

where any intermediary is controlled by a person through management control

or otherwise, the entire shareholding held by such controlled intermediary in

any other person (the “Subject Person”) shall be taken into account for

computing the shareholding of such controlling person in the Subject Person;

and





subject always to sub-clause (a) above, where a person does not exercise control

over an intermediary, which has shareholding in the Subject Person, the

computation of indirect shareholding of such person in the Subject Person shall

be undertaken on a proportionate basis; provided, however, that no such

shareholding shall be reckoned under this sub-clause (b) if the shareholding of

such person in the intermediary is less than 26% of the subscribed and paid up

equity shareholding of such intermediary; or

■ a constituent of such Bidder is also a constituent of another Bidder; or

■ such Bidder, or any Associate thereof receives or has received any direct or indirect

subsidy, grant, concessional loan or subordinated debt from any other Bidder, or any

Associate thereof or has provided any such subsidy, grant, concessional loan or

subordinated debt to any other Bidder, its Member or any Associate thereof; or

■ such Bidder has the same legal representative for purposes of this Bid submission as

any other Bidder; or

■ such Bidder, or any Associate thereof has a relationship with another Bidder, or any

Associate thereof, directly or through common third party/ parties, that puts either

or both of them in a position to have access to each other’s information about, or to

influence the Bid submission of either or each other; or

■ such Bidder, or any Associate thereof has participated as a consultant to the Authority

in the preparation of any documents, design or technical specifications of the Project.

3.1.1.4 A Bidder shall be liable for disqualification if any legal, financial or technical adviser of

the Authority in relation to the Project is engaged by the Bidder, its Member or any

Associate thereof, as the case may be, in any manner for matters related to or incidental

to the Project. For the avoidance of doubt, this disqualification shall not apply where such

adviser was engaged by the Bidder, its Member or Associate in the past but its assignment

expired or was terminated prior to the Bid Due Date. Nor will this disqualification apply

where such adviser is engaged after a period of 3 (three) years from the date of

completion of development of Phase 1 of the Project.

Explanation: In case a Bidder is a Consortium, then the term Bidder as used in this

Provision, shall include each Member of such Consortium.

3.1.2 To be eligible and shortlisted, a Bidder shall demonstrate its qualification against the

Eligibility Criteria mentioned below (the “Eligibility”).

3.1.2.1 In computing the “Technical Eligibility” and “Financial Eligibility” of the Bidder/

Consortium Member, the Technical Eligibility and Financial Eligibility of their respective





Associates would also be eligible hereunder. For purposes of this Bid, Associate means,

in relation to the Bidder/ Consortium Member, a person who controls, is controlled by,

or is under the common control with such Bidder/ Consortium Member (the

“Associate”). As used in this definition, the expression “control” means, with respect to

a person which is a company or corporation, the ownership, directly or indirectly, of

more than 50% (fifty per cent) of the voting shares of such person, and with respect to a

person which is not a company or corporation, the power to direct the management and

policies of such person by operation of law.

■ All evidence submitted is subject to scrutiny by APCRDA or any designated authority.

■ All tenures mentioned below are over the time window preceding the Bid Due Date

■ Decision of the Authority will be final and binding

3.1.2.2 Technical Eligibility:

■ Master Development of land refers to projects involving designing, developing,

building, financing, managing and marketing of land developments (plotted

development) along with physical infrastructure (included but not limited to roads,

electricity, water and sewerage) by the Bidder or by entities wherein a Bidder has paid

up equity shareholding of at least 26% of the total paid up equity shareholding. Land

developed under this definition should be of mixed-use nature (commercial or

residential). Construction contracts will not qualify as Master Development of land.

Land area, that is part of a bigger Master Development, and is fully developed,

including constituent physical infrastructure and saleable /leasable built-up area that

is ready for occupation, could be considered subject to appropriate evidences being

submitted

■ Cumulative refers to simple aggregation

■ The definition of project solely for purposes of Technical Eligibility will include the

designing, financing, development, construction and marketing of a commercial or

residential development within one single plot or geographically contiguous plots or

area developed by the bidder, in the capacity as master developer and/or the

developer, as the case may be. Construction contracts will not qualify for built-up area.

■ Time Window refers to the period immediately preceding the Bid Due Date. Only

development completed in this period will be considered for the purpose of the

criteria below. If a project has commenced before this period, then only the portion of

the project that has been completed in this period will be considered.

■ Employment below refers to direct employment, which is defined as number of

existing employees that are based in the said developed area as on the Bid Due Date.





This figure can include employment created either by developer and / or tenants and

/ or buyers.

■ Marketed area in this section is defined as land parcels or projects where the sale/

lease has been affected to end-user or developer.

Sl.

No.

Criteria Units Time

window

Single

member

All

members

Evidence to be

submitted

Experience Based Criteria – Development

A Master Developer – Land Development

1 Cumulative master

development (India/

Outside India)

Hect 10 years 1,000 1,000 Certificate by

Statutory

Auditor

2 Cumulative master

development (Outside

India)

Hect 10 years 500 500 Certificate by

Statutory

Auditor

3 One greenfield Business

District project

Sq.km - 2.5 2.5 Certificate from

local authority/

Govt. as per

format to be

prescribed

B Developer - Built Up Area (BUA)

1 One project (India/

Outside India)

Sq. ft. 10 years 5 Million 5 Million ~do~

2 Cumulative built-up-

area (Outside India)

Sq. ft. 10 years 5 Million 5 Million ~do~

C Employment created in Built Up Area Developed by bidder

1 One project (India/

Outside India)

Nos 10 years 25,000 25,000 ~do~

2 Cumulative built-up-

area (Outside India)

Nos 10 years 25,000 25,000 ~do~

D Joint Venture with Govt.





Sl.

No.

Criteria Units Time

window

Single

member

All

members

Evidence to be

submitted

1 Nos. of JVs with local

Govt./ Govt. entity

(Indian or International)

for any of the Projects

referred under

“Experience Based

Criteria”

Nos - 2 JVs 2 JVs Certificate from

Govt./ Govt.

entity as per

format

prescribed

Experience Based Criteria – Marketing

E Master Developer - Land Development

1 Cumulative plotted

development marketed


Statutory

Auditor

2 Cumulative plotted

development marketed

outside India


Statutory

Auditor

F Developer - Built Up Area

1 BUA marketed in one

project anywhere in the

world

Sq. ft. 10 years 4 Million 4 Million Certificate by

Statutory

Auditor

2 Cumulative BUA

marketed outside India

Sq. ft. 10 years 5 Million 5 Million Certificate by

Statutory

Auditor

General Criteria

G Bidder to demonstrate letter of support (on similar lines of letter issued by the Ministry

of Trade and Industry, Singapore enclosed to this RFP) from the respective international

government (s) of the country to which the bidder belongs to.

Notes: 1. All criteria above are over the Time Window preceding the Proposal submission date 2. 4 Million sq. ft. is equivalent to 0.37 Million square meters; 5 Million sq. ft. is equivalent to 0.46 Million square meters





■ One greenfield Business District project, as referred to in Criteria A3 above, should

constitute a single project developed by a single entity Bidder or one Member of a

Consortium.

■ “Statutory Auditor” in relation to a person means an independent entity that is

appointed to audit and certify the annual accounts of such person, as per the

requirements of laws applicable to such person. In jurisdictions that do not have

Statutory Auditors, the auditors who audit the annual accounts of the relevant person

may provide the requisite certification, subject to the Bidder establishing to the

satisfaction of the Authority that the relevant jurisdiction does not require

appointment of Statutory Auditors.

■ “Govt.” mentioned above means (a) the Government of India or of any State in India,

or (b) the Federal or State Government of the Bidder’s country, or (c) the Federal or

State Government having jurisdiction over the area where the relevant project has

been/is being implemented by the Bidder or its Associate(s). Govt. entity means an

agency or department of the Government.

■ “Local Authority” means a district/city/town council, municipality, municipal

corporation or other government/statutory body or authority responsible for local

government.

3.1.2.3 Financial Eligibility:

■ The Bidders should provide information regarding the Financial Eligibility

parameters based on audited annual accounts for the respective financial years. The

Financial Year would be the same as the one normally followed by the Bidder for its

Annual Report. Each Bidder’s Financial Eligibility will have to be certified by its

Statutory Auditor. The Bid must be accompanied by the Audited Annual Reports of

the Bidder (of each member in case of a consortium) for the last three (3) financial

years. In case the annual accounts for the latest financial year are not audited and

therefore the Bidder could not make it available, the Bidder shall give an undertaking

to the same effect and the Statutory Auditor shall certify the same. In such a case, the

Bidder shall, for the purpose of evaluation, provide the Audited Annual Reports for

three years preceding the latest completed Financial Year failing which the Proposal

will be rejected as non-responsive. All financial and supporting audited documents

provided by the bidders should be as per IFRS norms.





Sl.

No.

Criteria Units Over the time

window

preceding the

Proposal

submission

date

One

Member

In case of JV Evident to

be

submitted

- Lead

Member

Each

Member

All

Members

put

together

A. Aggregate

Net-worth

INR As per the

latest audited

Balance Sheet

2000

crores

-NA- -NA- 2000

crores

Certificate

by

Statutory

Auditor

B. Aggregate

Annual

Net Cash

Accruals

INR As per the last

3 years

audited

annual

accounts

600

crores

-NA- -NA- 600

crores

~do~

* Net Worth shall mean (Subscribed and Paid-up Equity + Reserves) less (Revaluation

reserves + miscellaneous expenditure not written off + reserves not available for distribution

to equity shareholders).

# Annual Net Cash Accruals shall mean Profit after Tax + Depreciation.

INR conversion shall be based on 1 USD = INR 65 and shall be used to convert amounts in USD

to INR.

Audited Balance Sheet and annual accounts in currencies other than INR or USD should be

converted to USD using the closing exchange rates as provided by Bloomberg on the date of the

Notice Inviting Tender. Then, the conversion rate for USD to INR as mentioned above should be

used.

3.1.2.4 In case the Bidder is a Consortium,

■ The maximum number of members shall not exceed 3

■ the combined technical capacity and Net Worth of those Members, who shall have an

equity share of at least 26% (twenty six per cent) each in the ADP, should satisfy the

above conditions of eligibility; provided that each such Member shall, for a period of

2 (two) years from the date of commercial operation of the Project, hold equity share

capital not less than: (i) 26% (twenty six per cent) of the subscribed and paid up equity





of the ADP; and (ii) 5% (five per cent) of the Total Project Cost specified in the

Concession and Development Agreement.

3.1.2.5 In case the Bidder is a single entity,

■ the bidder should satisfy the above conditions of technical and financial eligibility.

■ The bidder shall, for a period of 2 (two) years from the date of commercial operation

of the Project, hold equity share capital not less than: (i) 26% (twenty-six per cent) of

the subscribed and paid up equity of the ADP; and (ii) 5% (five per cent) of the Total

Project Cost specified in the Concession and Development Agreement

3.1.2.6 The Bidder further acknowledges and agrees that the aforesaid obligation shall be the

minimum, and shall be in addition to such other obligations as may be contained in the

Concession and Development Agreement (CADA) and the SHA

3.1.2.7 The Bidder shall enclose with its Bid, to be submitted as per the format discussed in

Section-3.14, complete with its Annexes, the following:

■ Certificate(s) from statutory auditors of the Bidder or its Associates stating the

payments made/ received or works commissioned, in support of the Technical

Eligibility as referred in Sections 3.1.2.1 and 3.1.2.2 above.

■ certificate(s) from statutory auditors of the Bidder or its Associates specifying (a) the

Net Worth of the Bidder as at the close of the preceding financial year and (b) the

Aggregate Net Cash Accruals of the Bidder for the preceding 3 (three) financial years.

The certificate should also specify that the methodology adopted for calculating such

Net Worth and Net Cash Accruals conforms to the provisions of this section. For the

purposes of this RFP, net worth (the “Net Worth”) shall mean the sum of subscribed

and paid up equity and reserves from which shall be deducted the sum of revaluation

reserves, miscellaneous expenditure not written off and reserves not available for

distribution to equity shareholders and net cash accruals (“Net Cash Accruals”) shall

mean Profit After Tax plus Depreciation. All financial and supporting audited

documents provided by the bidders should be as per IFRS norms.

3.1.2.8 The Bidder should submit a Power of Attorney as per the format at Form A3, authorizing

the signatory of the Bid to commit the Bidder. In the case of a Consortium, the Members

should submit a Power of Attorney in favor of the Lead Member as per format at Form

A4.

3.1.2.9 The Bidder (including where it is a single entity) will be required to form an appropriate

Special Purpose Vehicle (ADP), incorporated under the Companies Act, 2013 to execute

the CADA and the SHA and implement the Project. In case the Bidder is a Consortium,





it shall, in addition to forming the ADP, comply with the following additional

requirements:

■ number of members in a consortium shall not exceed 3 (three);

■ the bid should contain the information required for each member of the Consortium;

■ members of the Consortium shall nominate one member as the lead member (the

“Lead Member”), who shall have an equity share holding of at least 26% (twenty six

per cent) of the paid up and subscribed equity of ADP. The nomination(s) shall be

supported by a Power of Attorney, as per the format at Form A4, signed by all the

other members of the Consortium;

■ the Bid should include a brief description of the roles and responsibilities of individual

members, particularly with reference to financial and technical obligations;

■ an individual Bidder cannot at the same time be member of a Consortium applying

for RFP. Further, a member of a particular Bidder Consortium cannot be member of

any other Bidder Consortium applying for RFP;

■ members of the Consortium shall enter into a binding Joint Bidding Agreement, in the

form specified at Form A5 (the “Jt. Bidding Agreement”). The Jt. Bidding Agreement,

to be submitted along with the bid, shall, inter alia:

convey the intent to form SPV (ADP) with shareholding/ ownership equity

commitment(s) in accordance with the SHA, which would enter into the

Concession and Development Agreement (CADA) and subsequently perform

all the obligations of the Concessionaire in terms of the Concession and

Development Agreement (CADA), in case the concession to undertake the

Project is awarded to the Consortium;

clearly outline the proposed roles and responsibilities, if any, of each member;

commit the minimum equity stake to be held by each member;

commit and undertake that the members of the Consortium shall each hold

subscribed and paid-up equity of ADP as per the terms and conditions of the

contract documents mentioned in the Part-3 of the RFP.

except as provided under this RFP and the Tender Documents, there shall not

be any amendment to the Jt. Bidding Agreement without the prior written

consent of the Authority.

3.1.2.10 Any entity which has been barred by any State/ Federal Government (Indian or

International), or any entity controlled by a State/ Federal Government (Indian or

International), from participating in any project, and the bar subsists as on the bid due





date, would not be eligible to submit a bid, either individually or as member of a

Consortium.

3.1.2.11 A Bidder including any Consortium Member or Associate should, in the last 3 (three)

years, have neither failed to perform on any contract, as evidenced by imposition of a

penalty by an arbitral or judicial authority or a judicial pronouncement or arbitration

award against the Bidder, Consortium Member or Associate, as the case may be, nor has

been expelled from any project or contract by any public entity nor have had any contract

terminated by any public entity for breach by such Bidder, Consortium Member or

Associate. Provided, however, that where a Bidder claims that its disqualification arising

on account of any cause or event specified in this section is such that it does not reflect

(a) any malfeasance on its part in relation to such cause or event; (b) any willful default

or patent breach of the material terms of the relevant contract; (c) any fraud, deceit or

misrepresentation in relation to such contract; or (d) any rescinding or abandoning of

such contract, it may make a representation to this effect to the Authority for seeking a

waiver from the disqualification hereunder and the Authority may, in its sole discretion

and for reasons to be recorded in writing, grant such waiver if it is satisfied with the

grounds of such representation and is further satisfied that such waiver is not in any

manner likely to cause a material adverse impact on the Bidding Process or on the

implementation of the Project.

3.1.2.12 In computing the Technical Eligibility and Financial Eligibility of the Bidder/

Consortium Members under Section 3.1.2.1 and 3.1.2.2 and 3.1.2.3, the Technical

Eligibility and Financial Eligibility of their respective Associates would also be eligible

hereunder.

3.1.2.13 The following conditions shall be adhered to while submitting a bid:

■ Bidders may format the prescribed forms included in Section-8 making due provision

for incorporation of the requested information;

■ information supplied by a Bidder (or other constituent Member if the Bidder is a

Consortium) must apply to the Bidder, Member or Associate named in the Bid

submission and not, unless specifically requested, to other associated companies or

firms;

■ in responding to the RFP submissions, Bidders should demonstrate their capabilities

in accordance with Section 3.1; and

■ in case the Bidder is a Consortium, each Member should substantially satisfy the

Eligibility requirements to the extent specified herein.

3.1.2.14 While the RFP is open to persons from any country, the following provisions shall apply:





■ Where, on the date of the submission of bid, 25% (twenty-five per cent) or more of the

aggregate issued, subscribed and paid up equity share capital in a Bidder or its

Member is held by persons resident outside India or where a Bidder or its Member is

controlled by persons resident outside India; or

■ if at any subsequent stage after the date of the submission of bid, there is an acquisition

of 25% (twenty-five per cent) or more of the aggregate issued, subscribed and paid up

equity share capital or control, by persons resident outside India, in or of the Bidder

or its Member;

Then the bid submission of such Bidder or in the event described in sub clause (b)

above, the continued participation of the Bidder shall be subject to approval of the

Authority from national security and public interest perspective. The decision of

the Authority in this behalf shall be final and conclusive and binding on the Bidder.

The holding or acquisition of equity or control, as above, shall include direct or

indirect holding/ acquisition, including by transfer, of the direct or indirect legal

or beneficial ownership or control, by persons acting for themselves or in concert

and in determining such holding or acquisition, the Authority shall be guided by

the principles, precedents and definitions contained in Indian laws, including

under the Securities and Exchange Board of India (Substantial Acquisition of

Shares and Takeovers) Regulations, 2011, or any substitute thereof, as in force on

the date of such acquisition.

The Bidder shall promptly inform the Authority of any change in the shareholding,

as above, and failure to do so shall render the Bidder liable for disqualification

from the Bidding Process.

3.1.2.15 Notwithstanding anything to the contrary contained herein, in the event that the Bid Due

Date falls within 3 (three) months of the closing of the latest financial year of a Bidder, it

shall ignore such financial year for the purposes of its Bid submission and furnish all its

information and certification for 3 (three) years preceding its latest financial year. For the

avoidance of doubt, financial year shall, for the purposes of the Bid hereunder, mean the

accounting year followed by the Bidder in the course of its normal business.

3.2 General terms of Bidding

3.2.1 A Bidder is eligible to submit only one Bid for the Project. A Bidder bidding individually

or as a member of a Consortium shall not be entitled to submit another bid either

individually or as a member of any Consortium, as the case may be.

3.2.2 Bidders may treat the OPP proposal only as a reference document. Bidders may carry out





their own studies, surveys and other detailed examination before submitting their Bids.

The Authority is not bound by or liable whatsoever in relation to or arising out of any or

all contents of the OPP proposal.

3.2.3 Notwithstanding anything to the contrary contained in this RFP, the detailed terms

specified in the draft CADA and the SHA shall be binding and shall have overriding

effect over this RFP in case of a conflict; provided, however, that any conditions or

obligations imposed on the Bidder hereunder shall continue to have effect in addition to

its obligations under the CADA and the SHA (in case of Successful firm / consortium,

even after execution of CADA and the SHA).

3.2.4 The Bid should be furnished in the formats mentioned in the Section 8, Bidding forms.

3.2.5 Commercial bids should clearly indicate the bid parameter in both figures and words,

and authorized/ encrypted by the Bidder’s authorized personnel. In the event of any

difference between figures and words, the amount indicated in words shall be taken into

account.

3.2.6 Participating bidders will have to pay a sum of INR 25,00,000 (INR Twenty Five Lakh)


Pradesh towards bid processing fee. The scanned version of such Demand Draft shall

be uploaded on the APeProcurement portal at the time of uploading the Bid. The

original of the Demand Draft shall be submitted at the time of hard copy submission of

the Bid.

3.2.7 The Bidder shall submit a Bid Security equivalent to Rs. 6,35,50,000 (Indian Rupees six

crore thirty five lakh and fifty thousand) in accordance with the provisions of this RFP.

The Bidder should provide the Bid Security in the form of a Bank Guarantee, acceptable

to the Authority, as per format at Form A2.

3.2.8 The validity period of the Bank Guarantee, as the case may be, shall not be less than 60

days from the end of the Bid Validity Period, inclusive of a claim period of 60 (sixty) days,

and may be extended as may be mutually agreed between the Authority and the Bidder.

The Bid shall be summarily rejected if it is not accompanied by the Bid Security. The Bid

Security shall be refundable not later than 60 (sixty) days from the end of the Bid Validity

Period except in the case of the Successful Challenger Bidder.

3.2.9 The Bidder should submit a Power of Attorney as per the format at Form A3, authorizing

the signatory of the Bid to commit the Bidder.

3.2.10 In case the Bidder is a Consortium, the Members thereof should furnish a Power of

Attorney in favor of the Lead Member in the format at Form A4.





3.2.11 Any condition or qualification or any other stipulation contained in the Bid shall render

the Bid liable to rejection as a non-responsive Bid.

3.2.12 The Bid and all communications in relation to or concerning the Tender Documents and

the Bid shall be in English language.

3.2.13 The Tender Documents including this RFP and all attached documents are and shall

remain the property of the Authority and are transmitted to the Bidders solely for the

purpose of preparation and the submission of a Bid in accordance herewith. Bidders are

to treat all information as strictly confidential and shall not use it for any purpose other

than for preparation and submission of their Bid. The Authority will not return any Bid

or any information provided along therewith.

3.2.14 A Bidder shall be liable for disqualification and forfeiture of Bid Security if any legal,

financial or technical adviser of the Authority in relation to the Project is engaged by the

Bidder in any manner for matters related to or incidental to such Project during the

Bidding Process or subsequent to the (i) issue of the LOA or (ii) execution of the CADA.

In the event any such adviser is engaged by the Selected Firm/ Consortium or

Concessionaire, as the case may be, after issue of the LOA or execution of the CADA,

then notwithstanding anything to the contrary contained herein or in the LOA or the

CADA and without prejudice to any other right or remedy of the Authority, including

the forfeiture and appropriation of the Bid Security, which the Authority may have

thereunder or otherwise, the LOA or the CADA, as the case may be, shall be liable to be

terminated without the Authority being liable in any manner whatsoever to the Selected

Firm/ Consortium or Concessionaire for the same. For the avoidance of doubt, this

disqualification shall not apply where such adviser was engaged by the Bidder, its

Member or Associate in the past but its assignment expired or was terminated prior to

the Bid Due Date. Nor will this disqualification apply where such adviser is engaged after

a period of 3 (three) years from the date of completion of development of Phase 1 of the

Project.

3.2.15 This RFP is not transferable.

3.2.16 Any award of Concession pursuant to this RFP shall be subject to the terms of Tender

Documents.

3.3 Change in composition of the Consortium

Change in the composition of a Consortium or creation of a Consortium by a single entity bidder

will not be permitted by the Authority during the Bidding Process. Bidder proposing a change





in the consortium or creating a Consortium would be disqualified from the Bidding Process.

3.4 Change in Ownership

3.4.1 By submitting the Bid, the Bidder shall also be deemed to have acknowledged and agreed

that in the event of a change in control (directly or indirectly) of a Consortium Member

or an Associate whose Technical Capacity and/or Financial Capacity was taken into

consideration for the purposes of the RFP, the Bidder shall be deemed to have knowledge

of the same and shall be required to inform the Authority forthwith along with all

relevant particulars about the same and the Authority may, in its sole discretion,

disqualify the Bidder or withdraw the LOA from the Selected Firm/ Consortium, as the

case may be. In the event such change in control occurs after signing of the CADA but

prior to expiry of a period of 5 years therefrom, it would, notwithstanding anything to

the contrary contained in the CADA, be deemed to be a breach of the CADA, and the

same shall be liable to be terminated without the Authority being liable in any manner

whatsoever to the Concessionaire, without prejudice to any other rights or remedies that

may be available to the Authority/CCDMC under the Tender Documents and/ or the

CADA or SHA or otherwise.

3.4.2 The Bidder further acknowledges and agrees that the aforesaid obligation shall be the

minimum, and shall be in addition to such other obligations as may be contained in the

Concession and Development Agreement (CADA) and the SHA, and a breach hereof

shall be deemed to be a breach of Change in Ownership and dealt with as per the

provisions of CADA and the SHA.

3.5 Number of Bids and Cost of Bidding

3.5.1 No Bidder shall submit more than one Bid for the Project. A Bidder applying individually

or as a member of a Consortium shall not be entitled to submit another Bid either

individually or as a member of any Consortium, as the case may be.

3.5.2 The Bidders shall be responsible for all of the costs associated with the preparation of

their Bids and their participation in the Bidding Process. The Authority will not be

responsible or in any way liable for such costs, regardless of the conduct or outcome of

the Bidding Process.

3.6 Site visit and verification of information





3.6.1 Bidders are encouraged to submit their respective Bids after visiting the Project site and

ascertaining for themselves the site conditions, location, surroundings, climate, access to

site, handling and storage of materials, applicable laws and regulations, and any other

matter considered relevant by them.

3.7 Acknowledgement by Bidder

3.7.1 It shall be deemed that by submitting a Bid, the Bidder has:

■ made a complete and careful examination of the Tender Documents;

■ received all relevant information requested from the Authority;

■ acknowledged and accepted the risk of inadequacy, error or mistake in the

information provided in the Tender Documents or furnished by or on behalf of the

Authority relating to any of the matters referred to in sections above;

■ satisfied itself about all matters, things and information including matters referred to

in sections hereinabove necessary and required for submitting an informed Bid,

execution of the Project in accordance with the Tender Documents and performance

of all of its obligations thereunder;

■ acknowledged and agreed that inadequacy, lack of completeness or incorrectness of

information provided in the Tender Documents or ignorance of any of the matters

referred to in sections hereinabove shall not be a basis for any claim for compensation,

damages, extension of time for performance of its obligations, loss of profits etc. from

the Authority, or a ground for termination of the Concession and Development

Agreement (CADA);

■ acknowledged that it does not have a Conflict of Interest;

■ represented and warranted that its Bid is in compliance with and conforms to the

provisions of this RFP;

■ agreed to be bound by the provisions hereof and also by the undertakings provided

by it under and in terms hereof; and

■ agreed that the Authority shall not be liable for any omission, mistake or error on the

part of the Bidder in respect of any of the above or on account of any matter or thing

arising out of or concerning or relating to the Tender Documents or the Bidding

Process, including any error or mistake therein or in any information or data given by

the Authority.

3.8 Verification and Disqualification

3.8.1 The Authority reserves the right to verify all statements, information and documents





submitted by the Bidder in response to the Tender Documents and the Bidder shall, when

so required by the Authority, make available all such information, evidence and

documents as may be necessary for such verification. Any such verification, or lack of

such verification, by the Authority shall not relieve the Bidder of its obligations or

liabilities hereunder nor will it affect any rights of the Authority thereunder.

3.8.2 The Authority reserves the right to reject any Bid and appropriate the Bid Security if:

■ at any time, a material misrepresentation is made or uncovered, or

■ the Bidder does not provide, within the time specified by the Authority, the

supplemental information sought by the Authority for evaluation of the Bid.

3.8.3 Such misrepresentation/ improper response shall lead to the disqualification of the

Bidder. If the Bidder is a Consortium, then the entire Consortium and each Member may

be disqualified / rejected. If such disqualification / rejection occurs after the Bids have

been opened and the Highest Challenger Bidder gets disqualified / rejected, then the

Authority reserves the right to:

■ invite the remaining Bidders to submit their Bids in accordance with this RFP; or

■ proceed in the manner set out in Section 4.3.4.4 and 4.3.4.5 below; or

■ take any such measure as may be deemed fit in the sole discretion of the Authority,

including annulment of the Bidding Process.

3.8.4 In case it is found during the evaluation or at any time before signing of the Concession

and Development Agreement (CADA) or after its execution and during the period of

subsistence thereof, that one or more of the eligibility conditions have not been met by

the Bidder, or the Bidder has made material misrepresentation or has given any

materially incorrect or false information, the Bidder shall be disqualified forthwith if not

yet appointed as the Concessionaire either by issue of the LOA or entering into of the

CADA, and if the Selected Firm/ Consortium has already been issued the LOA or has

entered into the CADA, as the case may be, the same shall, notwithstanding anything to

the contrary contained therein or in this RFP, be liable to be terminated, by a

communication in writing by the Authority to the Selected Firm/ Consortium or the

Concessionaire, as the case may be, without the Authority being liable in any manner

whatsoever to the Selected Firm/ Consortium or Concessionaire. In such an event, the

Authority shall be entitled to forfeit and appropriate the Bid Security (if not already

returned), as Damages, without prejudice to any other right or remedy that may be

available to the Authority under the Tender Documents and/ or the CADA, or otherwise.

3.9 Right to accept and to reject any or all Bids





3.9.1 Notwithstanding anything contained in this RFP, the Authority reserves the right to

accept or reject any Bid and/or to annul the Bidding Process and/or reject all Bids at any

time without any liability or any obligation for such acceptance, rejection or annulment,

and without assigning any reasons therefor. In the event that the Authority rejects or

annuls all the Bids, it may, in its discretion, invite all eligible Bidders to submit fresh Bids

hereunder.

3.9.2 The Authority reserves the right not to proceed with the Bidding Process at any time,

without notice or liability.





B. DOCUMENTS

3.10 Contents of the RFP

3.10.1 This RFP comprises the Disclaimer set forth hereinabove, the contents as listed below,

and will additionally include any Addenda issued in accordance with Section 3.12.

PART 1 – Introduction and Scope

Section 1. Introduction and Scope of project

Section 2. Original Project Proponent (OPP) Proposal

PART 2 – Bidding Procedures

Section 3. Instructions to Bidders

Section 4. Evaluation of Bids

Section 5. Fraud and Corrupt Practices

Section 6. Pre-Bid Conference

Section 7. Miscellaneous

Section 8. Bidding forms

PART 3 – Contract Agreements

Section 9. Draft Concession and Development Agreement

Section 10. Draft Shareholders’ Agreement

Section 11. Addenda to the CADA and SHA

PART 4 – Appendices

Section 12. Appendices

3.11 Clarifications

3.11.1 Bidders requiring any clarification on the RFP may notify the Authority in writing by e-

mail in accordance with Section 3.15.7. They should send in their queries before the date

mentioned in the Schedule of Bidding Process specified in Section 1.3. The Authority shall

endeavour to respond to the queries within the period specified therein. The responses

will be sent by fax or e-mail. The Authority will forward all the queries and its responses





thereto, to all Bidders without identifying the source of queries.

3.11.2 The Authority shall endeavour to respond to the questions raised or clarifications sought

by the Bidders. However, the Authority reserves the right not to respond to any question

or provide any clarification, in its sole discretion, and nothing in this section shall be taken

or read or interpreted as compelling or requiring the Authority to respond to any

question or to provide any clarification.

3.11.3 The Authority may also on its own motion, if deemed necessary, issue interpretations

and clarifications to all Bidders. All clarifications and interpretations issued by the

Authority shall be deemed to be part of the Tender Documents. Verbal clarifications and

information given by Authority or its employees or representatives shall not in any way

or manner be binding on the Authority.

3.12 Amendment of RFP

3.12.1 At any time prior to the deadline for submission of Bids, the Authority may, for any

reason, whether at its own initiative or in response to clarifications requested by a Bidder,

modify the RFP by the issuance of Addenda.

3.12.2 Any Addendum thus issued will be uploaded on the e-tendering portal

https://tender.apeprocurement.gov.in/login.html

3.12.3 In order to afford the Bidders a reasonable time for taking an Addendum into account,

or for any other reason, the Authority may, at its own discretion, extend the Bid Due

Date.

https://urldefense.proofpoint.com/v2/url?u=https-3A__tender.apeprocurement.gov.in_login.html&d=CwMFAg&c=yIH1_-b1hO27QV_BdDph9suDL0Jq0WcgndLmIuQXoms&r=SkYifZh0I823QlmCDXZph7nZ0wE_TO6DrjjhmQR2plU&m=i0bd74vwAQzNFgfQdw9XxgquFY1CGi6TzEXjmWlCzz4&s=cWntA7mL-7mf_BQeHMbHySsrNkLdXxR54JG2ji51QAM&e=





C. PREPARATION AND SUBMISSION OF BIDS

3.13 Language

3.13.1 The Bid and all related correspondence and documents in relation to the Bidding Process

shall be in English language. Supporting documents and printed literature furnished by

the bidder with the bid may be in any other language provided that they are accompanied

by translations of all the pertinent passages in the English language, duly authenticated

and certified by the bidder. Supporting materials, which are not translated into English,

may not be considered. For the purpose of interpretation and evaluation of the bid

submission, the English language translation shall prevail.

3.14 Format and Signing of Bid

3.14.1 The Bidder shall provide all the information sought under this RFP. The Authority will

evaluate only those Bids that are received in the required formats and complete in all

respects. Incomplete and /or conditional Bids shall be summarily rejected.

3.14.2 The Bidder shall submit the bids online as well as in hard copy (the “Hard Copy”). While

the online submission of the bids shall be made as per the terms set in this RFP, the hard

copy shall include all the documents except the Commercial bid of the bidder. For

evaluation purpose, only the online submission made by the various bidders shall be

taken into consideration. The hard copy of the bids (except for the Commercial bids) are

for the facilitation of the authority.

3.14.3 For the hard copy submission, the Bidder shall prepare 3 sets of the Bid clearly marked

as “HARD COPY”. In the event of any discrepancy between the online submission and

the hard copy, the online submission shall prevail.

3.14.4 The Bid documents shall be typed or written in indelible ink. They shall be signed by the

authorized signatory of the Bidder who shall also initial each page of the Bid documents

(including Appendices) in blue ink. In case of printed and published documents, only the

cover shall be initialed. All the alterations, omissions, additions or any other amendments

made to the Bid shall be initialed by the person(s) signing the Bid. Such signed bid

documents shall be scanned and uploaded for online submission and shall be printed

and submitted for Hard Copy submission. The hard copy of the Bid documents shall

contain page numbers and shall be bound together in a manner that does not allow

replacement of any page.





3.15 Sealing and Marking of Bids

3.15.1 The Bidder shall upload the Bid in the format specified at Section 8 (Bidding Forms) of

this RFP. The bid shall be uploaded in three separate parts as under:

■ Part I: Supporting documents to the Bid

■ Part II: Eligibility Submission

■ Part III: Commercial Bid

3.15.2 The Supporting documents to the Bid shall be uploaded under “Supporting documents

required from the vendor” page in the Bidder dashboard of the APeProcurement portal

(https://tender.apeprocurement.gov.in/login.html). The documents shall include:

Form A1. Format for Letter of Bid;

Form A2. Bid Security in the prescribed format;

Form A3. Power of Attorney for signing of Bid in the prescribed format

Form A4. If applicable, the Power of Attorney for Lead Member of Consortium in

the prescribed format);

Form A5. If applicable, Copy of the Joint Bidding Agreement, in case of a

Consortium;

Form A6. Anti-Collusion certificate;

Form A7. Format for Project Undertaking

Form A8. Format for Affidavit;

Form A9. Statement of Legal Capacity Signatory

3.15.3 The following documents corresponding to the Eligibility Submission shall be uploaded

as part of Part II – Eligibility Submission (the “Eligibility Submission”). All of these

documents are to be uploaded together in order through encryption under the “Eligibility

Submission” head of the Bid forms section in the Bidder dashboard of the

APeProcurement portal.

Form B1. Particulars of the Bidder

Form B2. Technical Eligibility - Summary

Form B3: Technical Eligibility - Certification by Government/ Govt. Entity

Form B4. Technical Eligibility - Certification by Statutory Auditor

Form B5. Financial Eligibility - Summary






Form B6. Financial Eligibility - Certification by Statutory Auditor

Form B7: Certificate from Statutory Auditor/ Company Secretary regd.

Associate

3.15.4 The following document corresponding to the Commercial Bid shall be submitted as a

part of Part III – Commercial Bid (the “Commercial Bid”)

Form C. Commercial Bid Letter (duly filled in to quote the “REVENUE SHARE”

payable to the Authority). This Form C is included only for the perusal of

the bidders and the same NEED NOT BE PRINTED AND SIGNED for

the submission. A Form similar to Form-C shall be included in the

“Commercial Bid” section of the Bidder dashboard on the

APeProcurement portal. The Bidder is required to fill in the Revenue

Share and other particulars within the blanks specified in the online form

and submit through key encryption.

3.15.5 All the submissions discussed above as part of the bids shall be uploaded/ submitted on

the following e-tendering portal.


3.15.6 All the Hard Copy submissions discussed above, shall be placed inside the Outer

Envelope along with Part I and Part II placed in 2 separate envelopes. The Outer Envelope

shall be sealed, labelled as “BID FOR SELECTION OF THE DEVELOPER FOR

DEVELOPMENT OF 6.84 SQ.KM START-UP PROJECT OF AMARAVATI ON PUBLIC

PRIVATE PARTNERSHIP (PPP) MODE THROUGH SWISS CHALLENGE APPROACH

UNDER THE APIDE ACT, 2001” and NOT TO BE OPENED BEFORE THE DUE DATE/

TIME FOR BID SUBMISSION AND OPENING. In addition, the Bid Due Date should be

indicated on the right hand top corner of each of the envelopes.

3.15.7 Each of the envelopes shall be addressed to:

Commissioner


Lenin Center, Governor Pet, VIJAYAWADA - 520002

ANDHRA PRADESH - INDIA.

Phone: +91 - 866 - 2577475


3.15.8 If the Hard Copy submissions are not sealed and marked as instructed above, the







Authority assumes no responsibility for the misplacement or premature opening of the

contents of the Bid submitted.

3.15.9 Bids submitted by fax, telex, telegram or e-mail shall not be entertained and shall be

rejected.

3.16 Bid Due Date

3.16.1 Bids should be submitted before the bid submission closing time on the Bid Due Date on

the e-tendering portal mentioned in Section 3.15 in the manner and form as detailed in

this RFP.

3.16.2 The Hard Copy of the bid should be submitted as per the guidelines mentioned in the

Section 3.14 and 3.15 of the RFP. A receipt thereof should be obtained from the authorized

official.

3.16.3 The Authority may, in its sole discretion, extend the Bid Due Date by issuing an

Addendum in accordance with Section 3.12 uniformly for all Bidders.

3.17 Late Bids

3.17.1 Bids cannot be submitted on e-tendering portal after the specified time on the Bid Due

Date. In such case, any attempt by the bidders to submit hard copies shall not be eligible

for consideration and shall be summarily rejected.

3.18 Modifications/ Substitution/ Withdrawal of Bids

3.18.1 The Bidder may modify, substitute or withdraw its Bid submissions prior to Bid Due

Date. No Bid shall be modified, substituted or withdrawn by the Bidder on or after the

Bid Due Date.

3.18.2 The Hard Copy of the modification, substitution or withdrawal notice shall be prepared,

sealed, marked, and delivered in accordance with Section 3.15, with the envelopes being

additionally marked “MODIFICATION”, “SUBSTITUTION” or “WITHDRAWAL”, as

appropriate.

3.18.3 Any alteration/ modification in the Bid or additional information supplied subsequent

to the Bid Due Date, unless the same has been expressly sought for by the Authority, shall

be disregarded.





3.19 Validity of Bids

3.19.1 The Bids shall be valid for a period of not less than 180 (one hundred and eighty) days

from the Bid Due Date (the “Bid Validity Period”). The validity of Bids may be extended

by mutual consent of the respective Bidders and the Authority.

3.20 Confidentiality

3.20.1 Information relating to the examination, clarification, evaluation and recommendation

for the Bidders shall not be disclosed to any person who is not officially concerned with

the process or is not a retained professional advisor advising the Authority in relation to,

or matters arising out of, or concerning the Bidding Process. The Authority will treat all

information, submitted as part of the Bid, in confidence and will require all those who

have access to such material to treat the same in confidence. The Authority may not

divulge any such information unless it is required/directed to do so under applicable

laws or by any statutory entity that has the power under law to require such disclosure

or such disclosure is required to enforce or assert any right or privilege of any statutory

/ governmental entity and/ or the Authority.





D. BID SECURITY

3.21 Bid Security

3.21.1 The Bidder shall furnish as part of its Bid, a Bid Security referred to in Section 1.2.6

hereinabove in the form of a bank guarantee issued by a nationalized bank, or a

Scheduled Bank in India having a net worth of at least Rs. 1,000 Crore, in favour of the

Authority in the format at Form A2 (the “Bank Guarantee”) and having a validity period

of not less than 60 days from the end of the Bid Validity Period, as the same may be

extended by mutual agreement between the Authority and the Bidder from time to time.

In case the Bank Guarantee is issued by a foreign bank outside India, confirmation of the

same by any nationalized bank in India is required. For the avoidance of doubt,

Scheduled Bank shall mean a bank as defined under Section 2(e) of the Reserve Bank of

India Act, 1934.

3.21.2 Any Bid not accompanied by the Bid Security shall be rejected by the Authority as non-

responsive.

3.21.3 Save and except as provided in Section 3.2 and 3.8 above, the Bid Security shall be

refundable not later than 60 (sixty) days end of the Bid Validity Period, except in the case

of the Highest Challenger Bidder, on acceptance of the Bid of the Selected Firm/

Consortium or when the Bidding Process is cancelled by the Authority.

3.21.4 The Selected Firm/ Consortium’s Bid Security will be returned, without any interest,

upon the Bidder signing the Concession and Development Agreement (CADA).

3.21.5 The Authority shall be entitled to forfeit and appropriate the Bid Security as mutually

agreed genuine pre-estimated compensation / damages to the Authority in any of the

events specified in Section 3.2 and 3.8 herein below. The Bidder, by submitting its Bid

pursuant to this RFP, shall be deemed to have acknowledged and confirmed that the

Authority will suffer loss and damage on account of withdrawal of its Bid or for any other

default by the Bidder during the Bid Validity Period.

3.21.6 The Bid Security shall be forfeited and appropriated by the Authority as mutually agreed

genuine pre-estimated compensation and damages payable to the Authority for, inter

alia, time, cost and effort of the Authority without prejudice to any other right or remedy

that may be available to the Authority hereunder or otherwise, under the following

conditions:

■ If a Bidder submits a non-responsive Bid;

■ If a Bidder engages in a corrupt practice, fraudulent practice, coercive practice,

undesirable practice or restrictive practice as specified in Section 5 of this RFP;





■ If a Bidder withdraws its Bid during the Bid Validity Period as specified in this RFP

and as extended by the Bidder from time to time;

■ In the case of Selected Firm/ Consortium, if it fails within the specified time limit to,

- sign and return duplicate copy of LoA, or

- sign the Concession and Development Agreement (CADA).





4 EVALUATION OF BIDS

4.1 Opening and Evaluation of Bids

4.1.1 The Authority shall open the Bids at the specified time on the date and place specified in

Section 1.3 and 1.4 and in the presence of the Bidders who choose to attend.

4.1.2 Bids for which a notice of withdrawal has been submitted in accordance with Section 3.1

shall not be opened.

4.1.3 The Authority will subsequently examine and evaluate the Bids in accordance with the

provisions set out in this Section 4.

4.1.4 Bidders are advised that Eligibility of bidders will be entirely at the discretion of the

Authority. Bidders will be deemed to have understood and agreed that no explanation

or justification on any aspect of the Bidding Process or selection will be accepted.

4.1.5 Any information contained in the Bid shall not in any way be construed as binding on

the Authority, its agents, successors or assigns, but the same shall be binding against the

Bidder if the Project is subsequently awarded to it on the basis of such information.

4.1.6 The Authority reserves the right not to proceed with the Bidding Process at any time

without notice or liability and to reject any or all Bid(s) without assigning any reasons.

4.1.7 If any information furnished by the Bidder is found to be incomplete, or contained in

formats other than those specified herein, the Authority may, in its sole discretion,

exclude the same from the evaluation.

4.1.8 In the event that a Bidder claims credit for a project for purposes of Technical Eligibility,

and such claim is determined by the Authority as incorrect or erroneous, the Authority

shall reject such claim and exclude the same from the evaluation. Where any information

is found to be patently false or amounting to a material misrepresentation, the Authority

reserves the right to reject the Bid in accordance with the provisions of Section 5

4.1.9 To facilitate evaluation of Bids, the Authority may, at its sole discretion, seek clarifications

in writing from any Bidder regarding its Bid.

4.1.10 After the evaluation of eligible bids, the Authority will announce a list of eligible bidders

for opening of commercial bids. At the same time, the Authority may notify the other

Bidders that they have not been selected. The Authority will not entertain any query or

clarification from Bidders who fail to qualify.





4.2 Commercial Bid parameter

4.2.1 Commercial bids are invited for the Project on the basis of the percentage Revenue Share

as mentioned in the OPP Proposal and the CADA document. The Revenue Share shall

constitute the sole criteria for evaluation of Commercial Bids.

4.3 Evaluation and Selection process

The evaluation and selection process will be carried out by the Authority over 4 sub-

stages as detailed below.

4.3.1 First step - Tests of responsiveness of the bid

Prior to evaluation of Bids, the Authority shall determine whether each submission is

responsive to the requirements of the RFP. As part of this assessment, the Authority

shall open the Part-1 of the submission (“supporting documents to the bid”, as

mentioned in Section 3.15) and assess if the submission is in conformity with the terms

and conditions of the RFP. A Bid shall be considered responsive only if:

■ it is received as per the format at Section 3.15

■ it is received by the Bid Due Date including any extension thereof pursuant to Section

1.3;

■ it is submitted/ uploaded as stipulated in Section 3.15.5;

■ it is accompanied by the Bid Security as specified in Section 3.21;

■ it is accompanied by the Power(s) of Attorney as specified in Section 3.1, as the case

may be;

■ it contains all the information (complete in all respects) as requested in this RFP

and/or Tender Documents (in formats same as those specified);

■ it does not contain any condition or qualification; and

■ it is not non-responsive in terms hereof.

The Authority reserves the right to reject any Bid which is non-responsive and no

request for alteration, modification, substitution or withdrawal shall be entertained

by the Authority in respect of such Bid.

4.3.2 Second step – Evaluation of Eligibility

The Authority shall proceed to evaluate the Eligibility Submission based upon the

Documentary evidence submitted by the Bidders and the clarifications submitted by the





Bidders in response to the clarifications sought by the Authority, in support of their

eligibility to the criteria mentioned in the RFP.

Bidders meeting the minimum Eligibility requirement will be eligible for the next stage

of the selection process i.e. opening of the Commercial bid. All such bidders shall be

informed about their qualification and shall be invited for the opening of commercial

bids.

4.3.3 Third Step – Opening of Commercial bids

In the third Step, Authority shall open the Commercial bid of those Bidders who have

been qualified by it after the evaluation of the Eligibility Submission. The commercial bid

envelope of the OPP will be placed in front of all eligible bidders before the opening of

respective commercial bids on the procurement platform. The Bidder quoting the highest

Revenue Share in its Commercial bid shall be considered further as detailed in Section

4.3.4.

4.3.4 Fourth Step – Selection under Swiss Challenge Approach

4.3.4.1 Identification of Highest Challenger Bidder

■ The Bidder adjudged as responsive and eligible in terms of Section 4.3.2, and quoting

the highest Revenue Share offered to the Authority shall be declared as the Highest

Challenger Bidder (the “Highest Challenger Bidder”).

■ In the event that two or more Bidders quote the same amount of Revenue Share (the

"Tie Highest Challenger Bidders"), the Authority shall identify the Selected Firm/

Consortium by draw of lots, which shall be conducted, with prior notice, in the

presence of the Tie Bidders who choose to attend.

■ In the event that no Bidder participates in this RFP or no bidder becomes eligible or

the sole bidder/ all bidders withdraw, there would not be any “Highest Challenger

Bidder”.

4.3.4.2 Opportunity to OPP to match

■ As explained in Section-1, the Government of Andhra Pradesh has decided to follow

Swiss Challenge Approach of identifying successful firm/ consortium for the

development of 6.84 sq. km. Amaravati Start-up Area based on the proposal

submitted by an original project proponent (OPP).





■ The Authority is putting the OPP’s proposal for Challenge through the Swiss

Challenge Approach under APIDEA, 2001, to seek the best offer of percentage of

Revenue Share from qualified challenger bidders.

■ In case the “Highest Challenger Bidder” is identified as per Section 4.3.4.1,

□ After identification of the “Highest Challenger Bidder” as per the terms and

conditions of this RFP, the OPP’s Commercial Bid envelope will be opened in

front of all eligible bidders and the OPP will be offered the opportunity to match

or better the bid received from the Highest Challenger Bidder, if such bid is

superior to that submitted by the OPP.

□ If (a) the offer of OPP is superior to the best bid received from challenging

bidders, or as the case may be (b) the OPP matches or betters the best bid

received from the challenging bidders (if such bid is superior to the offer of

OPP), then OPP will be selected for the development of the Start-up Area and

GoAP will issue Letter of Award (LOA) (the “Letter of Award” or “LOA”)to the

OPP and will enter into a Concession and Development Agreement (CADA)

with the SPV (ADP) formed by the OPP.

□ In all other cases the Highest Challenger Bidder that has submitted the best bid

will be selected for the development of the Start-up Area and GoAP will issue

Letter of Award (LOA) to the Highest Challenger Bidder and will enter into a

Concession and Development Agreement (CADA) with the SPV (ADP) formed

by the Highest Challenger Bidder.

In such an event OPP will be reimbursed the Proposal Preparation Cost as specified

in this bid document by the Authority. The Proposal Preparation Cost shall in

turn be paid by the Highest Challenger Bidder to theAuthority, pursuant to

which the GoAP will enter into a Concession and Development Agreement

(CADA) with the ADP (SPV formed by Highest Challenger bidder along with

CCDMC ), which will then implement the Project.

4.3.4.3 Withdrawal by Highest Challenger Bidder

In the event that the Highest Challenger Bidder withdraws for any reason in the first

instance (the “first round of bidding”) after the selection as per the process outlined in

Section 4.3, without prejudice to the rights and remedies of the Authority, the steps

mentioned below shall be followed,





4.3.4.4 The Authority may invite all the remaining Bidders to revalidate or extend their

respective Bid Security, as necessary, and match the Bid of the aforesaid Highest

Challenger Bidder (the “second round of bidding”). If in the second round of bidding,

only one Bidder matches the Bid of the erstwhile Highest Challenger Bidder, it shall be

deemed to be the Highest Challenger Bidder. If two or more Bidders match the Bid of the

said Highest Challenger Bidder in the second round of bidding, then the Bidder whose

Bid was higher as compared to other Bidder(s) in the first round of bidding shall be

deemed to be the Highest Challenger Bidder. The OPP will then be given an opportunity

to match this Commercial bid of such Highest Challenger Bidder.

4.3.4.5 In the event that no Bidder offers to match the Bid of the Highest Challenger Bidder in

the second round of bidding as specified in Section 4.3.4.4, the Authority may, at its

discretion, invite fresh Bids (the “third round of bidding”) from all Bidders, except the

Highest Challenger Bidder, of the first round of bidding, or annul the Bidding Process,

as the case may be or take such other action as the Authority deems appropriate. In case

the Bidders are invited in the third round of bidding to revalidate or extend their Bid

Security, as necessary, and offer fresh Bids, they shall be eligible for submission of fresh

Bids provided, however, that in such third round of bidding only such bids shall be

eligible for consideration which are higher than the Bid of the second Highest Challenger

Bidder in the first round of bidding. The bidder quoting the revised highest Revenue

Share offered to the Authority shall be declared as the new Highest Challenger Bidder

(the “New Highest Challenger Bidder”). The OPP will then be given an opportunity to

match the Commercial bid of the New Highest Challenger Bidder.

4.3.4.6 If the OPP does not match the Bid of the Highest Challenger Bidder or the New Highest

Challenger Bidder, as the case may be, the Authority would issue a Letter of Award

(LOA) to the winning Highest Challenger Bidder or as the case may be the New Highest

Challenger Bidder for implementation of the Project.

4.3.5 Issue of Letter of Award

4.3.5.1 After selection as per the process mentioned in this Section 4.3.4, the LOA shall be issued,

in duplicate, by the Authority to the Selected Firm/ Consortium and the Selected Firm/

Consortium shall, within 7 (seven) days of the receipt of the LOA, sign and return the

duplicate copy of the LOA in acknowledgement of acceptance by it of the terms and

conditions contained in the LOA. In the event the duplicate copy of the LOA duly signed

by the Selected Firm/ Consortium is not received by the stipulated date, the Authority

may, unless it consents to extension of time for submission thereof, appropriate the Bid

Security of such Bidder.





4.3.5.2 After acceptance of the LOA as aforesaid by the Selected Firm/ Consortium, and the

payment of the Proposal Preparation Cost (in case a Bidder other than OPP is issued the

LOA) to the Authority, the GoAP shall execute the CADA and the CCDMC shall execute

the SHA, which shall be finalized on the basis of the drafts submitted by the OPP, within

the period prescribed in Section 1.3. The Selected Firm/ Consortium shall not be entitled

to seek any deviation in the CADA and SHA.

4.4 Proposal Preparation Cost

4.4.1 Proposal Preparation Cost (the “Proposal Preparation Cost”) is the costs that the

Authority shall reimburse the Original Project Proponent (OPP), in the event the OPP is

not awarded the Project through the Swiss Challenge Approach. The Proposal

Preparation Cost shall in turn be paid by the selected firm/ consortium (Highest

Challenger Bidder) to the Authority before the signing of CADA. The Proposal

Preparation Cost approved by the Government of Andhra Pradesh vide GO MS No. 170,

MA&UD(CRDA-2) Department dated 04-07-2016 is INR 7.5 Crore.

4.5 Clarifications

4.5.1 To facilitate the evaluation of bids, the Authority may, at its sole discretion, seek

clarifications from any bidder regarding its bid. Such clarification(s) shall be provided

within the time specified by the Authority for this purpose. Any request for

clarification(s) and all clarification(s) in response thereto shall be in writing to the email

id mentioned in the Section-3.14.7.

4.5.2 If a bidder does not provide clarifications sought under Section 4.6 within the prescribed

time, its bid submissions shall be liable to be rejected. In case the submitted bid is not

rejected, the Authority may proceed to evaluate the bid by construing and interpreting

the particulars requiring clarification as per its understanding, and the bidder shall be

barred from subsequently questioning such interpretation of the Authority.

4.6 Contacts during Bid Evaluation

Bids shall be deemed to be under consideration immediately after they are opened and

until such time the Authority makes official intimation of award/ rejection to the

Bidders. While the Bids are under consideration, Bidders and/ or their representatives

or other interested parties are advised to refrain from contacting by any means, the

Authority and/ or their employees/ representatives on matters related to the Bids

under consideration.





4.7 Confidentiality

Information relating to the examination, clarification, evaluation, and recommendation

for the short-listed qualified Bidders shall not be disclosed to any person who is not

officially concerned with the process or is not a retained professional advisor advising

the Authority in relation to, or matters arising out of, or concerning the Bidding Process.

The Authority will treat all information, submitted as part of Bid, in confidence and will

require all those who have access to such material to treat the same in confidence. The

Authority may not divulge any such information unless it is directed to do so by any

statutory/Governmental entity that has the power under law to require its disclosure

or such disclosure is required to enforce or assert any right or privilege of any statutory

or Governmental entity and/ or the Authority or such disclosure is required by law or

in connection with any legal process.

4.8 Correspondence with bidder

Save and except as provided in this RFP, the Authority shall not entertain any

correspondence with any Bidder in relation to acceptance or rejection of any Bid.





5 FRAUD AND CORRUPT PRACTICES

The Bidders and their respective officers, employees, agents and advisers shall observe the

highest standard of ethics during the Bidding Process and subsequent to the issue of the LOA

and during the subsistence of the Concession and Development Agreement (CADA).

Notwithstanding anything to the contrary contained herein, or in the LOA or the Concession and

Development Agreement (CADA), the Authority shall reject a Bid, withdraw the LOA, or

terminate the Concession and Development Agreement (CADA), as the case may be, without

being liable in any manner whatsoever to the Bidder or Concessionaire, as the case may be, if it

determines that the Bidder or Concessionaire, as the case may be, has, directly or indirectly or

through an agent, engaged in corrupt practice, fraudulent practice, coercive practice, undesirable

practice or restrictive practice in the Bidding Process. In such an event, the Authority shall forfeit

and appropriate the Bid Security as mutually agreed genuine pre-estimated compensation and

damages payable to the Authority towards, inter alia, time, cost and effort of the Authority,

without prejudice to any other right or remedy that may be available to the Authority hereunder

or otherwise.

Without prejudice to the rights of the Authority hereinabove and the rights and remedies which

the Authority may have under the LOA or the Concession and Development Agreement

(CADA), if a Bidder or Concessionaire, as the case may be, is found by the Authority to have

directly or indirectly or through an agent, engaged or indulged in any corrupt practice,

fraudulent practice, coercive practice, undesirable practice or restrictive practice during the

Bidding Process, or after the issue of the LOA or the execution of the Concession and

Development Agreement (CADA), such Bidder or Concessionaire shall not be eligible to

participate in any tender or RFP issued by the Authority during a period of 2 (two) years from

the date such Bidder or Concessionaire, as the case may be, is found by the Authority to have

directly or indirectly or through an agent, engaged or indulged in any corrupt practice,

fraudulent practice, coercive practice, undesirable practice or restrictive practices, as the case

may be.

For the purposes of this Section 5, the following terms shall have the meaning hereinafter

respectively assigned to them:

■ “corrupt practice” means (i) the offering, giving, receiving, or soliciting, directly or

indirectly, of anything of value to influence the actions of any person connected with

the Bidding Process (for avoidance of doubt, offering of employment to or employing

or engaging in any manner whatsoever, directly or indirectly, any official, employee,

agent or adviser of the Authority who is or has been associated in any manner, directly

or indirectly with the Bidding Process or the LOA or has dealt with matters

concerning the Concession and Development Agreement (CADA) or arising





therefrom, before or after the execution thereof, at any time prior to the expiry of one

year from the date such official resigns or retires from or otherwise ceases to be in the

service of the Authority, shall be deemed to constitute influencing the actions of a

person connected with the Bidding Process); or (ii) engaging in any manner

whatsoever, whether during the Bidding Process or after the issue of the LOA or after

the execution of the Concession and Development Agreement (CADA), as the case

may be, any person in respect of any matter relating to the Project or the LOA or the

Concession and Development Agreement (CADA), who at any time has been or is a

legal, financial or technical adviser of the Authority in relation to any matter

concerning the Project; or (iii) any violation of the (Indian) Prevention of Corruption

Act, 1988, as amended from time to time

■ “fraudulent practice” means a misrepresentation or omission of facts or suppression

of facts or disclosure of incomplete facts, in order to influence the Bidding Process;

■ “coercive practice” means impairing or harming, or threatening to impair or harm,

directly or indirectly, any person or property to influence any person’s participation

or action in the Bidding Process;

■ “undesirable practice” means (i) establishing contact with any person connected with

or employed or engaged by the Authority with the objective of canvassing, lobbying

or in any manner influencing or attempting to influence the Bidding Process; or (ii)

having a Conflict of Interest; and

■ “restrictive practice” means forming a cartel or arriving at any understanding or

arrangement among Bidders with the objective of restricting or manipulating a full

and fair competition in the Bidding Process.





6 PRE-BID CONFERENCE

Pre-Bid conferences of the Bidders shall be convened at the designated date, time and place. Only

representatives of registered bidders (single firms or consortiums who have collected the OPP

documents) can attend the pre-bid conference. . A maximum of three representatives of each

Bidder shall be allowed to participate on production of authority letter from the Bidder.

During the course of Pre-Bid conferences, the Bidders will be free to seek clarifications and make

suggestions for consideration of the Authority. The Authority shall endeavour to provide

clarifications and such further information as it may, in its sole discretion, consider appropriate

for facilitating a fair, transparent and competitive Bidding Process.

The Bidders should note that any verbal response or information provided by the Authority

during the Pre-Bid Conference is only for the information of the bidders and shall not constitute

a part of the Tender Documents. The Bidders are encouraged to submit their queries as per the

set procedure which would be answered by the Authority.





7 MISCELLANEOUS

The Bidding Process shall be governed by, and construed in accordance with, the laws of India

and the Courts at Andhra Pradesh shall have exclusive jurisdiction over all disputes arising

under, pursuant to and/ or in connection with the Bidding Process.

The Authority, in its sole discretion and without incurring any obligation or liability, reserves

the right, at any time, to;

■ suspend and/ or cancel the Bidding Process and/ or amend and/ or supplement the

Bidding Process or modify the dates or other terms and conditions relating thereto;

■ consult with any Bidder in order to receive clarification or further information;

■ retain any information and/ or evidence submitted to the Authority by, on behalf of,

and/ or in relation to any Bidder; and/ or

■ independently verify, disqualify, reject and/ or accept any and all submissions or

other information and/ or evidence submitted by or on behalf of any Bidder.

It shall be deemed that by submitting the Bid, the Bidder agrees and releases the Authority, its

employees, agents and advisers, irrevocably, unconditionally, fully and finally from any and all

liability for claims, losses, damages, costs, expenses or liabilities in any way related to or arising

from this RFP including from the exercise of any rights and/ or performance of any obligations

hereunder, pursuant hereto and/ or in connection herewith and waives any and all rights and/

or claims it may have in this respect, whether actual or contingent, whether present or future.





8 BIDDING FORMS

8.1 Enclosures of the Bid





Form A1

FORMAT FOR LETTER OF BID

[On the Letter Head of the Bidder (in case of Single Bidder) or Lead Member

(in case of a Consortium)]

Date:

The Commissioner Andhra Pradesh Capital Region Development Authority Lenin Centre, Governorpet, Vijayawada – 520 002 Andhra Pradesh, India

Request for Proposal (RFP) for Development of 6.84 sq. km. Start-up Area of Amaravati

Capital city on Public Private Partnership (PPP) Mode through Swiss Challenge Approach

under the APIDEA, 2001

Dear Sir,

With reference to your RFP document dated ……….., I/we, having examined the RFP document

and understood its contents, hereby submit my/our Bid for the aforesaid project. The Bid is

unconditional and unqualified.

■ I/ We acknowledge that the Authority will be relying on the information provided in

the Bid and the documents accompanying such Bid for the aforesaid project, and we

certify that all information provided in the Bid and in all Forms and Appendixs is true

and correct; nothing has been omitted which renders such information misleading;

and all documents accompanying such Bid are true copies of their respective originals.

■ This statement is made for the express purpose of applying as a Bidder for the

aforesaid Project.

■ I/ We shall make available to the Authority any additional information it may find

necessary or require to supplement or authenticate the Bid.

■ I/ We acknowledge the right of the Authority to reject our Bid without assigning any

reason or otherwise and hereby waive, to the fullest extent permitted by applicable

law, our right to challenge the same on any account whatsoever.





■ I/ We certify that in the last three years, we/ any of the Consortium Members or our/

their Associates have neither failed to perform on any contract, as evidenced by

imposition of a penalty by an arbitral or judicial authority or a judicial pronouncement

or arbitration award, nor been expelled from any project or contract by any public

authority nor have had any contract terminated by any public authority for breach on

our part.

■ I/ We declare that:

■ I/ We have examined and have no reservations to the RFP document, including any

Addendum issued by the Authority;

■ I/ We do not have any conflict of interest in accordance with Section 3.1 of the RFP

document;

■ I/We have not directly or indirectly or through an agent engaged or indulged in any

corrupt practice, fraudulent practice, coercive practice, undesirable practice or

restrictive practice, as defined in Section 5 of the RFP document, in respect of any

tender or request for proposal issued by or any agreement entered into with the

Authority or any other public sector enterprise or any government, Central or State;

and

■ I/ We hereby certify that we have taken steps to ensure that in conformity with the

provisions of Section 5 of the RFP document, no person acting for us or on our behalf

has engaged or will engage in any corrupt practice, fraudulent practice, coercive

practice, undesirable practice or restrictive practice.

■ I/ We understand that you may cancel the Bidding Process at any time and that you

are neither bound to accept any Bid that you may receive nor to invite the Bidders to

Bid for the Project, without incurring any liability to the Bidders, in accordance with

Section 7 of the RFP document.

■ I/ We believe that we/ our Consortium satisfy(s) the Technical and Financial

Eligibility criteria and meet(s) all the requirements as specified in the RFP document.

■ I/ We declare that we/ any Member of the Consortium, or our/ its Associates are not

a Member of a/ any other Consortium applying for RFP.

■ I/ We certify that in regard to matters other than security and integrity of the country,

we/ any Member of the Consortium or any of our/ their Associates have not been

convicted by a court or indicted or adverse orders passed by a regulatory authority

which could cast a doubt on our ability to undertake the Project or which relates to a

grave offence that outrages the moral sense of the community.





■ I/ We further certify that in regard to matters relating to security and integrity of the

country, we/ any Member of the Consortium or any of our/ their Associates have not

been charge-sheeted by any agency of the Government or convicted by a court.

■ I/ We further certify that no investigation by a regulatory authority is pending either

against us/ any Member of the Consortium or against our/ their Associates or against

our CEO or any of our directors/ managers/ employees.

■ I/ We further certify that we are qualified to submit a Bid in accordance with the

guidelines for qualification of bidders seeking to acquire stakes in Public Sector

Enterprises through the process of disinvestment issued by the GOI vide Department

of Disinvestment OM No. 6/4/2001-DD-II dated 13th July, 2001 which guidelines

apply mutatis mutandis to the Bidding Process. A copy of the aforesaid guidelines

form part of the RFP at Appendix 1 thereof.

■ I/We further certify that we/ any Member of the Consortium or any of our/ their

Associates are not barred by the Central Government or State Government or any

entity controlled by it, from participating in any project, and no bar subsists as on the

date of Bid.

■ I/ We undertake that in case due to any change in facts or circumstances during the

Bidding Process, we are attracted by the provisions of disqualification in terms of the

provisions of this RFP, we shall intimate the Authority of the same immediately.

■ The Statement of Legal Capacity as per format provided at Form A9 of the RFP

document, and duly signed, is enclosed. The power of attorney for signing of Bid and

the power of attorney for Lead Member of consortium, as per format provided at Form

A3 and A4 respectively of the RFP, are also enclosed.

■ I/ We understand that the selected Firm/ Consortium shall incorporate an SPV under

the Indian Companies Act, 1956/2013 by signing the SHA with CCDMC, prior to

execution of the CADA.

■ I/ We hereby irrevocably waive any right or remedy which we may have at any stage

at law or howsoever otherwise arising to challenge or question any decision taken by

the Authority in connection with the selection of the Bidder, or in connection with the

selection/ Bidding Process itself, in respect of the above mentioned Project and the

terms and implementation thereof.

■ I/ We agree and undertake to abide by all the terms and conditions of the RFP

document.

In witness thereof, I/ we submit this Bid under and in accordance with the terms of the RFP

document.





Yours faithfully,

Date: (Signature, name and designation of the Authorized Signatory)

Place: Name and seal of the Bidder/ Lead Member





Form A2

BANK GUARANTEE FOR BID SECURITY

(Refer Clauses 3.21 of the RFP Document)

B.G. No. Dated:

1. In consideration of you, ………………………..……, having its office at ………………,

(hereinafter referred to as the “Authority”, which expression shall unless it be repugnant

to the subject or context thereof include its, successors and assigns) having agreed to

receive the Bid of …………………… (a company registered under the Companies Act,

1956/ 20131) and having its registered office at ……………………… (and acting on

behalf of its Consortium) (hereinafter referred to as the “Bidder” which expression shall

unless it be repugnant to the subject or context thereof include its/their executors,

administrators, successors and assigns), for the ………………………….. Project

(hereinafter referred to as “the Project”) pursuant to the RFP Document dated

…………… issued in respect of the Project and other related documents including

without limitation the draft SHA and draft CADA (hereinafter collectively referred to

as “Tender Documents”), we (Name of the Bank) having our registered office at

……………………… and one of its branches at …………………….. (hereinafter referred

to as the “Bank”), at the request of the Bidder, do hereby in terms of Clauses 1.2.9 and

3.2 of the RFP Document, irrevocably, unconditionally and without reservation

guarantee the due and faithful fulfilment and compliance of the terms and conditions of

the Tender Documents (including the RFP Document) by the said Bidder and

unconditionally and irrevocably undertake to pay forthwith to the Authority an amount

of Rs. …………. (Rupees ……………………….. only) (hereinafter referred to as the

“Guarantee”) as our primary obligation without any demur, reservation, recourse,

contest or protest and without reference to the Bidder if the Bidder shall fail to fulfil or

comply with all or any of the terms and conditions contained in the said Tender

Documents.

1 A Bidder who is registered abroad may substitute the words, viz. “a company registered under the

Companies Act, 1956/2013” by the words, viz. “a company duly organized and validly existing under the

laws of the jurisdiction of its incorporation”. A similar modification may be made in Recital 2, as necessary.





2. Any such written demand made by the Authority stating that the Bidder is in default of

the due and faithful fulfilment and compliance with the terms and conditions contained

in the Tender Documents shall be final, conclusive and binding on the Bank.

3. We, the Bank, do hereby unconditionally undertake to pay the amounts due and payable

under this Guarantee without any demur, reservation, recourse, contest or protest and

without any reference to the Bidder or any other person and irrespective of whether the

claim of the Authority is disputed by the Bidder or not, merely on the first demand from

the Authority stating that the amount claimed is due to the Authority by reason of

failure of the Bidder to fulfil and comply with the terms and conditions contained in the

Tender Documents including failure of the said Bidder to keep its Bid open during the

Bid Validity Period as set forth in the said Tender Documents for any reason whatsoever.

Any such demand made on the Bank shall be conclusive as regards amount due and

payable by the Bank under this Guarantee. However, our liability under this Guarantee

shall be restricted to an amount not exceeding Rs. ………… (Rupees

…………………………. only).

4. This Guarantee shall be irrevocable and remain in full force for a period of 180 (one

hundred and eighty) days from the Bid Due Date inclusive of a claim period of 60 (sixty)

days or for such extended period as may be mutually agreed between the Authority and

the Bidder, and agreed to by the Bank, and shall continue to be enforceable till all

amounts under this Guarantee have been paid.

5. We, the Bank, further agree that the Authority shall be the sole judge to decide as to

whether the Bidder is in default of due and faithful fulfilment and compliance with the

terms and conditions contained in the Tender Documents including, inter alia, the

failure of the Bidder to keep its Bid open during the Bid Validity Period set forth in the

said Tender Documents, and the decision of the Authority that the Bidder is in default

as aforesaid shall be final and binding on us, notwithstanding any differences between

the Authority and the Bidder or any dispute pending before any Court, Tribunal,

Arbitrator or any other authority.

6. The Guarantee shall not be affected by any change in the constitution or winding up of

the Bidder or the Bank or any absorption, merger or amalgamation of the Bidder or the

Bank with any other person.

7. In order to give full effect to this Guarantee, the Authority shall be entitled to treat the

Bank as the principal debtor. The Authority shall have the fullest liberty without

affecting in any way the liability of the Bank under this Guarantee from time to time to

vary any of the terms and conditions contained in the said Tender Documents or to

extend time for submission of the Bids or the Bid Validity Period or the period for

conveying acceptance of Letter of Award by the Bidder or the period for fulfilment and

compliance with all or any of the terms and conditions contained in the said Tender

Documents by the said Bidder or to postpone for any time and from time to time any of





the powers exercisable by it against the said Bidder and either to enforce or forbear from

enforcing any of the terms and conditions contained in the said Tender Documents or

the securities available to the Authority, and the Bank shall not be released from its

liability under these presents by any exercise by the Authority of the liberty with

reference to the matters aforesaid or by reason of time being given to the said Bidder or

any other forbearance, act or omission on the part of the Authority or any indulgence by

the Authority to the said Bidder or by any change in the constitution of the Authority or

its absorption, merger or amalgamation with any other person or any other matter or

thing whatsoever which under the law relating to sureties would but for this provision

have the effect of releasing the Bank from its such liability.

8. Any notice by way of request, demand or otherwise hereunder shall be sufficiently given

or made if addressed to the Bank and sent by courier or by registered mail to the Bank

at the address set forth herein.

9. We undertake to make the payment on receipt of your notice of claim on us addressed

to [name of Bank along with branch address] and delivered at our above branch which

shall be deemed to have been duly authorised to receive the said notice of claim.

10. It shall not be necessary for the Authority to proceed against the said Bidder before

proceeding against the Bank and the guarantee herein contained shall be enforceable

against the Bank, notwithstanding any other security which the Authority may have

obtained from the said Bidder or any other person and which shall, at the time when

proceedings are taken against the Bank hereunder, be outstanding or unrealised.

11. We, the Bank, further undertake not to revoke this Guarantee during its currency except

with the previous express consent of the Authority in writing.

12. The Bank declares that it has power to issue this Guarantee and discharge the obligations

contemplated herein, the undersigned is duly authorised and has full power to execute

this Guarantee for and on behalf of the Bank.

13. For the avoidance of doubt, the Bank’s liability under this Guarantee shall be restricted

to Rs. ……… crore (Rupees ……………….......... crore only). The Bank shall be liable to

pay the said amount or any part thereof only if the Authority serves a written claim on

the Bank in accordance with paragraph 9 hereof, on or before [……. (indicate date as per

the terms of the RFP)].

Signed and Delivered by ………………………. Bank

By the hand of Mr./Ms …………………….., its ………………….. and authorised official.

(Signature of the Authorised Signatory)

(Official Seal)





Form A3

FORMAT FOR POWER OF ATTORNEY FOR SIGNING BID

(On a Stamp Paper of relevant value)

POWER OF ATTORNEY

Know all men by these presents, We…………………………………………….. (name of the firm

and address of the registered office) do hereby irrevocably constitute, nominate, appoint and

authorise Mr/ Ms (name), …………………… son/daughter/wife of ………………………………

and presently residing at …………………., who is presently employed with us/ the Lead

Member of our Consortium and holding the position of ……………………………. , as our true

and lawful attorney (hereinafter referred to as the “Attorney”) to do in our name and on our

behalf, all such acts, deeds and things as are necessary or required in connection with or

incidental to submission of our bid for the …………………………… Project proposed or being

developed by the …………………….................. (the “Authority”) including but not limited to

signing and submission of all bids and other documents and writings, participate in Pre-Bids and

other conferences and providing information/ responses to the Authority, representing us in all

matters before the Authority, signing and execution of all contracts including the SHA and

CADA and undertakings consequent to acceptance of our bid, and generally dealing with the

Authority in all matters in connection with or relating to or arising out of our bid for the said

Project and/ or upon award thereof to us and/or till the entering into of the SHA and CADA.

AND we hereby agree to ratify and confirm and do hereby ratify and confirm all acts, deeds and

things done or caused to be done by our said Attorney pursuant to and in exercise of the powers

conferred by this Power of Attorney and that all acts, deeds and things done by our said Attorney

in exercise of the powers hereby conferred shall and shall always be deemed to have been done

by us.

IN WITNESS WHEREOF WE, …………………………., THE ABOVE NAMED PRINCIPAL

HAVE EXECUTED THIS POWER OF ATTORNEY ON THIS ……… DAY OF …………. 2…..

For

…………………………..

(Signature, name, designation and address)





Witnesses:

1.

(Notarised)

2.

Notes:

■ To be executed by the sole Bidder or the Lead Member in case of a Consortium as the

case may be.

■ The mode of execution of the Power of Attorney should be in accordance with the

procedure, if any, laid down by the applicable law and the charter documents of the

executant (s) and when it is so required the same should be under common seal affixed

in accordance with the required procedure.

■ Wherever required, the Bid should submit for verification the extract of the charter

documents and documents such as a board or shareholders’ resolution/ power of

attorney in favour of the person executing this Power of Attorney for the delegation

of power hereunder on behalf of the Bid.

■ For a Power of Attorney executed and issued overseas, the document will also have

to be legalised by the Indian Embassy and notarised in the jurisdiction where the

Power of Attorney is being issued. However, the Power of Attorney provided by

Bidders from countries that have signed the Hague Legislation Convention 1961 are

not required to be legalised by the Indian Embassy if it carries a conforming Apostille

certificate.





Form A4

FORMAT FOR POWER OF ATTORNEY FOR LEAD MEMBER OF CONSORTIUM

(On a Stamp Paper of relevant value)

POWER OF ATTORNEY

Whereas the ……………………………….. (“the Authority”) has invited bids from interested

parties for the ……………………………. Project (the “Project”).

Whereas, …………………….., …………………….., …………………….. and ……………………..

(collectively the “Consortium”) being Members of the Consortium are interested in bidding for

the Project in accordance with the terms and conditions of the Request for Proposal (RFP) and

other connected documents in respect of the Project, and

Whereas, it is necessary for the Members of the Consortium to designate one of them as the Lead

Member with all necessary power and authority to do for and on behalf of the Consortium, all

acts, deeds and things as may be necessary in connection with the Consortium’s bid for the

Project and its execution.

NOW THEREFORE KNOW ALL MEN BY THESE PRESENTS

We, …………………….. having our registered office at …………………….., M/s.

…………………….. having our registered office at …………………….., M/s. ……………………..

having our registered office at …………………….., and …………………….. having our registered

office at …………………….., (hereinafter collectively referred to as the “Principals”) do hereby

irrevocably designate, nominate, constitute, appoint and authorize M/S ……………………..

having its registered office at …………………….., being one of the Members of the Consortium,

as the Lead Member and true and lawful attorney of the Consortium (hereinafter referred to as

the “Attorney”). We hereby irrevocably authorize the Attorney (with power to sub-delegate) to

conduct all business for and on behalf of the Consortium and any one of us during the bidding

process and, in the event the Consortium is awarded the concession/contract, during the

execution of the Project and in this regard, to do on our behalf and on behalf of the Consortium,

all or any of such acts, deeds or things as are necessary or required or incidental to the submission





of its bid for the Project, including but not limited to signing and submission of all bids and other

documents and writings, accept the Letter of Award, participate in bidders’ and other

conferences, respond to queries, submit information/ documents, sign and execute contracts and

undertakings consequent to acceptance of the bid of the Consortium and generally to represent

the Consortium in all its dealings with the Authority, and/ or any other Government Agency or

any person, in all matters in connection with or relating to or arising out of the Consortium’s bid

for the Project and/ or upon award thereof till the Concession and Development Agreement is

entered into with the Authority.

AND hereby agree to ratify and confirm and do hereby ratify and confirm all acts, deeds and

things done or caused to be done by our said Attorney pursuant to and in exercise of the powers

conferred by this Power of Attorney and that all acts, deeds and things done by our said Attorney

in exercise of the powers hereby conferred shall and shall always be deemed to have been done

by us/ Consortium.

IN WITNESS WHEREOF WE THE PRINCIPALS ABOVE NAMED HAVE EXECUTED THIS

POWER OF ATTORNEY ON THIS …………………. DAY OF ………. 2..…

For ……………………..

(Signature)

……………………..

(Name & Title)

For ……………………..

(Signature)

……………………..

(Name & Title)

For ……………………..

(Signature)

……………………..

(Name & Title)





Witnesses:

1.

2.

………………………………………

(Executants)

(To be executed by all the Members of the Consortium)

Note:

■ The mode of execution of the Power of Attorney should be in accordance with the

procedure, if any, laid down by the applicable law and the charter documents of the

executant(s) and when it is so required the same should be under common seal affixed

in accordance with the required procedure.

■ Also, wherever required, the Bidder should submit for verification the extract of the

charter documents and documents such as a board or shareholders’ resolution/

power of attorney in favour of the person executing this Power of Attorney for the

delegation of power hereunder on behalf of the Bidder.

■ For a Power of Attorney executed and issued overseas, the document will also have

to be legalised by the Indian Embassy and notarised in the jurisdiction where the

Power of Attorney is being issued. However, the Power of Attorney provided by

Bidders from countries that have signed the Hague Legislation Convention 1961 are

not required to be legalised by the Indian Embassy if it carries a conforming Apostille

certificate.





Form A5

JOINT BIDDING AGREEMENT

(Refer Section 3.1)

(To be executed on Stamp paper of appropriate value)

THIS JOINT BIDDING AGREEMENT is entered into on this the ………… day of ………… 20…

AMONGST

1. ………… Limited, a company incorporated under the Companies Act, 1956/2013¥ and

having its registered office at ………… (hereinafter referred to as the “First Part” which

expression shall, unless repugnant to the context include its successors and permitted

assigns)

AND

2. ………… Limited, a company incorporated under the Companies Act, 1956/2013 and

having its registered office at ………… (hereinafter referred to as the “Second Part”

which expression shall, unless repugnant to the context include its successors and

permitted assigns)

AND

3. {………… Limited, a company incorporated under the Companies Act, 1956/2013 and

having its registered office at ………… (hereinafter referred to as the “Third Part” which

expression shall, unless repugnant to the context include its successors and permitted

assigns)}

The above mentioned parties of the FIRST, SECOND, {THIRD} PART are collectively

referred to as the “Parties” and each is individually referred to as a “Party”

¥ A Bidder who is registered abroad may substitute the words, viz. “a company registered under the

Companies Act, 1956/2013” by the words, viz. “a company duly organized and validly existing under the

laws of the jurisdiction of its incorporation”. A similar modification may be made in Recital 2, as necessary.





WHEREAS,

(A) Andhra Pradesh Capital Region Development Authority (APCRDA), established under

the Andhra Pradesh Capital Region Development Authority Act, 2014, represented by its

Commissioner and having its principal offices at Lenin Center, Governorpet, Vijayawada

– 520 002, Andhra Pradesh, India (hereinafter referred to as the “Authority” which

expression shall, unless repugnant to the context or meaning thereof, include its

administrators, successors and assigns) has invited bids (the “Bids”) by its Request for

Proposal No. ………… dated ………… (the “RFP”) for development of 6.84 sq. km. Start-

up Area of Amaravati Capital city on Public Private Partnership (PPP) Mode through

Swiss Challenge Approach under the APIDEA, 2001 (the “Project”).

(B) The Parties are interested in jointly bidding for the Project as members of a Consortium

and in accordance with the terms and conditions of the RFP document and other bid

documents in respect of the Project, and

(C) It is a necessary condition under the RFP document that the members of the Consortium

shall enter into a Joint Bidding Agreement and furnish a copy thereof with the Bid.

NOW IT IS HEREBY AGREED as follows:

1. Definitions and Interpretations

In this Agreement, the capitalised terms shall, unless the context otherwise requires, have

the meaning ascribed thereto under the RFP.

2. Consortium

2.1 The Parties do hereby irrevocably constitute a consortium (the “Consortium”) for the

purposes of jointly participating in the Bidding Process for the Project.

2.2 The Parties hereby undertake to participate in the Bidding Process only through this

Consortium and not individually and/ or through any other consortium constituted for

this Project, either directly or indirectly or through any of their Associates.

3. Covenants

The Parties hereby undertake that in the event the Consortium is declared the Successful

Bidder and awarded the Project, it shall incorporate a special purpose vehicle (the “SPV”)

as Joint Venture between the Successful Bidder (58%) and the CCDMC (42%) under the

Indian Companies Act, 2013 and execute the Concession and Development Agreement

(CADA) with the Authority and Shareholder’s Agreement (SHA) with CCDMC.





4. Role of the Parties

The Parties hereby undertake to perform the roles and responsibilities as described

below:

■ Party of the First Part shall be the Lead member of the Consortium and shall have the

power of attorney from all Parties for conducting all business for and on behalf of the

Consortium during the Bidding Process and until the signing of CADA and SHA;

■ Party of the Second Part shall be {the Member of the Consortium;}

■ Party of the Third Part shall be the {Member of the Consortium; and}

5. Shareholding in the SPV

5.1 The Parties agree that the proportion of shareholding among the Parties in the SPV shall

be as follows:

First Party:

Second Party:

{Third Party:}

5.2 The Parties undertake that a minimum of 26% (twenty-six per cent) each of the subscribed

and paid up equity share capital of the SPV/ ADP shall be held by the Parties of the First,

{Second and Third} Part whose Technical and Financial Eligibility have been reckoned

for the purposes of qualification of Bidders for the Project in terms of the RFP.

5.3 The Parties undertake to adhere to the provisions of the Change in Ownership as per

Section 3.4 of the RFP document.

5.5 The Parties undertake that replacement of any Member of the Consortium shall be as per

the provisions of the APIDEA.

5.5 The Parties undertake that they shall comply with all equity lock-in requirements set forth

in the SHA and CADA.

6. Representation of the Parties

Each Party represents to the other Parties as of the date of this Agreement that:

■ Such Party is duly organised, validly existing and in good standing under the laws of

its incorporation and has all requisite power and authority to enter into this

Agreement;





■ The execution, delivery and performance by such Party of this Agreement has been

authorised by all necessary and appropriate corporate or governmental action and a

copy of the extract of the charter documents and board resolution/ power of attorney

in favour of the person executing this Agreement for the delegation of power and

authority to execute this Agreement on behalf of the Consortium Member is annexed

to this Agreement, and will not, to the best of its knowledge:

a. require any consent or approval not already obtained;

b. violate any Applicable Law presently in effect and having applicability

to it;

c. violate the memorandum and articles of association, by-laws or other

applicable organisational documents thereof;

d. violate any clearance, permit, concession, grant, license or other

governmental authorisation, approval, judgement, order or decree or

any mortgage agreement, indenture or any other instrument to which

such Party is a party or by which such Party or any of its properties or

assets are bound or that is otherwise applicable to such Party; or

e. create or impose any liens, mortgages, pledges, claims, security interests,

charges or encumbrances or obligations to create a lien, charge, pledge,

security interest, encumbrances or mortgage in or on the property of such

Party, except for encumbrances that would not, individually or in the

aggregate, have a material adverse effect on the financial condition or

prospects or business of such Party so as to prevent such Party from

fulfilling its obligations under this Agreement;

■ this Agreement is the legal and binding obligation of such Party, enforceable in

accordance with its terms against it; and

■ there is no litigation pending or, to the best of such Party's knowledge, threatened to

which it or any of its Associates is a party that presently affects or which would have

a material adverse effect on the financial condition or prospects or business of such

Party in the fulfilment of its obligations under this Agreement.

7. Termination

This Agreement shall be effective from the date hereof and shall continue in full force and

effect until the signing of the SHA and CADA, in case the Project is awarded to the

Consortium. However, in case the Consortium does not get selected for award of the

Project, the Agreement will stand terminated upon return of the Bid Security by the





Authority to the Bidder.

8. Miscellaneous

8.1 This Joint Bidding Agreement shall be governed by laws of India.

8.2 The Parties acknowledge and accept that this Agreement shall not be amended by the

Parties without the prior written consent of the Authority.

IN WITNESS WHEREOF THE PARTIES ABOVE NAMED HAVE EXECUTED AND DELIVERED THIS AGREEMENT AS OF THE DATE FIRST ABOVE WRITTEN. SIGNED, SEALED AND DELIVERED SIGNED, SEALED AND DELIVERED

For and on behalf of

LEAD MEMBER by: SECOND PART

(Signature) (Signature)

(Name) (Name)

(Designation) (Designation)

(Address) (Address)

SIGNED, SEALED AND DELIVERED

For and on behalf of

THIRD PART

(Signature)

(Name)

(Designation)

(Address)

In the presence of:

1. 2.





Form A6

FORMAT FOR ANTI-COLLUSION CERTIFICATE

Anti-Collusion Certificate

We hereby certify and confirm that in the preparation and submission of this Bid, we have not

acted in concert or in collusion with any other Bidder or other person(s) and also not done any

act, deed or thing which is or could be regarded as anti-competitive, restrictive or monopolistic

trade practice.

We further confirm that we have not offered nor will offer any illegal gratification in cash or kind

to any person or agency in connection with the instant Bid.

Dated this ______________ Day of ________________, 200_

Name of the Bidder

__________________________________

Signature of the Authorised Person

__________________________________

Name of the Authorised Person

Note:

To be executed by all the Members in case of Consortium.





Form A7

FORMAT FOR PROJECT UNDERTAKING

The Vice Chairman,

Andhra Pradesh Capital Region Development Authority,

Lenin Center, Governorpet, Vijayawada - 520002, A.P, India

Re: Development of Start-up Area Project on PPP

We have read and understood the Bid Document in respect of the captioned project provided to

us by APCRDA.

We hereby agree and undertake as under:

■ Notwithstanding any qualifications or conditions, whether implied or otherwise,

contained in our Bid we hereby represent and confirm that our Bid is unqualified and

unconditional in all respects.

■ We are not barred by APCRDA, Government of India, Government of Andhra

Pradesh, any state government, any Foreign Government or any of their agencies from

participating in similar projects.

Dated this ___________________ Day of _______________, 201_.

Name of the Bidder

_________________________________

Signature of the Authorised Person

_________________________________

Name of the Authorized Person

Note: To be signed by the Lead Member in case of a Consortium.





Form A8

FORMAT FOR AFFIDAVIT

(Separate Affidavits are to be submitted by each member in case bidder is a Consortium)

(Affidavit should be executed on a Non Judicial stamp paper of Rs 100/- or such equivalent document

duly attested by Notary Public)

■ I, the undersigned, do hereby certify that all the statements made in the Bid are true

and correct

■ The undersigned also hereby certifies that neither our firm M/s……………. nor any

of its directors / constituent partners have abandoned any work in India and / abroad

nor any contract awarded to us for such works have been terminated for reasons

attributed to us, during last five years prior to the date of this bid nor have been barred

by any agency of GOI or GOAP or any foreign Government or its agencies from

participating in any projects of BOT or otherwise

■ The undersigned hereby authorize(s) and request(s) any bank, person, firm or

corporation to furnish pertinent information deemed necessary as requested by

APCRDA to verify this statement or regarding my (our) competence and general

reputation

■ The undersigned understands and agrees that further qualifying information may be

requested, and agrees to furnish any such information at the request of the APRCDA

Signed by an authorized officer of the firm

Designation of officer

Name of Firm

Date





Form A9

FORMAT FOR STATEMENT OF LEGAL CAPACITY

(To be forwarded on the letterhead of the Bidder/ Lead Member of Consortium)

Ref. Date:

To,

…………………….

……………………..

……………………..

Dear Sir,

We hereby confirm that we/ our members in the Consortium (constitution of which has been

described in the Bid) satisfy the terms and conditions laid out in the RFP document.

We have agreed that …………………… (insert member’s name) will act as the Lead Member of

our consortium. We have agreed that ………………….. (insert individual’s name) will act as our

representative/ will act as the representative of the consortium on its behalf and has been duly

authorized to submit the RFP. Further, the authorized signatory is vested with requisite powers

to furnish such letter and authenticate the same.

Thanking you,

Yours faithfully,

(Signature, name and designation of the authorized signatory)

For and on behalf of…………………………….





8.2 Eligibility Submission





GUIDELINES FOR PROVIDING INFORMATION RELATED TO TECHNICAL

ELIGIBILITY

■ The Bidder/ Member/ Associate shall submit its financial statements as per IFRS.

■ The Statutory Auditor issuing the certification for Technical Eligibility of the Bidder

must hold a valid Certificate of Practice.

GUIDELINES FOR PROVIDING INFORMATION RELATED TO FINANCIAL

ELIGIBILITY

■ The Bidder should provide the Financial Eligibility based on its own audited financial

statements. Financial Eligibility of the Bidder's parent company or its subsidiary or

any associate company (who are not Members of the Consortium) will be considered

for computation of the Financial Eligibility of the Bidder.

■ Instructions for calculation of Financial Eligibility:

Cash Accruals = Profit After Tax + Depreciation

Net Worth shall mean (Subscribed and Paid-up Equity + Reserves) less

(Revaluation reserves + miscellaneous expenditure not written off + reserves not

available for distribution to equity shareholders).

The Bidder shall provide audited Annual Reports as required under this Bid

Document. For a Consortium, audited Annual Reports of all Members shall be

provided.

In case of a Consortium comprising of members with holdings in each other, the

cross holdings between the group companies comprising part of the Consortium

will be deducted for the purpose of Net Worth calculations.





Form B1

PARTICULARS OF THE BIDDER

1 (a) Name

(b) Country of Incorporation

(c) Address of the corporate headquarters and its branch office (s), if any, in India

(d) Date of incorporation and / or commencement of business

2 Brief description of the Company including details of its main lines of business and

proposed roles and responsibilities in this Project.

3 Particulars of individual(s) who will serve as the point of contact/ communication for the

Bidder:

(a) Name:

(b) Designation:

(c) Company:

(d) Address:

(e) Telephone No:

(f) E-mail Address:

(g) Fax No:

4 Particulars of the Authorised Signatory of the Bidder:

(a) Name:

(b) Designation:

(c) Address:

(d) Telephone No.

(e) E-mail address:

(f) Fax No.

5 In case of Consortium:





■ The information above (1-4) should be provided for all the Members of the

Consortium

■ A copy of the Jt. Bidding Agreement as envisaged in Form A5 should be attached to

the Bid.

■ Information regarding role of each Member should be provided as per table below

Sl.

No.

Name of

Member

Role of the Member Percentage of equity in the

Consortium

1

2

3

7 The following information shall also be provided for the Bidder, including each

Member of the Consortium:

Name of Bidder/ member of Consortium:

No. Criteria Yes No

1. Has the Bidder/ constituent of the Consortium

been barred by the Central/ State/ Foreign

Government, or any entity controlled by it,

from participating in any project?

2. If the answer to 1 is yes, does the bar subsist as

on the date of Bid?

3. Has the Bidder/ constituent of the Consortium

paid liquidated damages of more than 5% of

the contract value in a contract due to delay or

has been penalised due to any other reason in

relation to execution of a contract, in the last

three years?

8 A statement by the Bidder and each of the Members of its Consortium (where applicable) or

any of their Associates disclosing material non-performance or contractual non-compliance





in past projects, contractual disputes and litigation/ arbitration in the recent past is given

below (Attach extra sheets, if necessary):





Form B2

FORMAT FOR ESTABLISHING TECHNICAL ELIGIBILTY

# Units

Criteria

Mappin

g

Details of Projects in last 10 years

Projec

t 1

Projec

t 2

Projec

t 3 .. .. …

Tota

l

1 Name of Project

2 Location of Project All

3 Project Cost (INR) for the extent

developed

4 Name of the Entity Executing the

Project

5 In Case the Entity is

Subsidiary/Associate than indicate

the Shareholding

6 Year of Commencement for the

extent developed

7 Year of Completion for the extent

developed

8 Type of Project

(Residential/Commercial/Integrate

d Township/SEZ/IT-ITES

Parks/industrial Parks……)

9 Extent of Area Developed Hectare

s

A

10 Extent of Developed Area marketed Hectare

s

E

11 Project Components /Development





# Units

Criteria

Mappin

g

Details of Projects in last 10 years

Projec

t 1

Projec

t 2

Projec

t 3 .. .. …

Tota

l

Mix

12 Extent of Built-up Area within the

area developed

Sq. ft. B

13 Extent of Built-up Area Marketed Sq. ft. F

14 Current employment generated

within the area developed

C

15 Whether developed under JV with

local Govt./ Govt. entity (Indian or

International)

Yes/No D


Note:

■ The filled up Form B2 to be signed by an authorized signatory of the bidder.

■ The information mentioned in the Form B2 shall be certified as per the requirements

specified in the Section 3.1.2.2.

■ The formats for such certifications are included in Form B3 and B4.

■ Any additional supporting information for the Form B2 may be separately appended

by the bidders.

■ Provide details of only those projects that have been undertaken by the Bidder under

its own name and/ or by an Associate specified in Section 3.1.

■ In case credit is claimed for an Associate, necessary evidence to establish the

relationship of the Bidder with such Associate, in terms of Section 3.1, and as per the

format prescribed in Form B7 of the RFP shall be provided.

■ The Project Experience Form shall be filled in accordance with the guidelines provided

in Section 8.2 above.





■ The above stated experience shall also be duly certified by a Statutory Auditor in the

format provided as Form B4.

■ The Bidder should provide details for each of the Projects separately.

■ For conversion of US Dollars to Rupees, the rate of conversion shall be Rupees 65

(sixty-five) to a US Dollar. In case of any other currency, the same shall first be

converted to US Dollars as on the date 60 (sixty) days prior to the Bid Due Date, and

the amount so derived in US Dollars shall be converted into Rupees at the aforesaid

rate. The conversion rate of such currencies shall be the daily representative exchange

rates published by the International Monetary Fund for the relevant date.





Form B3

FORMAT FOR CERTIFYING TECHNICAL ELIGIBILITY

CERTIFICATION BY GOVERNMENT/ GOVERNMENT ENTITY/ LOCAL AUTHORITY

(For the information listed in Form B2 against each of the referred projects, the certification is to be

submitted as per the Evidence requirements specified in Section 3.1.2.2)

<The bidder is free to use a convenient format for this certificate as per the following guidelines>

Include the name and location of the project

Specify the details of the project such as Area, BUA, Development period, Employment

created, Joint Venture with Govt./ Govt. entity, time period of project development and

other applicable aspects to establish the eligibility requirements specified in Section

3.1.2.2

Certificate to be signed by an authorized senior representative of the Government

Any other details as may be necessary to establish the bidder’s experience

1.





Form B4

FORMAT FOR CERTIFYING TECHNICAL ELIGIBILTY

CERTIFICATION BY STATUTORY AUDITOR



Based on its books of accounts and other published information authenticated by it, this is to

certify that ______________ (name of the Bidder/ Member/ Associate) is/ was an equity shareholder

in _______ (title of the project company) and holds/ held Rs. ……… cr. (Rupees

………………………….. crore) of equity (which constitutes ……..% of the total paid up and

subscribed equity capital) of the project company from …………... (date) to …………….. (date).

We further certify that………………………..…………………………………………………..

…………………………………<as per the requirements>………………………………………..

…………………………………………………..…………………………………………………..

Name of the audit firm:

Seal of the audit firm:

Date:


Note:



■ The formats for such certifications are included in Form B3 and B4.

■ Any additional supporting information for the Form B2 may be separately appended

by the bidders.





■ Provide details of only those projects that have been undertaken by the Bidder under

its own name and/ or by an Associate specified in Section 3.1.

■ In case credit is claimed for an Associate, necessary evidence to establish the

relationship of the Bidder with such Associate, in terms of Section 3.1, and as per the

format prescribed in Form B7 of the RFP shall be provided.

■ The Project Experience Form shall be filled in accordance with the guidelines provided

in Section 8.2 above.

■ The above stated experience shall also be duly certified by a Statutory Auditor in the

format provided as Form B4.

■ The Bidder should provide details for each of the Projects separately.











Form B5

FORMAT FOR ESTABLISHING FINANCIAL ELIGIBILITY

NET WORTH AND NET CASH ACCRUALS FORM

Bidder Type

Net Worth

(Rs. Crore)

Cash Accruals (CA)

(Rs. Crore)

Year ….. Year ….. Year …… Year …… TOTAL

CA

Single Entity

Bidder

Consortium

Member 1

Consortium

Member 2

Consortium

Member 3

TOTAL

Name & address of Bidder’s Bankers:

For conversion of other currencies into rupees, see notes below,

Signature of Authorised Person





Note:

■ The filled up Form B5 to be signed by an authorized signatory of the bidder.



■ The formats for such certifications are included in Form B6.







■ The Bidder should provide details of its own Financial Eligibility or of an Associate

specified in Section 3.1.

■ The Bidder/ its constituent Consortium Members shall attach copies of the balance

sheets, financial statements and Annual Reports for 3 (three) years preceding the Bid

Due Date. The financial statements shall:

reflect the financial situation of the Bidder or Consortium Members and its/

their Associates where the Bidder is relying on its Associate’s financials;

be audited by a statutory auditor;

be complete, including all notes to the financial statements; and

correspond to accounting periods already completed and audited (no statements

for partial periods shall be requested or accepted).

■ Net Cash Accruals shall mean Profit After Tax + Depreciation.

■ Net Worth shall mean (Subscribed and Paid-up Equity + Reserves) less (Revaluation

reserves + miscellaneous expenditure not written off + reserves not available for

distribution to equity shareholders).

■ In case the Bid Due Date falls within 3 (three) months of the close of the latest financial

year, refer to Clause 3.1.2.3.

■ The Bidder shall provide an Auditor’s Certificate specifying the Net Worth and Net

Cash Accrual of the Bidder and also specifying the methodology adopted for

calculating such Net Worth and Net Cash Accrual in accordance with Clause 3.1.2.3

of the RFP document.

Form B6





FORMAT FOR CERTIFYING FINANCIAL ELIGIBILTY



CERTIFICATION BY STATUTORY AUDITOR

This is to certify that M/s ____________________ (Name of the Bidder) has Net Worth and Cash

Accruals (calculated in accordance with the RFP Document) as set out in the following tables:

Net Worth and Net Cash Accruals

SN Particulars as per the

Audited Balance Sheet

Year …… Year …… Year ……. TOTAL

Net Cash Accruals

1 Profit After Tax (PAT)

2 Depreciation

3 Net Cash Accruals = (1+2)

Net Worth

4 Subscribed and Paid up

Equity

5 Reserves

6 Revaluation reserves

7 Miscellaneous expenditure

not written off

8 Reserves not available for

distribution to equity share

holders

10 Net Worth = (4+5-6-7-8)







Date:


Note:



■ The formats for such certifications are included in Form B6.







■ The Bidder should provide details of its own Financial Eligibility or of an Associate

specified in Section 3.1.

■ The Bidder/ its constituent Consortium Members shall attach copies of the balance

sheets, financial statements and Annual Reports for 3 (three) years preceding the Bid

Due Date. The financial statements shall:

reflect the financial situation of the Bidder or Consortium Members and its/

their Associates where the Bidder is relying on its Associate’s financials;

be audited by a statutory auditor;

be complete, including all notes to the financial statements; and

correspond to accounting periods already completed and audited (no statements

for partial periods shall be requested or accepted).

■ Net Cash Accruals shall mean Profit After Tax + Depreciation.

■ Net Worth shall mean (Subscribed and Paid-up Equity + Reserves) less (Revaluation

reserves + miscellaneous expenditure not written off + reserves not available for

distribution to equity shareholders).





■ In case the Bid Due Date falls within 3 (three) months of the close of the latest financial

year, refer to Clause 3.1.2.3.

■ The Bidder shall provide an Auditor’s Certificate specifying the Net Worth and Net

Cash Accrual of the Bidder and also specifying the methodology adopted for

calculating such Net Worth and Net Cash Accrual in accordance with Clause 3.1.2.3

of the RFP document.





Form B7

CERTIFICATE FROM STATUTORY AUDITOR/ COMPANY SECRETARY REGARDING

ASSOCIATE$

Based on the authenticated record of the Company, this is to certify that more than 50% (fifty per

cent) of the subscribed and paid up voting equity of ……………… (name of the Bidder/ Consortium

Member/ Associate) is held, directly or indirectly£, by ……………….. (name of Associate/ Bidder/

Consortium Member). By virtue of the aforesaid share-holding, the latter exercises control over the

former, who is an Associate in terms of Clause 3.1.1.3 of the RFP.

A brief description of the said equity held, directly or indirectly, is given below:

{Describe the share-holding of the Bidder/ Consortium Member and the Associate. In the event the

Associate is under common control with the Bidder/ Consortium Member, the relationship may be suitably

described and similarly certified herein.}



Date:

(Signature, name and designation of the

authorised signatory).

Note:

■ $ In the event that the Bidder/ Consortium Member exercises control over an

Associate by operation of law, this certificate may be suitably modified and copies of

the relevant law may be enclosed and referred to.

■ £ In the case of indirect share-holding, the intervening companies in the chain of

ownership should also be Associates i.e., the share-holding in each such company

should be more than 50% in order to establish that the chain of “control” is not broken.





8.3 Commercial Bid





Form C

FORMAT FOR COMMERCIAL BID

Date:

The Commissioner

Andhra Pradesh Capital Region Development Authority

Dear Sir,

With reference to your Tender Documents No. ……….. dated ………….., I/we, having

examined the Tender Documents and understood their contents, hereby submit my/our

Commercial Bid in accordance with the Tender Documents. My/our Bid is

unconditional and unqualified.

I/we propose to pay to APCRDA, ____% (in figures) ___________ (in words) of Gross

Sales Revenue i.e., the entire undisputed amount received by Amaravati Development

Partner (ADP) from sale of developed plots of land or any upfront lease premium received by

ADP for long term lease of developed plots, in favour of third party (ies), in accordance with

the Concession and Development Agreement.

Date:

Place:

Yours faithfully,

(Signature, name and designation of the Authorized signatory)

Name and seal of Bidder/Lead Member





PART 3 – CONTRACT AGREEMENTS





9 CONCESSION AND DEVELOPMENT AGREEMENT






10 SHAREHOLDERS’ AGREEMENT






11 ADDENDA TO CADA & SHAREHOLDERS’ AGREEMENT

This Section includes the following two Addenda:

1. Addendum to the Swiss Challenge Proposal (OPP Proposal, CADA & SHA)

submitted by the Singapore Consortium on 30th May 2016 and approved by the

Government

2. Addendum to the Swiss Challenge Proposal (OPP Proposal, CADA & SHA)

submitted by the Singapore Consortium on 14th June 2016 and approved by the

Government

These documents are uploaded separately on the e-Tendering Portal along with this RFP.





PART 4 –APPENDICES





12 APPENDICES





Appendix 1

GUIDELINES OF THE DEPARTMENT OF DISINVESTMENT SIGNATORY

(Refer Clause 1.2.1)

No. 6/4/2001-DD-II

Government of India

Department of Disinvestment

Block 14, CGO Complex

New Delhi.

Dated 13th July, 2001

OFFICE MEMORANDUM

Sub: Guidelines for qualification of Bidders seeking to acquire stakes in Public Sector Enterprises

through the process of disinvestment

Government has examined the issue of framing comprehensive and transparent guidelines

defining the criteria for bidders interested in PSE-disinvestment so that the parties selected

through competitive bidding could inspire public confidence. Earlier, criteria like Net Worth,

experience etc. used to be prescribed. Based on experience and in consultation with concerned

departments, Government has decided to prescribe the following additional criteria for the

qualification/ disqualification of the parties seeking to acquire stakes in public sector enterprises

through disinvestment:

■ In regard to matters other than the security and integrity of the country, any

conviction by a Court of Law or indictment/ adverse order by a regulatory authority

that casts a doubt on the ability of the bidder to manage the public sector unit when it

is disinvested, or which relates to a grave offence would constitute disqualification.

Grave offence is defined to be of such a nature that it outrages the moral sense of the

community. The decision in regard to the nature of the offence would be taken on case

to case basis after considering the facts of the case and relevant legal principles, by the

Government of India.

■ In regard to matters relating to the security and integrity of the country, any charge-

sheet by an agency of the Government/ conviction by a Court of Law for an offence

committed by the bidding party or by any sister concern of the bidding party would

result in disqualification. The decision in regard to the relationship between the sister





concerns would be taken, based on the relevant facts and after examining whether the

two concerns are substantially controlled by the same person/ persons.

■ In both (a) and (b), disqualification shall continue for a period that Government deems

appropriate.

■ Any entity, which is disqualified from participating in the disinvestment process,

would not be allowed to remain associated with it or get associated merely because it

has preferred an appeal against the order based on which it has been disqualified. The

mere pendency of appeal will have no effect on the disqualification.

■ The disqualification criteria would come into effect immediately and would apply to

all bidders for various disinvestment transactions, which have not been completed as

yet.

■ Before disqualifying a concern, a Show Cause Notice why it should not be disqualified

would be issued to it and it would be given an opportunity to explain its position.

■ Henceforth, these criteria will be prescribed in the advertisements seeking Expression

of Interest (EOI) from the interested parties. The interested parties would be required

to provide the information on the above criteria, along with their Expressions of

Interest (EOI). The bidders shall be required to provide with their EOI an undertaking

to the effect that no investigation by a regulatory authority is pending against them.

In case any investigation is pending against the concern or its sister concern or against

its CEO or any of its Directors/ Managers/ employees, full details of such

investigation including the name of the investigating agency, the charge/ offence for

which the investigation has been launched, name and designation of persons against

whom the investigation has been launched and other relevant information should be

disclosed, to the satisfaction of the Government. For other criteria also, a similar

undertaking shall be obtained along with EOI.

sd/-

(A.K. Tewari)

Under Secretary to the Government of India





Appendix 2

E-TENDERING INSTRUCTIONS

Following are guidelines for the submission of bids on the APeProcurement portal,

ACCESSING AND DOWNLOADING TENDER DOCUMENTS

The tender documents as defined in the RFP comprising of the RFP, the OPP Proposal, the

Contract documents and their addenda can be downloaded from the following link –


Interested bidders/ parties can download the aforementioned documents from the portal by

clicking on ‘More…’ as indicated below…

…and search by selecting ‘Tender Category’ as SWISSCHALLENGEPPP. In the search results

look for “Development of 6.84 sq. km Start up Area of Amaravati Capital City on Public Private

Partnership (PPP) mode through Swiss Challenge Method under the Andhra Pradesh

Infrastructure Development Enabling Act (APIDEA), 2001” and click on to view the tender

details and click on to download the tender documents.

PRE-REQUISITES FOR PARTICIPATION

Bidders interested to participate in this tender shall follow the following guidelines,

1. Securing Digital Signature Certificate

For participation in the online portals each bidder is required to apply and secure “Digital

Signature Certificate” [ ], which is an electronic/ digital key necessary for


https://tender.apeprocurement.gov.in/TenderDetailsHome.html





encryption and signature while submitting/ uploading the bids online.

Bidders not having “Digital Signature Certificate” can apply for by one by following the

instructions mentioned in the following link

https://tender.apeprocurement.gov.in/digital-signature.html#

For foreign bidder (bidders from countries other than India), specific instructions are

included below.

As per the IT ACT 2000, all bidders who participate in the online bidding process in this

site should possess a valid Digital Signature issued by any of the Digital Signature

Certificate (DSC) vendors approved by CCA, India (https://cca.gov.in). The following

document gives the procedure that is generally followed by various vendors.

Generally, the documents that are required to be submitted by Foreign Nationals are as

follows:

1. Identity Proof (ID Proof) of the person in whose name DSC has to be issued (E.g.

Passport copy)

2. Bank account statement in country of residence, duly attested by Indian Embassy /

High Commission / Consulate / Apostille in the country where the applicant is

currently located. (At least 6 months of Bank transactions) with the proof indicating

the account is owned by the Individual.

3. Copy of the Trade license attested by any one of the authorities as specified in Point

2 above.

4. As the Individual is representing the company, an Authorization on company’s letter

head as given in the form

5. Copy of the Authorization letter or invitation letter from department for the

participation in the tender by any one of the tender inviting authority.

As of now, it is learnt that GNFC, issue DSCs with the above procedure. The copy of the

nCodes and eMudhra Format is enclosed as Annexure; the Copies of other vendors will

be made available on receipt of information from these vendors.

Note: The Information given by the vendors is attached for facilitating the Foreign

Nationals to procure DSCs from the Indian CA authorized vendors for information

purpose only as shared by the respective CA's.

Please find below the details of various vendors for obtaining DSC:

1. GNFC

2. eMudhra

https://tender.apeprocurement.gov.in/digital-signature.html





Following are the instructions for the installation of Digital Signature Certification

http://www.apeprocurement.gov.in/downloads/DSC-InstallationProcess.pdf

For any queries pertaining to the Digital Signature Certificate you may write to

[email protected] with the details of contact details of concerned person.

2. Registration on the APeProcurement Portal

After securing Digital Signature Certificate the first time bidders are supposed to register

their firms on the portal as per the instructions mentioned in the following link,

http://www.apeprocurement.gov.in/downloads/supplier-registration.pdf

3. Technical Guide for accessing - www.apeprocurement.gov.in

http://www.apeprocurement.gov.in/downloads/technical-guidelines.pdf

UPLOADING OF BIDS

Instructions for the upload of the bidding documents.

1. Login to the APeProcurement portal using bidders Login, Password and Digital

Signature Certificate (Key)

2. Search for the tender after logging in, the bidder needs to click on the Submit bid icon

to open the bid submission page

3. The process begins with bidder information screen, wherein the bidders need to be

update the information entered at the time of registration (if required). After this the

bidder to click on “Save and continue” button.

http://www.apeprocurement.gov.in/downloads/DSC-InstallationProcess.pdf


http://www.apeprocurement.gov.in/downloads/supplier-registration.pdf

http://www.apeprocurement.gov.in/

http://www.apeprocurement.gov.in/downloads/technical-guidelines.pdf





4. Bidder to enter the EMD bank guarantee details, followed by online payment of

Transaction fee to APTS (the provider of eProcurement services). After this the bidder

to click on “Save and continue” button.

5. Subsequent to this the Bidder needs to enter the details of the Demand Draft to be

submitted as Bid Processing Fee. After this the bidder to click on “Save and continue”

button.

6. Followed by this the bidders need to upload each of the forms included in the Part-1

of the bid – “Supporting Documents to the bid” against the “Required Documents”

list in the portal.

After this the bidder to click on “Save and continue” button which re-directed to a

page for uploading the “Eligibility submission” and entering the quote for the

“Commercial bid”.





7. For the “Eligibility submission” the bidder needs click on the link against the

Eligibility stage as indicated in representative snapshot below,

Post which the bidder to compress (zip/ rar etc.) all the Forms and Supporting

documents to be submitted for establishing the Eligibility as per the RFP and upload

the compressed against the upload link, as indicated in the representative snapshot

below.

After this bidder to click on the “Previous” button to go back to the previous screen

to enter the quote for the “Commercial Bid”.

8. For the submission of the Commercial bid the bidder needs click on the link against

the Commercial Bid stage as indicated in representative snapshot below.





This will take the bidder to an online form which is similar to the Form C included in

the RFP. The bidder needs to enter their Commercial quote (in both figures and

words) and other details (if any) and click on “Update” for submission.

9. This redirects the bidder to the previous screen post which the bidder needs to click

on the “Save and continue”. This takes the bidder to the final submission screen

wherein the bidder needs to click on “Final Bid Submission” button.

10. The bidders can follow same steps to edit their submissions as many times as they

require until the closing of the bidding period as indicated in the RFP.





Appendix 3

INFRASTRUCTURE SPECIFICATIONS
