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REQUEST FOR PROPOSAL SEL VEHICLE ASSEMBLY PLANT REVIVAL 1 REQUEST FOR PROPOSAL FOR REHABILIATION OF SIND ENGINEERING (PVT.) LIMITED

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Page 1: RFP - Sind Engineering Limited - ipdf.gov.pk - Sind Engineering Limited.pdf · Sind Engineering (Private) Ltd ... West Wharf, Karachi, Pakistan near Karachi Port. ... there are a

REQUEST FOR PROPOSAL – SEL VEHICLE ASSEMBLY PLANT REVIVAL

1

REQUEST FOR

PROPOSAL

FOR

REHABILIATION OF

SIND ENGINEERING

(PVT.) LIMITED

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REQUEST FOR PROPOSAL – SEL VEHICLE ASSEMBLY PLANT REVIVAL

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TABLE OF CONTENTS

Section - 1: General information ............................................................................................ 6

1.1. Introduction and Background.............................................................................. 6

1.2. The SEL Manufacturing Project Objective............................................................ 7

1.3. Salient Features of the Project Structure............................................................. 7

1.4. Benefits of the Project to the Private Party ......................................................... 9

1.5. Benefits of the Project to SEL .............................................................................. 9

1.6. Existing Land and Assembly Plant Details ............................................................ 9

1.6.1. Land .................................................................................................................... 9

1.6.2. Production Facilities ........................................................................................... 10

1.6.3. Utilities Detailes ................................................................................................. 12

1.6.4. Equipment and Machinery ................................................................................. 13

1.7. Potential for Rehabilitation ................................................................................ 13

Section - 2: Instructions to Bidders ....................................................................................... 17

2.1. Eligible entity ..................................................................................................... 17

2.2. Participation in more than one consortium ........................................................ 17

2.3. Submission requirements .................................................................................. 18

2.4. Conditionality for the Above .............................................................................. 19

2.5. Conformity with the RFP package ...................................................................... 19

2.6. Conforming bid proposals .................................................................................. 20

2.7. Bid bond/ bid security ........................................................................................ 20

2.8. Bid validity ......................................................................................................... 20

2.9. Clarification process ........................................................................................... 21

2.10. Pre-bid conference ............................................................................................ 21

2.11. Cost of proposals ............................................................................................... 21

2.12. Confidentiality issues ......................................................................................... 22

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REQUEST FOR PROPOSAL – SEL VEHICLE ASSEMBLY PLANT REVIVAL

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2.13. Due diligence by bidders .................................................................................... 22

2.14. Changes to the composition of the consortium .................................................. 24

2.15. SEL and IPDF’s right to terminate the process .................................................... 25

2.16. Grounds for disqualification ............................................................................... 25

2.17. Manner of opening of the proposals .................................................................. 25

2.18. Consequence of submission of proposal ............................................................ 26

2.19. Time Table and Milestones – Tentative Schedule ............................................... 27

Section - 3: Responsibilities of the Private Party ................................................................... 28

Investment in Plant and Machinery.............................................................................. 28

Additional Investment.................................................................................................. 28

Disposal of plant and machinery .................................................................................. 28

Publicity promotion and pricing ................................................................................... 28

Safety standards .......................................................................................................... 28

Revenue collection ....................................................................................................... 28

Duties and taxes .......................................................................................................... 29

Sel’s assets and liabilities ............................................................................................. 29

Use of land ................................................................................................................... 29

Operations ................................................................................................................... 29

Management and board .............................................................................................. 29

Payment guarantee ..................................................................................................... 30

Penalties from non- compliance ................................................................................... 30

Section - 4: Responsibilities of SEL ........................................................................................ 31

Concession ................................................................................................................... 31

Sel resources ................................................................................................................ 31

Liabilities of sel ............................................................................................................ 31

Land lease rent ............................................................................................................ 31

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Utility cost ................................................................................................................... 32

Representation on Board of Directors .......................................................................... 32

Section - 5: Information Required from Bidders .................................................................... 33

5.1. Selection process ............................................................................................... 33

5.2. STAGE 1 – Technical bid ..................................................................................... 33

5.2.1. Evaluation criteria for technical proposal ........................................................... 33

5.2.2. Mechanism for evaluation ................................................................................. 34

5.3. STAGE 2 – Financial bid ...................................................................................... 37

5.3.1. Evaluation of financial bids ................................................................................ 37

5.3.2. Evaluation criteria .............................................................................................. 37

5.3.3. Mechanism for evaluation ................................................................................. 37

5.4. Scoring of Technical and Financial Proposals ...................................................... 38

SECTION - 7: FORMAT OF LETTER OF ACCEPTANCE ............................................................... 44

SECTION - 9: FORMAT OF FINANCIAL BID.............................................................................. 49

SECTION - 10: FORMAT OF BANK GUARANTEE FOR BID SECURITY ......................................... 51

SECTION - 11: FORMATS FOR ASSESSING BIDDERS CAPABILITY ............................................. 53

SECTION - 12: FORMAT FOR POWER OF ATTORNEY FOR SIGNING OF BID PROPOSAL ............ 54

SECTION - 13: FORMAT FOR POWER OF ATTORNEY FOR LEAD MEMBER(S) OF Consortium ... 55

SECTION - 14: PRINCIPLES OF THE MEMORANDUM OF UNDERSTANDING TO BE EXECUTED

BETWEEN THE MEMBERS OF THE CONSORTIUM ............................................ 57

Annexure 1: SEL Plant layout ................................................................................................ 59

Annexure 2: List of Plant and Equipment available with SEL ................................................. 60

Annexure 3: Employees ....................................................................................................... 62

annexure 4: Standard ppp agreement ......................................... Error! Bookmark not defined.

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REQUEST FOR PROPOSAL – SEL VEHICLE ASSEMBLY PLANT REVIVAL

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DEFINITIONS

CPI Consumer Price Index

IPDF Infrastructure Project Development Facility

MoU Memorandum of Understanding

PPP Public Private Partnership

RFP Request for Proposal

LROT Lease Rehabilitate Operate and Transfer

PAT Profit After Tax

SEL Sind Engineering Limited

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SECTION - 1: GENERAL INFORMATION

1.1. INTRODUCTION AND BACKGROUND

Sind Engineering (Private) Ltd (SEL) was established as Wazir Ali Engineering Limited on 7th

May 1963 in Karachi. Wazir Ali Engineering was nationalized in 1973 and renamed to Sind

Engineering (Pvt.) Ltd. It is an automobile assembly-cum-progressive manufacturing unit, that

is now 100% owned by the Government of Pakistan through Pakistan Automobile

Corporation and administratively under Ministry of Production. The company plant and head

office are located at 16-Dockyard, West Wharf, Karachi, Pakistan near Karachi Port. In the

vicinity of the plant, there are a number of multinational companies such as ICI, Novartis,

Pfizer and GSK.

SEL began its operations in 1963 with the manufacture of assembly tools, hollow plate

bridges for the Army, Lambretta Scooters and components for night vision devices. It

continued with this line of manufacture for a decade after which it introduced itself in the

vehicle manufacturing industry; from then on it has a history of producing various kinds of

vehicles that are listed below:

PRODUCTION HISTORY

1973 Suzuki Motorcycles

Toyota Hiace

Volkswagen Commercial Vehicles – 2.5 ton

Trailer/dump bodies and cargo bodies

1978 Mazda Light Trucks – 2.7, 3, 3.5 ton

2003 Dong Feng Trucks - 1.8, 4.6 ton

Suzuki Van

Hyundai Mini Truck

Zabardast Truck

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REQUEST FOR PROPOSAL – SEL VEHICLE ASSEMBLY PLANT REVIVAL

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In 1978, SEL switched its line of operations to the manufacture of light commercial vehicles

(LCV’s) due to their increasing popularity as a cost efficient, convenient and quick cargo

carrier. SEL specialized in the manufacturing of 2.7t, 3t and 3.5t Mazda Light Trucks and 27

seater buses. This endeavor helped SEL capture a significant market share and is responsible

for the recognition of SEL as one of the major players in the LCV and trucking sector.

In 2003, SEL abandoned the production of Mazda Trucks and was involved in the

manufacture of the Chinese Dong Feng 1.8t and 4.6t trucks, Suzuki van, Hyundai mini truck

and Zabardast Truck. The Chinese Dong Feng trucks were not able to gain a position in the

market and were responsible for the decline in SEL’s profitability.

1.2. THE SEL MANUFACTURING PROJECT OBJECTIVE

The objective of the project is the revival of the SEL vehicle assembly plant through a Lease

Rehabilitate Operate Transfer arrangement. Private parties are encouraged to rehabilitate

the plant for production related to the automotive industry; this could be manufacture of

auto accessories, bus bodies, tractors, cars or light commercial vehicles etc.

The project envisages rehabilitation of plant equipment and machinery and its

transformation into a modern plant. It requires an injection of funds to utilize the available

land, infrastructure and machinery and existing marketing and distribution channels.

1.3. SALIENT FEATURES OF THE PROJECT STRUCTURE

In line with the above objective, the project has been conceptualized to encourage private

sector participation to lease, rehabilitate, operate and transfer the plant at the end of the

concession period.

SEL will take part by contributing land and its existing infrastructure and machinery. The

private party will be responsible for the rehabilitation of the building, plant and machinery

and its operations. Salient features of the project structure are as under:

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REQUEST FOR PROPOSAL – SEL VEHICLE ASSEMBLY PLANT REVIVAL

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• CONCESSION

Concession period of the project will be 20 years which will be renewable

upon expiration on mutual consent.

Concession will be given in the form of the right to utilize the land, civil

infrastructure and machinery already available with SEL.

• PAYMENT TO SEL

The private party will guarantee an amount which will be shared with SEL

annually. This guaranteed amount will form the basis of the financial bid. The

guaranteed amount will be paid after a grace period of two years from the

signing of the concession period. Although Bid parameter will be the

Guaranteed Amount, the private party will share the higher of 20% PAT or

Guaranteed Amount.

The Guaranteed amount will be linked to Non Food CPI (As per SBP Annual

Report)

• OPERATIONS

The private party will be in charge of management and operations at the

plant, however, SEL will also have representation on the Board of Directors

(BOD) formed by the Private Party.

Government Private Party

SEL

Consumers

Investment

for plant

revival

Land,

Infrastructure

and

machinery

Performance

Evaluation:

monitoring,

setting service

standards

Operational

Control

Revenue Sharing

RevenuesServices/

products

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REQUEST FOR PROPOSAL – SEL VEHICLE ASSEMBLY PLANT REVIVAL

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Private Parties will need to incorporate the existing SEL employees into the

new plant operations. (As per Evaluation Criteria)

• OWNERSHIP TITLE

The private party will maintain operation control of the assets provided by

SEL and ownership of the assets that it brings in during the concession period,

however at the expiry of concession period all operational and owned assets

will transfer to Sind Engineering (Pvt.) Limited.

1.4. BENEFITS OF THE PROJECT TO THE PRIVATE PARTY

- Opportunity to enter the market with minimum investment required

- Land and basic Infrastructure already laid down

- Opportunity to fill in the demand supply gap in the automotive industry

- Opportunity to take advantage of an established vendor network

1.5. BENEFITS OF THE PROJECT TO SEL

- Rehabilitation of the vehicle assembly plant that is currently at not operational

- Employment for SEL’s labour force

- Benefits from the technology and technical expertise brought by the private party at the

end of the concession period

1.6. EXISTING LAND AND ASSEMBLY PLANT DETAILS

1.6.1. LAND

The land available with SEL covers three plots identified as Plot # 16, 17 & 18. The entire land

is owned by Karachi Port Trust (KPT) and leased to SEL for 25 years period renewable for

further period of 25 years. The current status of land is as under:

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REQUEST FOR PROPOSAL – SEL VEHICLE ASSEMBLY PLANT REVIVAL

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• Plot no. 16

The lease of this plot measuring 6,907 sq. meter had expired on 31.07.1998 and its fresh

lease for further 25 years is to be processed. The lease of the portion measuring 6907 sq.

meter in the possession and use of SEL will be documented. This lease will be valid till

31.07.2023.

• Plot no. 17

This plot measuring 8,311 sq. meter is leased till 30.06.2024.

• Plot no. 18

This plot measuring 8,351 sq. meter is validly leased till 30.06.2029. Currently this plot

accommodates SEL’s Head Office, CKD Yard and Scrap Yard

The total land area is estimated to be about 23,630m2. Details of the covered area are

summarized in the table below.

Plot No. Covered Area (m2) Uncovered Area (m

2) Total (m

2)

16 4022.61 2885.28 6907.89

17 6177.08 2184.01 8361.18

18 7159.54 1201.64 8361.18

1.6.2. PRODUCTION FACILITIES

• Assembly line for commercial vehicles from 0.5 Ton to 5.0 Tons.

• Engine Assembly Shop

• Spot Welding Section

• Chassis Welding / Riveting Section

• Paint Shop having 3 ovens and two painting booths.

• Welding Shop (Electric, Gas and CO2 welding available).

• Fabrication Shop having hydraulic shearing machine, hydraulic brake press & Machine

Shop.

The above plant operations are carried out at different Locations/Hangars as detailed below:

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REQUEST FOR PROPOSAL – SEL VEHICLE ASSEMBLY PLANT REVIVAL

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• Hangar No 1

This is the Assembly shop for Dong Feng EQ-1061 (4.6 Ton) Truck & Bus chassis. Its size is

76.2M x 16.5M. The main assembly line is 41M in length and the Cab Trim line is 22M in

length. All Tools/Equipments required for assembly work e.g. Trolleys, Hoists, Pneumatic Nut

Runners, Torque Wrench, etc are available.

• Hangar No 2

This is a spacious shop of 32M x 76.2M with is a 2.4M wide passage throughout the shop. On

one side of the passage SEL Stores are located which includes store for local parts, for Raw

Materials e.g. Steel Sheets, Tubes, Pipes, Shafting, miscellaneous items. At the end of the

hangar, there is a small press shop which has 5 mechanical presses.

On the opposite side of the passage are machine tools, welding shop (Electric Arc Welding)

and maintenance sections.

• Hangar No 3

The shop size is 24.58M x 76.2M and was previously used for Bus body fabrication but now it

is not operational.

• Hangar No 4

The shop size is 17.984M x 76.2M and has a hydraulic shearing machine and a Brake Press.

Truck Cargo Body can be fabricated at the said shop.

• Hangar No 5

The size of this shop is 60.96M x 21.085M. In this shop assembly of Pickup and Bus Chassis is

done. Length of main assembly line is 42M and length of Cabin Trim line is 32M. Also in one

section of this shop chassis assembly (Riveting) of EQ-1061 Truck is also done. There are 2

(two) hydraulic units operating 4 (four) nos. Riveting guns imported from DFM China for

Riveting section.

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REQUEST FOR PROPOSAL – SEL VEHICLE ASSEMBLY PLANT REVIVAL

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• Hangar No 6

This has the Spot welding Shop. Its size is 60.96M length x 15.165M width. There are two

welding lines one for 4.6 Ton and the other for 2.0 Tons. The numbers of transformers can be

increased to 20 and the number of welding guns to 40 if production is increased.

• Hangar No 7

This is Paint Shop. Its size 38M x 56.62M and it has 4 Ovens, 4 Paint Spray booths and a large

phosphate area.

• Hangar No 8

The size of this shop is 61 x 10.6M. The shop was previously used as the workers canteen and

is not currently operational

• Hangar No 9

This comprises of Pre Delivery Inspection Shop, Compressor Room, Generator Room and

KESC substation. The Pre Delivery Inspection (PDI) has all testing facilities (e.g. Brake Tester,

Side Slip Tester, Speedometer Tester, headlight Tester, Shower Tester, etc) necessary for

checking vehicles functionality. There are three Air Compressors in the compressor room

with a total air capacity of 1250 cfm and there is a standby power supply arrangement

through a 774 KVA capacity diesel generator, manufactured by PUMA.

1.6.3. UTILITIES DETAILES

• Electrical

The plant is connected to electrical power and a power transformer 1,500KVA is installed.

The Sanctioned load was 1,500 kW and the existing tariff is based on B3-1H.

• Standby Generator

A 774 KVA capacity diesel generator of PUMA brand is available as standby power supply

arrangement.

• Natural Gas

The plant is connected to natural gas with a Permissible Pressure of 8psig on applicable

industrial tariff.

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REQUEST FOR PROPOSAL – SEL VEHICLE ASSEMBLY PLANT REVIVAL

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• Total Water Capacity

SEL Plant has 4 underground water tanks having a total capacity of 44,700 US Gallons and

there is also one overhead water tank of 20,00US Gallon capacity is available.

• Compressed Air

SEL has 3 No air compressors with a total capacity 1,250 cfm.

1.6.4. EQUIPMENT AND MACHINERY

The list of Equipment and Machinery installed at SEL is given in Annexure 1.

1.7. POTENTIAL FOR REHABILITATION

We encourage private parties to revive the plant for manufacturing of products related to

the automotive industry. This could be auto parts, bus bodies, light commercial vehicles,

tractors or cars. Based on our market study there is a demand supply gap for both light

commercial vehicles and also tractors. The following is a brief overview of both the LCV and

tractor industry.

LIGHT COMMERCIAL VEHICLES

Recent developments have favored the production of light commercial vehicles in Pakistan.

Factors include:

1. Opening of the trade corridor to Central Asia,

2. Increase in the middle age group as a percentage of total population,

3. The export potential carried by light commercial vehicles,

4. Effectiveness of LCV’s as a fast, cost efficient cargo vehicle,

5. Favorable auto-financing terms and the

6. Replacement of animal carts by LCV’s by rural and urban areas.

Based on the data available, on average 12.6% of the total automobile production in Pakistan

is represented by LCV’s. An analysis of the numbers reveals that 62.6% of the local demand

of LCVs is being met by the local production, whereas 37.4% are imported

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REQUEST FOR PROPOS

The following tables provide the forecasted demand of LCV’s according gross vehicle weight

(GVW) and horse power (HP).

TRACTORS

Pakistan being an agricultural economy

increasing annually as farmers recognize the advantages of mechanized farming practices.

Statistics reveal Pakistan has 29 million hectares of arable that is being served by 550,000

ROPOSAL – SEL VEHICLE ASSEMBLY PLANT REVIVAL

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The following tables provide the forecasted demand of LCV’s according gross vehicle weight

an being an agricultural economy has an ever present demand for tractors that is

as farmers recognize the advantages of mechanized farming practices.

Statistics reveal Pakistan has 29 million hectares of arable that is being served by 550,000

The following tables provide the forecasted demand of LCV’s according gross vehicle weight

actors that is

as farmers recognize the advantages of mechanized farming practices.

Statistics reveal Pakistan has 29 million hectares of arable that is being served by 550,000

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REQUEST FOR PROPOS

tractors. This amounts to a 0.9 HP tractor application rate per acre which is very low whereas

the required rate should be 1.10HP per acre.

The domestic tractor industry has grown at

over the last five years. This is largely due to

1. Enhanced agricultural incomes

2. An increased possibility for mechanization

3. Incentives directly related to the agricultural sector such as the Green Tractor Scheme

and Benazir Tractor Scheme

The schemes have lowered the prices for tractors and increased their accessibility to lower

income persons. This demand is adequately illustrated by resilient trac

units in 2011 despite the floods.

There are currently only two major players in the tractor industry and

between the supply and demand for tractors.

tractors since 2000:

MANUFACTURING PARTS

The SEL plant can be transformed

Busses/trucks/prime movers e.t.c

ROPOSAL – SEL VEHICLE ASSEMBLY PLANT REVIVAL

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tractors. This amounts to a 0.9 HP tractor application rate per acre which is very low whereas

the required rate should be 1.10HP per acre.

has grown at a cumulative annual growth rate (CAGR)

This is largely due to:

nhanced agricultural incomes resulting from better crop yields and prices

for mechanization

lated to the agricultural sector such as the Green Tractor Scheme

The schemes have lowered the prices for tractors and increased their accessibility to lower

is adequately illustrated by resilient tractor sales

There are currently only two major players in the tractor industry and there is still a

between the supply and demand for tractors. The table below shows the pattern of sales of

ed to auto parts producer for other plants manufacturing the

Busses/trucks/prime movers e.t.c

tractors. This amounts to a 0.9 HP tractor application rate per acre which is very low whereas

cumulative annual growth rate (CAGR) of 9%

lated to the agricultural sector such as the Green Tractor Scheme

The schemes have lowered the prices for tractors and increased their accessibility to lower

sales of 69,200

still a large gap

The table below shows the pattern of sales of

manufacturing the

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SECTION - 2: INSTRUCTIONS TO BIDDERS

2.1. ELIGIBLE ENTITY

The Bidder may be a single entity or a group of entities (“Consortium”), coming together to

implement the Project. The term Bidder used hereinafter would therefore apply to both a

single entity and a Consortium. The bidder should submit a Power of Attorney as per the

format enclosed in section 13. Bids submitted by a Consortium should comply with the

following additional requirements:

a) The Bid should contain the information required for each member of the Consortium;

b) The Bid should include a description of the roles of individual members as required by

Form 1a, section 11

c) Members of the Consortium shall nominate one member as the ‘Lead Consortium

Member’. The nomination(s) shall be supported by a Power of Attorney as per the

format enclosed at section 13 signed by all the members.

d) Members of the Consortium shall enter into a Memorandum of Understanding (the

“MoU”) for the purpose of making the Stage-1 Technical Bid and Stage-2 Financial

Bid.

e) A notarized copy of the MoU should be submitted with the Bid. The principles of the

MoU are enclosed in section 14. The MoU entered into amongst the members of the

Consortium should be specific to the Project and should contain the above

requirements failing which the Bid shall be rejected as non-responsive. The MoU shall

be governed by the laws, rules and regulations of Pakistan and would be subject to

jurisdiction of Pakistani courts alone.

f) Any entity, that has been barred by IPDF, Sind Engineering from participating in

projects in Pakistan and if the bar is subsisting as on the Bid Due Date, shall not be

eligible to submit the Bid, either singly or in Consortium.

2.2. PARTICIPATION IN MORE THAN ONE CONSORTIUM

In order to avoid any potential conflict of interest, no party to any consortium shall be a

member of, or in any way participate or be involved, whether directly or indirectly, in

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REQUEST FOR PROPOSAL – SEL VEHICLE ASSEMBLY PLANT REVIVAL

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another consortium at any stage of the bidding process. Evaluation Committee may lift this

restriction for:

1. Any bidder if the restriction leads to a severely limited number of consortia. (Note:

this obviously does not apply to bidders who are not consortium members);

2. Any non-core services provider; and

3. Any commercial entity whose role is limited purely to lending money or advancing

credit to the bidding consortium.

2.3. SUBMISSION REQUIREMENTS

The potential bidders are required to submit their sealed bids clearly stating the bidder’s

legal name and address containing separate sealed envelopes in the manner given

hereunder:

Sr. No Proposal Reference Requirements of submission

1. Technical Proposal In quintuplet (one original and four copies)

placed in a sealed envelope clearly marked

“Technical Proposal – SEL Institute of Information

Technology”. The envelope must also clearly state,

the bidder’s legal name and address.

2. Financial Proposal Original shall be submitted in a separate sealed

envelope clearly marked “Financial Proposal – SEL

Institute of Information Technology”. The

envelope must also clearly state the bidder’s legal

name and address.

On or before February 28, 2012 at the following address:

Chief Executive Officer

Infrastructure Project Development Facility (IPDF)

House # 02, Street No. 59, F-7/4

Islamabad

Tele: + 92 51 2656090, 2656252

Fax: + 92 51 2656251, 9205926

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2.4. CONDITIONALITY FOR THE ABOVE

Proposals must be prepared in English language and shall be submitted in hard form.

Proposals received through fax or via email shall not be accepted.

The bidders shall protect and defend unconditionally as well as indemnify and hold IPDF/SEL,

or any other relevant government body/agency, its employees, directors, officers other

entity specifically engaged by IPDF/SEL for the Project free and harmless from and against

any and all liabilities, losses, claims, liens, demands, damages against any and all causes of

action of every kind and character, including without limitation any judgments, penalties,

interest, court costs and any legal fees incurred in enforcing this indemnity arising

hereunder. IPDF/SEL makes no representations, covenants, warranties or guarantees,

express or implied, other than those expressly set forth in this document. IPDF shall not be

liable, in any case, for contingent or consequential, special or indirect damages.

The RFP does not address concerns relating to diverse investment objectives, financial

situation and particular needs of each party. The RFP is not intended to provide the basis of

any investment decision and each prospective Bidder must make its own independent

assessment in respect of the Project. No person has been authorized by IPDF to give any

information or to make any representation not contained in the RFP.

IPDF/ SEL reserve the right to:

- Cancel the bidding process

- Cancel or disqualify any bid submitted by the bidders

- Change/ alter any of the provisions of this RFP

- Reject any bid submitted after the expiry of time and date for submission of bids

2.5. CONFORMITY WITH THE RFP PACKAGE

The prospective bidders must submit a Conforming (Bona Fide) Bid Proposal that conforms in

all respects with the requirements of the RFP Package.

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2.6. CONFORMING BID PROPOSALS

A Conforming Bid Proposal is a proposal that conforms in full, both in engineering and

operational terms with the Conforming Scheme, and in financial, organizational and

obligation terms with the specimen Concession Terms except for minor departures that do

not materially affect the design, construction method or operational characteristics of the

Project or the financial, organizational or obligation regime under which the Concession will

be managed. All such minor departures, if they exist, must be clearly identified and fully

described in the Bid Proposal, and in particular the financial, operational and any other

practical implications of a departure must be explained. If the Bid contains no deviations

from the Conforming Scheme a positive statement to this effect must be made.

IPDF reserves the right to determine whether a Bid Proposal is a Conforming (Bona Fide)

Proposal. IPDF's decision will be final and not subject to appeal. IPDF will not be required to

give reasons for its decision.

If more than one Conforming (Bona Fide) Proposal (e.g. involving different operational and

commercial terms) is to be submitted, each must be clearly numbered according to the

Prospective bidder’s preference.

2.7. BID BOND/ BID SECURITY

Prospective Bidders shall be required to submit PKR 1,000,000 along with their proposal in

the shape of a bank draft / pay order or bank guarantee in favor of IPDF. The bid security

shall be refundable to all unsuccessful bidders within a period of 30 days from the date of

opening of financial proposals and declaration of the name of the successful bidder, and to

the successful bidders upon signing of the concession agreement.

2.8. BID VALIDITY

Proposals submitted by bidders must remain valid for six (6) months after the proposal

submission date. During this period, the bidders shall maintain the availability of resources

nominated in their proposals. IPDF will make its best effort to complete negotiation within

this period. Should the need arise; however, IPDF may request bidders to extend the validity

period of their proposals. Bidders who do not agree have the right to refuse to extend the

validity of their proposals.

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2.9. CLARIFICATION PROCESS

In case of any queries or clarifications regarding this RFP package, please write to IPDF at the

following address:

Chief Executive Officer

Infrastructure Project Development Facility (IPDF)

House # 02, Street No. 59, F-7/4

Islamabad

Tele: + 92 51, 2656254

Fax: + 92 51 9205926, 2656251

Email: [email protected]

Enquiries through phone or fax shall not be entertained. In the interest of fairness, any

clarifications issued to any bidder shall be posted on IPDF’s official website

(www.ipdf.gov.pk).

In the case where IPDF shall require any explanations or clarifications on the proposals

submitted by the bidders, IPDF will contact the bidders in writing and the bidder shall be

bound to respond within five (5) days of the date of the communication. Such written

responses received from the bidders shall become part of their proposals.

2.10. PRE-BID CONFERENCE

As part of the bidding process a pre-bid conference has been planned on Feb 7th

, 2012. The

time and location will be confirmed later by IPDF. Participation of bidders in this meeting is

encouraged. This meeting will be aimed at providing an opportunity to the bidders for

seeking any clarifications or explanations on the bid documents, scope of services to be

provided, bidding process or any other matter important to the bidders.

In the interest of productiveness of the pre-bid conference the bidders are requested, as far

as possible, to submit any questions in writing, to reach the IPDF not later than two days

before the date of meeting. Minutes of the meeting, including the text of the questions

raised and the responses thereof shall be transmitted without delay to all bidders.

2.11. COST OF PROPOSALS

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The bidders shall bear all costs associated with the preparation and submission of the

proposals in response to this RFP. SEL and IPDF will in no case be responsible or liable for

these costs, regardless of the conduct or outcome of the solicitation. Hence the costs of

preparing the proposal / offer as well as of negotiating the concession agreement, including

expenses incurred in connection with visits to Project site, due diligence and costs of

participation in an interview / meeting will also not be reimbursable.

2.12. CONFIDENTIALITY ISSUES

Information relating to the examination, clarification, evaluation, comparison of bids, and

recommendations for the award of a contract, shall not be disclosed to any bidder or any

other persons not officially concerned with such process until the award to the successful

bidder has been announced. Any effort by a bidder to influence IPDF’s processing of bids or

decisions pertaining to the award of concession may result in the forthwith rejection of the

bidder’s proposal and forfeiture of the bid bond.

Bidders authorize IPDF to release any information that is reasonably required as part of the

proposal evaluation process, which would otherwise be prevented by IPDF from releasing

due to confidential nature of such information.

The winning bidder shall not, during or after the term of concession agreement, disclose any

proprietary or confidential information relating to the Project, the services, the concession

agreement, or IPDF or SEL’s business or operations (other than for the purposes of provision

of requisite services) without prior written consent of the IPDF or SEL, as the case may be,

unless such disclosure is required by applicable laws or regulations or such information is

required for research purposes or has entered the public domain other than by a breach of

the concession agreement, or was already in public domain, or was already lawfully in the

possession of the successful bidder at the time of such disclosure to them. Successful bidder

shall protect such information from inadvertent disclosure to any third party in the same

manner that they protect their own confidential information. Upon completion of the term

of the concession agreement, the provisions of this paragraph shall remain in force.

2.13. DUE DILIGENCE BY BIDDERS

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The information contained in this RFP package as well as any information appended hereto is

being supplied to the bidders for their guidance only and the bidders at their own discretion

may or may not use the information for the purposes of developing their proposals. SEL and

IPDF shall not assume any responsibility of liability for completeness, accuracy or up-

gradation of such information. Similarly SEL and IPDF assume no responsibility or liability for

completeness, accuracy or up-gradation of the studies referred herein. In this respect the

bidders are requested to conduct their own due diligence involving their technical, financial

and legal personnel to verify or develop their own assumptions for the purposes of bid

development and submission.

Further, investigation into Site area shall be the sole responsibility of the prospective bidders.

Bidders, for this purpose, are encouraged to visit the Project site and conduct their due

diligence before submitting their proposals. In order to facilitate potential bidders in

conducting their due diligence SEL shall provide assistance in site visits or investigations

desired to be conducted by the bidders.

The potential bidders will, inter-alia, conduct technical, legal and financial due diligence and

surveys for the purposes of developing their own feasibility and determining the most viable

Project implementation and operations plan. Accordingly, on submission of proposals, the

potential bidders shall be deemed to have carried out all necessary investigations of all

aspects of Project development and operations.

Bidders intending to conduct their due diligence will request IPDF in writing at least 3 days

before to allow access to project site and information in possession of SEL. All costs

associated with this exercise shall be borne by the said bidder and no amount shall be borne

by the SEL or shall be chargeable to the Project. Written request for this purpose shall be

sent to:

Chief Executive Officer

Infrastructure Project Development Facility (IPDF)

House # 02, Street No. 59, F-7/4

Islamabad

Tele: + 92 51, 2656254

Fax: + 92 51 9205926, 2656251

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Email: [email protected]

Potential bidders shall verify the accuracy, reliability and completeness of the information

provided in this RFP, however, as stated earlier they are entitled to perform project due

diligence and wherever necessary obtain independent advice from appropriate sources. SEL

and IPDF make no representation or warranty and shall incur no liability under any law,

statute, rules or regulations as to the accuracy, reliability or completeness of the Project

information. Each bidder shall conduct its own studies and analysis and is advised to collect

and obtain any other information that may be necessary for evaluating the Project and

preparing the bid, at its own responsibility and cost. The bidders shall be deemed to have

satisfied themselves before submitting their bids, as to the risks, contingencies and all other

circumstances, which may influence or affect the Project and subsequently their bids.

2.14. CHANGES TO THE COMPOSITION OF THE CONSORTIUM

There shall not be any change in the composition of the consortium under normal

circumstances during the bidding process. However, under special circumstances,

substitution / addition may be considered by IPDF only once for one substitution / addition in

the members of the consortium of the bidder. The decision of IPDF either to approve or

disapprove such substitution / addition shall be final and binding on the bidder.

IPDF may permit change in the composition of a consortium during the bid process, only

where:

The lead member continues to be the lead member of the consortium;

The substitute is at least equal, in terms of technical capacity and financial capacity, to the

consortium member who is sought to be substituted and the modified consortium shall

continue to meet the prequalification and short-listing criteria for the applicants; and

The new member(s) expressly adopt(s) the application already made on behalf of the

consortium as if it were an original party to it, and is not an applicant / member / associate of

any other consortium bidding for this Project.

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2.15. SEL AND IPDF’S RIGHT TO TERMINATE THE PROCESS

Notwithstanding anything contained in this RFP, IPDF and/or SEL reserve the right to accept

or reject any proposal and to annul the bidding process and reject all proposals / bids, at any

time without any liability or any obligation for such acceptance, rejection or annulment.

2.16. GROUNDS FOR DISQUALIFICATION

Without limiting or restricting the generality of clause 2.16 above:

IPDF/ SEL reserve the right to reject any proposal and/or bid if:

- At any time, a material misrepresentation is made or uncovered, or

- The bidder is found to be insolvent, or

- Any key personnel of the bidding organization or the consortia are found to be a

proclaimed offender, or

- The bidder does not provide, within the specified time, the supplementary

information sought by IPDF for evaluation of the proposal.

Such misrepresentation / improper response shall lead to disqualification of the bidder. If

bidder is a consortium, then the entire consortium shall be disqualified.

If such disqualification / rejection occurs after the financial bids have been opened, but

before signing of the concession agreement, IPDF reserves the right to:

Invite the remaining potential bidder(s) for consideration in accordance with the provisions

of this RFP; or

Take any such measures as they may deem fit at the sole discretion of IPDF, including

removal of an individual bidder and / or annulment of the whole bidding process.

IPDF reserves the right to verify all statements, information and documents submitted by the

bidders in response to the RFP. IPDF’s failure to undertake such verification shall neither

relieve the bidder of its obligations or liabilities hereunder nor will it affect any rights of IPDF.

2.17. MANNER OF OPENING OF THE PROPOSALS

The technical proposals will be immediately opened after the end of deadline for submission

of the proposals by an evaluation committee and the financial proposals shall remain sealed

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and securely stored. The technical evaluation will entail determining whether the minimum

technical specifications identified in this RFP are met in the technical proposal. In case the

technical proposal of a bidder meets the said minimum technical specifications, the said

bidder shall be short listed and will be invited to attend the opening of sealed financial bids.

Financial bids of all unsuccessful bidders, who didn’t qualify in the technical evaluation, shall

be returned unopened, along with the bid security before opening the financial bids of the

technically qualified bidders. The financial proposals of technically qualified bidders shall be

opened by IPDF in front of authorized representatives of the bidders. The final evaluation of

the proposals will be in accordance with the process mentioned in section 5.4.

2.18. CONSEQUENCE OF SUBMISSION OF PROPOSAL

The submission of a proposal shall not, in any way, be deemed an agreement between the

potential bidder and SEL. Specifically, the following provisions apply upon submission of

proposals by the bidders:

IPDF or SEL shall not be obligated to respond to any proposal submitted nor be bound in any

manner by the submission of a proposal.

Acceptance of a proposal by SEL obligates the bidder to enter into good faith agreement

negotiations based on the proposal submitted. However, a legally binding arrangement shall

only come to exist between SEL and the successful bidder on the signing of the concession

agreement and not on the basis of a letter of award in favor of the successful bidder.

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2.19. TIME TABLE AND MILESTONES – TENTATIVE SCHEDULE

In order to meet the target dates, the Bidders are expected to respond expeditiously to

clarifications, if any, requested during the evaluation process. IPDF shall adhere to the above

schedule to the extent possible. IPDF, however, reserves the right to modify the same.

Intimation to this effect shall be given to all the Bidders in writing.

Milestones Dates

Issue of RFP 11th

January 2012

Pre-bid Conference 7th

February 2012

Issue of clarification to RFP 10th

February 2012

Data Room and Site visit opened for Bidders for Due Diligence 13th

February 2012

Data Room and Site visit closed for Bidders for Due Diligence 18th

February 2012

Last date for receipt of Proposals 28th

February 2012

Opening of Technical bids 29th

February 2012

Short listing of Bidders by Evaluation Committee March 2012

Opening of Financial Bids March 2012

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SECTION - 3: RESPONSIBILITIES OF THE PRIVATE PARTY

INVESTMENT IN PLANT AND MACHINERY

The private party shall make investment through its own resources to make the plant

operational and make any repairs that are necessary. If the private party wishes to further

invest the existing equipment and machinery it will do so, without any financial assistance

from SEL.

The private party shall have no recourse to SEL assets for securing financing for the project.

ADDITIONAL INVESTMENT

Additional investment which the private party wishes to incur on SELs Land and Plant and

Machinery will be transferred back at the end of the concession period to SEL and all

additional investment will be made using its own resources, and shall be directly related to

assist production of Automotives. The private party in addition to ‘guaranteed amount’ will

also make an upfront payment of PKR 20 Million at the time of award of the project for the

private sector liabilities on the name of SEL to MoP.

DISPOSAL OF PLANT AND MACHINERY

The private party will not be allowed to dispose/sell any machinery without the permission of

the Board

PUBLICITY PROMOTION AND PRICING

Private Operator is responsible for publicity, promotion, marketing and soliciting the

customers. The private party will further have the discretion to set or modify its own pricing

mechanism for its customers. It may utilize the existing dealership network of SEL

SAFETY STANDARDS

The private operators are required to comply with the safety standards set by SELs Board, as

issued by the Ministry of Production & PACO and its allied regulatory authorities. The private

party would only be allowed to operate if all the above mentioned safety standards are met.

REVENUE COLLECTION

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Proper records should be maintained for all services being provided by the private party

including but not limited to revenue collection, number of parts, autos, CKDs, CBU, sold. An

annual audit of the accounts by a third party is mandatory. When required these account

should be made available to Ministry of Production/PACO for audit purposes.

DUTIES AND TAXES

The private party will be required to pay all applicable duties and taxes in connection with

the acquisition of machinery and operation of the plant including custom duties, sales tax,

income tax, withholding tax e.t.c

SEL’S ASSETS AND LIABILITIES

The private party, through management control, will be responsible for the asset and Liability

management of the SELs business, including potential liabilities and maintenance of assets,

debtor’s management e.t.c in its course of operations. The private party in addition to

‘guaranteed amount’ (bidding parameter) will also make an upfront payment of PKR 20

Million at the time of award of the project for the private sector liabilities on the name of SEL

to MoP.

USE OF LAND

The land will not be used for any other purpose, other than directly assisting the operations

of the plant and the title of the Land will remain with SEL.

OPERATIONS

The Private Party will be responsible for all the plant operations and will bear its consequent

costs and expenditures. This includes but is not limited to any costs associated with working

capital financing, maintenance expenditures, utility expenditures, import of vehicle

components, salary expenses etc. The private party will be entitled to revenues from the

project, however, it will share higher of “Guaranteed Amount” or 20% PAT with SEL ( the

Guaranteed amount is the main financial bid parameter) for utilizing the existing

infrastructure of SEL.

The Guaranteed amount will be indexed to Non-Food CPI of SBPs Annual Report

MANAGEMENT AND BOARD

SEL will be represented on the Board of Directors and the Management of SEL will remain

with the private party. The private party will also need to accommodate the SEL staff within

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its operations. Retention of the labor force available presently with SEL is also a bid

parameter in this project.

PAYMENT GUARANTEE

The private party will share a “Guaranteed Amount” annually with SEL. This will form the

basis of the financial bid. The guaranteed amount will commence after two years from the

date of signing of the concession agreement. The private party will have to pay SEL the

higher of 20% PAT or Guaranteed amount.

Further the private party will make a payment of PKR 20 million on the name of SEL at the

time of award of the project.

PENALTIES FROM NON- COMPLIANCE

As per concession agreement.

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SECTION - 4: RESPONSIBILITIES OF SEL

CONCESSION

SEL will provide the land along with plant, machinery and equipment for the term of the

concession period. The concession period will be 20 years renewable upon mutual consent.

Subject to the terms of the concession agreement, SEL will provide the private party

operational control of the Plant & Machinery and Land. SEL reserves the right to inspect the

production of the Plant and Machinery in order to ensure that illegal products are not being

produced or used as part of the manufacturing process

This Land and Plant and Machinery will be available to the private party for the duration of

the concession period of twenty years (20 years from the signing of the concession

agreement).

The ownership of Plant and Machinery, Lease Contract of Land would remain with SEL

throughout the concession period. At the end of the concession period all existing Assets

including Plant and Machinery, additional investment will revert back to SELs control (with

the exception of any debtors, creditors, finance Lease or operating Lease)

The Land provided by SEL cannot be used as collateral for debt acquired by the private party

for this project and there will be no recourse to SEL/PACO/MoP assets in case of default.

SEL RESOURCES

SEL will make available, its labor force, vendors network and marketing and distribution

channels for the purpose of the project.

LIABILITIES OF SEL

Liabilities and debts incurred by SEL before signing of the concession period will solely be

SELs responsibility (except 20 Million private sector liability). The private party is not

expected to restructure or make any payments towards the same. Although, The private

party will also make an upfront payment of PKR 20 Million at the time of award of the project

for the private sector liabilities on the name of SEL to MoP.

LAND LEASE RENT

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SEL will make all the land lease payments to Karachi Port Trust. The Private Party will not be

responsible with renewal of the lease or any cost associated with that renewal.

UTILITY COST

SEL will provide the following utilities at the temporary block, Water, electricity, gas, Internet

to private operator at cost basis.

REPRESENTATION ON BOARD OF DIRECTORS

SEL will have representation on the Board of Directors for the new manufacturing entity;

however, operations of the company will be the sole responsibility of the Private Party.

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SECTION - 5: INFORMATION REQUIRED FROM BIDDERS

5.1. SELECTION PROCESS

The selection of the private party will be done in a two stage process:

Stage 1 (Technical Bid) – Evaluation of Technical Proposal; and

Stage 2 (Financial Bid) – Evaluation of Financial Bid Proposal.

Only those Bidders who shall be short listed based on the evaluation of the Stage 1 Technical

Bids shall qualify for the Stage -2 evaluation processes.

5.2. STAGE 1 – TECHNICAL BID

The capability and strategy of the Bidder to Lease, Rehabilitate, Operate and Transfer the

Project shall be assessed at this stage.

5.2.1. EVALUATION CRITERIA FOR TECHNICAL PROPOSAL

EVALUATION CRITERIA POINTS ALLOCATION

1. Professional Standing of Bidders 15

2. Firm Experience in the Automotive Manufacturing Sector 20

3. Financing Capability 20

4. Retention of SEL Labor Force 15

5. Business Plan 30

Total 100

Bidders securing a total score of 70 points and above would qualify for Stage 2 - Financial

Bid evaluation.

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5.2.2. MECHANISM FOR EVALUATION

Private Parties are free to submit proposals for manufacturing of anything related to the

automotive industry, however, parties that submit proposals for either light commercial

vehicle manufacturing or tractor manufacturing will be given bonus points.

BONUS POINTS POINTS ALLOCATED

Manufacturing of LCVs/ tractors 5

PROFESSIONAL STANDING OF BIDDERS (15 POINTS)

Bidders should provide necessary information and details about their company and market

standing. In this regard bidders/consortiums should provide details of their professional

partnerships, association with other firms, membership of professional bodies, relationship

with the government etc. The bidders/consortium should also provide company profiles,

organizational charts, credentials of key personnel involved, tax records of company etc.

FIRM EXPERIENCE IN THE AUTOMOTIVE MANUFACTURING SECTOR (20 POINTS)

This will assess the operational history of the Private Party in the automotive manufacturing

industry. The Private Party will need to show relevant experience with regard to the business

proposition that it suggests. For e.g if the Private Party wants to setup an LCV plant it will

need to show relevant LCV manufacturing experience or if it wants to setup a vehicle parts

manufacturing unit, it will need to show relevant experience in the same. The points will be

allocated on the following criteria:

POINTS ALLOCATED

Number of years operating in the specific industry 10

Annual Turnover 10

YEARS OF OPERATION POINTS ALLOCATED

Greater of equal to 10 years 10

Greater than or equal to 7 years but less than 10 years 6.6

Greater than or equal to 5 years but less than 7 years 3.3

Less than 5 years 0

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Note: In the case of consortiums, the consortium member with the relevant experience shall be considered

ANNUAL TURNOVER POINTS ALLOCATED

Greater than equal to 300 million 10

Greater than equal to 200 million but less than 300 million 7

Greater than equal to 100 million but less than 200 million 5

Less than 100 million 0

Note: Bidders will be required to submit audited financial statements for the last three years to verify their

annual turnover. In the case of consortiums, the firm with the relevant manufacturing experience shall be

considered.

FINANCIAL STRENGHT OF THE BIDDER (20 POINTS)

Bidders/ consortiums with net worth/ net assets of more than PKR 300 million will be

awarded maximum points. Bidders/ consortiums with net worth/ net assets of less than PKR

100 million will be awarded 0 points. Audited financial statements for the last three years

should be submitted. The points will be allocated as outlined in the table below:

NET WORTH POINTS ALLOCATED

Greater or equal to PKR 300 million 20

Greater or equal to 200 million but less than 300 million 15

Greater or equal to 100 million but less than 200 million 10

Less than 100 million 0

Note: In the case of consortiums, the combined worth of all the consortium members shall be considered

RETENTION OF SEL LABOR FORCE (15 POINTS)

Bidders/ Consortiums that will retain all of the current SEL employees will get highest points

and those that incorporate a fewer number shall get proportionately lower points. The points

will be allocated as outlined in the table below:

PERCENTAGE OF LABOR FORCE RETAINED POINTS ALLOCATED

Equal to 100% 15

Greater than or equal to 75% but less than 100% 11.25

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Greater than or equal to 50% but less than 75% 7.5

Greater than or equal to 25% but less than 50% 3.75

Less than 25% 0

BUSINESS PLAN (30 POINTS)

Bidders should submit a business plan for the project which should include:

• Description of plans for rehabilitation of the plant; this should state which new

equipment will be brought in, plans for revamping building, plans for existing

employees

• Timeline for making the plant operational

• Financial Projections for the proposed business; Private Parties will need to submit

their financial model in soft copy.

• Expected manufacturing capacity

• Marketing and distribution plan

• Description of technology to be brought in

• Proposed management plan along with CVs of key management

• Description of manufacturing processes

PRESENTATION BY BIDDERS TO THE EVALUATION COMMITTEE

After Stage-1 Technical Bids are opened, the bidders may be required to make a presentation

before the Evaluation Committee. The Technical Evaluation of the bidders would be based

on the Technical bid submitted AND presentation to the Evaluation Committee. The

presentation should cover the following aspects:

• Key strengths of the bidder

• Financial strength and capability of the bidder

• Project approach and business plan

• Production numbers, Marketing Plan and Revenue Forecasts.

• Organizational Structure

• Technology Overview

• Other unique features of the Project that the bidder would like to highlight

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The maximum score that can be received in the technical capability criteria is 100. Bidders

having total score of 70 points and above would qualify for the Stage-2 Financial Bid

evaluation stage.

5.3. STAGE 2 – FINANCIAL BID

5.3.1. EVALUATION OF FINANCIAL BIDS

The Financial Bids of Qualified Bidders would be opened as indicated below:

Step 1: Cover 1 Bid Security of Rs 1,000,000 only.

Step 2: Cover 2 of ONLY those bidders who have submitted Bid Security of Rs 1,000,000 in

Step 1 would be opened.

The bid security shall be refundable to all unsuccessful bidders within a period of 30 days

from the date of opening of financial proposals and declaration of the name of the successful

bidder, and to the successful bidders upon signing of the joint venture agreement.

5.3.2. EVALUATION CRITERIA

The Financial Bids evaluation criterion seeks to identify the entity offering the best financial

terms to SEL. The following is the evaluation criteria:

- GUARANTEED PAYMENT SHARING

Bidders should submit their financial bid in PKR terms for the amount of payment that will be

shared with SEL annually, after a grace period of two years. Bidders will also need to provide

their financial model in soft copy, so that revenue projections can be determined in PKR

terms. The financial bids considered for evaluation shall be ranked in order of the proposed

amount being shared with SEL for utilizing the Assets of SEL

Note: Bidders will be allowed 5% margin for deviation in projections for the first 10 years, whereas significant

variations in projections will be penalized.

The bid parameter will be the highest bid amount but the private party will have to share the

higher of guaranteed amount paid annually to SEL (as per financial bid) or 20% PAT.

5.3.3. MECHANISM FOR EVALUATION

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All parties who have passed stage 1 of the procurement procedure shall stand equal chance

for award of agreement for rehabilitation of Vehicle Assembly Plant Project. At Stage 2, the

financial bid/proposal will be ranked in order of the highest guaranteed amount being shared

with SEL.

Bidders proposing highest guaranteed amount shall be awarded the maximum points and

other bidders shall be awarded proportionately lower points. The bidders are required to

submit the financial bid form attached in section 9.

5.4. SCORING OF TECHNICAL AND FINANCIAL PROPOSALS

The technical proposal will be assigned marks based on criteria mentioned in section 5.2.

The parties scoring 70 marks or more will qualify for Stage 2.

At Stage 2, the sealed financial proposals of the qualified parties shall be opened in front of

their representatives on the date, time and venue pre-communicated to them in writing at

least three days in advance of the opening of the financial bids. In case of absence of any

qualified bidder, his financial proposal shall be opened.

The Technical Proposal shall be assigned a raw score (Str), which shall be scaled up to

constitute a final technical score (St) as follows:

St = Str x 100/Stmax

where Stmax = Raw score of the highest ranked bidder on technical criteria.

The financial score (Sf) will be calculated as follows:

Sf = Ff x 100/Fmax

where Fmax = Highest bid for Guaranteed Amount

and Ff = Total Revenue bid by the Bidder under consideration.

In case the Financial Bids of two or more Technically Qualified Bidders are found to be equal,

the Bidders shall be ranked in the order of their technical capability criteria scores, i.e., the

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Bidder with the higher technical capability criteria score shall be ranked higher than the

Bidder with the lower technical capability criteria score.

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Financial Bid Evaluation Template

The Annual Guaranteed Amount for SEL; this Annual Guaranteed Amount is applicable at

the end of the second year (after a grace period of two years) of operation and will be

indexed to CPI (Non Food) thereafter.

• The Private Party will make an upfront payment of PKR 20 Million to MoP as

contribution towards private sector liabilities in the name of SEL

The Annual Guaranteed

Amount to be paid to

SEL commencing two

years of operation in

PKR

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SECTION - 6: FORMAT OF THE COVERING LETTER

(The covering letter is to be submitted by the Bidder on appropriate company letterhead)

Date: _______________

Place: __________________

________________________

Chief Executive Officer

Infrastructure Project Development Facility (IPDF)

House # 02, Street No. 59, F-7/4

Islamabad

Tele: + 92 51 2656090, 2656252

Fax: + 92 51 2656251, 9205926

Dear Sir,

Sub: Rehabilitation of SEL manufacturing plant on Lease Rehabilitate Operate Transfer

(LROT) Basis in Islamabad

Stage 1 Technical Bid.

Please find enclosed one (1) original + four (4) copies of our Stage-1 Technical Bid in respect

of Revival of SEL Vehicle Manufacturing Plant on Lease Rehabilitate Operate Transfer (LROT)

Basis in Karachi in response to the Request for Proposal (“RFP”) Document issued by the IPDF

dated _________.

We hereby confirm the following:

The Bid is being submitted by________________________(name of the Bidding

Company/Lead Consortium Member) who is the Bidding Company / the Lead Consortium

Member of the Bidding Consortium comprising__________________________________

(mention the names of the entities who are the Consortium Members), in accordance with

the conditions stipulated in the RFP. (In case of a Bidding Consortium) Our Bid includes the

Letter(s) of Acceptance in the format specified in the RFP, and the MoU (as per the principles

stated in the RFP) between, ____________________ (mention names of the entities that are

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the Consortium Members), who are the Consortium Member(s) as per the conditions

stipulated in the RFP.

We have examined in detail and have understood the terms and conditions stipulated in the

RFP issued by IPDF and in any subsequent communication sent by IPDF. We agree and

undertake to abide by all these terms and conditions. Our Bid is consistent with all the

requirements of submission as stated in the RFP or in any of the subsequent communications

from IPDF.

The information submitted in our Bid is complete, is strictly as per the requirements as

stipulated in the RFP, and is correct to the best of our knowledge and understanding. We

would be solely responsible for any errors or omissions in our Bid.

______________ (mention the names of the entities who are the Consortium Members),

___________ (mention name(s) of the entities that are Promoter(s)/Affiliate(s)/

Subsidiary(ies)), satisfy the legal requirements laid down in the RFP.

We as the Bidding Company / Lead Consortium Member (Please strike out whichever is not

applicable), designate Mr./ Ms. __________________ (mention name, designation, contact

address, phone no., fax no., E-mail id, etc.), as our Authorized Representative and Signatory

who is authorized to perform all tasks including, but not limited to providing information,

responding to enquiries etc. on behalf of us in respect of the Project.

A Power of Attorney from the Bidding Company/Lead Consortium Member authorizing the

undersigned as the Authorized Representative, Signatory and Contact Person who is

authorized to perform all tasks including, but not limited to providing information,

responding to enquiries, etc., in respect of the Project is included as a part of the Proposal.

Our Bid is a firm and irrevocable offer and shall remain valid until ______. We agree to

reasonably consider any request from IPDF to extend further the validity period beyond this

date.

For and on behalf of ______________________

Signature ______________________________

(Authorized Representative and Signatory)

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Name of the Person ______________________

Designation ____________________________

List of enclosures_______________

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SECTION - 7: FORMAT OF LETTER OF ACCEPTANCE

(The Letter of Acceptance is to be submitted by EACH Consortium Member of the Bidding

Consortium on appropriate company letterhead)

Date: ______________

Place: ___________________

________________________

To,

Chief Executive Officer

Infrastructure Project Development Facility (IPDF)

House # 02, Street No. 59, F-7/4

Islamabad

Tele: + 92 51 2656090, 2656252

Fax: + 92 51 2656251, 9205926

Dear Sir,

Sub: Revival of SEL Manufacturing Plant on Lease Rehabilitate Operate Transfer (LROT)

Basis in Karachi - Stage 1 Technical Bid.

This has reference to the Stage-1 Technical Bid being submitted by

______________________(mention the Lead Consortium Member of the Bidding

Consortium), as Lead Consortium Member of the Bidding Consortium comprising

_____________________________(mention name(s) of the Consortium Members) in

respect of the Revival of SEL Vehicle Manufacturing Plant on Lease Rehabilitate Operate

Transfer (LROT) Basis in Karachi in response to the Request for Proposal (“RFP”) Document

issued by the IPDF dated _________.

We hereby confirm the following:

We __________________(name of the Consortium Members furnishing the Letter of

Acceptance), have examined in detail and have understood and satisfied ourselves regarding

the contents including in respect of the following :

The RFP issued by IPDF;

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All subsequent communications between IPDF and the Bidder, represented by

_______________________(Mention name of the Lead Consortium Member);

The principles of the MoU to be signed between / among

____________________________(names of the Consortium Members), as members of the

Bidding Consortium; and

The Bid being submitted by _________________ (name of the Lead Consortium Member).

We authorize ____________________ (name of the Lead Consortium Member), as the Lead

Consortium Member and authorize the same to perform all tasks including, but not limited to

providing information, responding to enquiries on behalf of the consortium, in respect of this

Project.

For and on behalf of_________________

Signature_________________________

(Authorized Representative and Signatory)

Name of the Person___________________

Designation__________________________

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SECTION - 8: FORMAT OF THE LETTER OF COMMITMENT

(The Letter of Commitment is to be submitted by EACH Promoter or Affiliate or Subsidiary

of the Bidding Company / Lead Consortium Member of the Bidding Consortium whose

strengths are desired to be considered for purpose of the evaluation of the Minimum

Eligibility Criteria of the RFP, on appropriate company letterhead).

Date: ______________

Place: _________________

_______________________

To,

Chief Executive Officer

Infrastructure Project Development Facility (IPDF)

House # 02, Street No. 59, F-7/4

Islamabad

Tele: + 92 51 2656090, 2656252

Fax: + 92 51 2656251, 9205926

Dear Sir,

Sub: Revival of SEL Vehicle Manufacturing Plant on Lease Rehabilitate Operate Transfer

(LROT) Basis in Karachi- Stage 1 Technical Bid.

This has reference to the Stage 1 Technical Bid being submitted by ____________________

(mention the name of the bidding company or in the case of a consortium, the Lead

Consortium Member of the Bidding Consortium), as Lead Consortium Member of the Bidding

Consortium comprising _________________________ (mention name(s) of the Consortium

Members) in respect of the Revival of SEL Vehicle Manufacturing Plant on Lease Rehabilitate

Operate Transfer (LROT) Basis in Karachi in response to the Request for Proposal (“RFP”)

Document issued by the IPDF dated _________.

We hereby confirm the following:

We __________________(name of Promoter/Affiliate/Subsidiary), have examined in detail

and have understood and satisfied ourselves regarding the contents mainly in respect of the

following :

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The Request for Proposal (RFP) Document issued by IPDF;

All subsequent communications between IPDF and the Bidder, represented by

_______________________(name of the Bidding Company or of the Lead Consortium

Member in case of a Bidding Consortium);

(applicable only for a Bidding Consortium) The principles of the MoU to be signed among the

Consortium Members; and

The Bid being submitted by _________________ (name of the Bidding Company or of the

Lead Consortium Member in case of a Bidding Consortium).

We have satisfied ourselves regarding our role as ______________________ (here give a

brief description of the role) in the Project as specified in the Bid. If

________________________ (name of the Bidding Company / Bidding Consortium) is

awarded the Project we shall perform our role as outlined in the Bid to the best of our

abilities.

The nature of our legal relationship with the Bidding Company / Consortium Members of the

Bidding Consortium is specified in the Bid, as per the requirements stated in the RFP.

We undertake to support ________________ (name of the Bidding Company / Consortium

Members, for which the Letter of Commitment is being furnished) in respect of the roles

_____________ (briefly define the roles of the Bidding Company / respective Consortium

Members) as detailed in the Bid being submitted by ______________ (name of the Bidding

company or of the Lead Consortium Member in case of a Bidding Consortium).

We (in case of Promoter(s), Affiliate(s), Subsidiary (ies), whose strengths are desired to be

credited for evaluation of Minimum Eligibility Criteria) also agree that after the submission of

the Bid, we shall not change our role/ stakes in a way that violates the selection. In any case,

if any change is proposed in a Promoter of the Bidding Company / Lead Consortium Member

after submission of the RFP, we agree to secure a prior approval of IPDF.

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We therefore request IPDF to consider our strengths, our experience, and our track record as

specified in the RFP pursuant to the conditions specified in the RFP, for the purposes of

evaluation.

For and on behalf of_________________

Signature_________________________

(Authorized Signatory of respective Promoter / Affiliate / Subsidiary)

Name of the Person_________________

Designation_______________________

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SECTION - 9: FORMAT OF FINANCIAL BID

(On appropriate company letterhead)

Date: ______________

Place: _________________

_______________________

To,

Chief Executive Officer

Infrastructure Project Development Facility (IPDF)

House # 02, Street No. 59, F-7/4

Islamabad

Tele: + 92 51 2656090, 2656252

Fax: + 92 51 2656251, 9205926

Dear Sir,

Sub: Revival of SEL Vehicle Manufacturing Plant on Lease Rehabilitate Operate Transfer

(LROT) Basis in Islamabad- Stage 2 Financial Bid.

Please find enclosed our Financial Bid in respect of the Revival of SEL Vehicle Manufacturing

Plant on Lease Rehabilitate Operate Transfer (LROT) Basis in Karachi in response to the

Request for Proposal (“RFP”) Document issued by the IPDF dated _________.

Amount (PKR)

Value of Guaranteed Payment Annually (PKR/ Year)

The Guaranteed Annual payment for each year beginning from beginning of

Rehabilitation, after a grace period of two years till the term of the concession

period is PKR__________________________ per year.

The Guaranteed amount paid annually will be linked to Annual non-food CPI component of

SBPs Annual Report

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We hereby confirm the following:

1. That the above Quoted Bid Amount will be applicable for the entire Concession period of

20 years.

2. We understand that we shall transfer ownership of the building and plant assets at the

end of the concession period once all guaranteed payments have been paid to SEL.

3. We understand that this offer of Quoted Bid Amount will be incorporated in the

Concession Agreement to be signed between SEL and the successful bidder.

4. We also understand that in addition to the Quoted Bid Amount, we shall provide other

considerations as per the terms and conditions of the Agreement.

5. We also understand that the final selection is solely based on the Quoted Bid Amount

and as such our offer shall be incorporated without any changes whatsoever in the

Concession Agreement to be signed between SEL and the successful bidder.

6. We also understand that our offer for Quoted Bid Amount and other considerations to be

made to SEL are key obligations under the Agreement.

For and on behalf of________________

Signature________________________

(Authorised Representative and Signatory)

Name of the Person_________________

Designation________________________

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SECTION - 10: FORMAT OF BANK GUARANTEE FOR BID SECURITY

(To be issued by a Scheduled Bank in Pakistan in the case that the Bidder chooses not to

issue a pay order/ bank draft for the amount of bid security)

B.G. No. ___________ Dated __________.

This Deed of Guarantee executed at [Place of Execution] by [Name of Bank] having its

Head / Registered office at [Address of the Bank] (hereinafter referred to as “the

Guarantor”) which expression shall unless it be repugnant to the subject or context thereof

include its executors, administrators, successors and assigns;

In favour of

Infrastructure Project Development Facility, having its office at House # 02, Street No. 59, F-

7/4, Islamabad – Pakistan, which expression shall unless it be repugnant to the subject or

context thereof include its executors, administrators, successors and assigns;

Whereas M/s. [Name of bidder], a Company registered under provisions of the Companies

(Amendment) Ordinance, 2002 having its registered office at [Address of Bidder] (hereinafter

called “the Company”) which expression shall unless it be repugnant to the subject or

Revival of SEL Vehicle Manufacturing Plant on Lease, Rehabilitate, Operate, Transfer

(LROT) Basis in Karachi (hereinafter referred to as “the Project”).

Whereas in terms of Clause 2.4 of the Request For Proposal document issued by IPDF

(hereinafter referred to as the “RFP”) the Company is required to furnish to IPDF an

unconditional and irrevocable Bank Guarantee for an amount of Rs. 200,000 only (Pakistani

Rupees two hundred thousand only) as Bid Security and the Guarantor has at the request of

the Company agreed to provide such Guarantee being these presents:

Now this deed witnesseth that in consideration of the premises, we, [Name of the Bank]

hereby declare, undertake and agree as follows:

1. We as primary obligor shall, without demur, pay to IPDF an amount not exceeding Rs.

1,000,000 only (Pakistani One Million only), within 5 days of receipt of a written demand

from IPDF stating that the Earnest Money Deposit has been forfeited due to the

occurrence of the events specified in Clause 2.4 the RFP. Any such demand made on us

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by IPDF shall be conclusive and absolute as regards the forfeiture of the Bid Security

Deposit and the amount due and payable under this Guarantee.

2. The above payment shall be made by us without any reference to the Company or any

other person and irrespective of whether the claim of IPDF is disputed by the Company or

not.

3. This Guarantee shall remain in full force from the issue of this Guarantee up to [Date to

be inserted].

4. This Guarantee shall be irrevocable and shall remain in full force and effect until all our

obligations under this Guarantee are duly discharged.

5. The Guarantor has power to issue this Guarantee and the undersigned is duly authorized

to execute this Guarantee pursuant to the power granted under __________.

In Witness whereof the Guarantor has set its hands hereunto on the day, month and year

first hereinabove written.

Signed and Delivered by [Name of Bank]

by the hand of Mr. [Name of Signatory]

its[Designation of Signatory] and authorised official.

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SECTION - 11: FORMATS FOR ASSESSING BIDDERS CAPABILITY

FORM 1A

1) Details of applicant

a) Name

b) Country of incorporation

c) Address of the corporate headquarters and its branch office(s), if any, in Pakistan

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 role and responsibilities in this Project.

3) Details of individual (s) who will serve as the point of contact / communication within the

Company:

a) Name________________________

b) Designation____________________

c) Company______________________

d) Address_______________________

e) Telephone Number_______________

f) E-Mail Address__________________

g) Fax Number____________________

4) Name, Designation, Address and Phone Numbers of Authorised Signatory of the

Applicant:

a) Name

b) Designation

c) Address

d) Phone No.

e) Fax No.

f) E-mail

5) Organization chart and details of key personnel in the organization including in-house

qualified personnel, etc.

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SECTION - 12: FORMAT FOR POWER OF ATTORNEY FOR SIGNING OF BID PROPOSAL

Power of Attorney

Know all men by these presents, we______________________________ name and address

of the registered office) do hereby constitute, appoint and authorise Mr./

Ms___________________________ name and residential address) who is presently

employed with us and holding the position of __________________________ as our

attorney, to do in our name and on our behalf, all such acts, deeds and things necessary in

connection with or incidental to our bid for the project envisaging Revival of SEL Vehicle

Manufacturing Plant on Lease, Rehabilitate, Own, Transfer (LROT) Basis in Karachi in the

country of Pakistan (“The Project”), including signing and submission of all documents and

providing information / responses to Infrastructure Project Development Facility (IPDF),

representing us in all matters before IPDF, and generally dealing with IPDF in all matters in

connection with our bid for the said Project.

We hereby agree to ratify all acts, deeds and things lawfully done by our said attorney

pursuant to this Power of Attorney and that all acts, deeds and things done by our aforesaid

attorney shall and shall always be deemed to have been done by us.

For ___________________________

Accepted

(Signature)

(Name, Title and Address of the Attorney)

Note:

(1) To be executed by all the members in case of a Consortium.

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 itis so required the same should be under common seal affixed in

accordance with the required procedure.

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SECTION - 13: FORMAT FOR POWER OF ATTORNEY FOR LEAD MEMBER(S) OF

CONSORTIUM

Power of Attorney

Whereas, Infrastructure Project Development Facility (IPDF) has invited applications from

interested parties for the Revival of SEL Vehicle Manufacturing Plant on Lease, Rehabilitate,

Own, Transfer (LROT) Basis in Karachi in Pakistan (“the Project”).

Whereas, the members of the Consortium are interested in bidding for the Project and

implementing the Project in accordance with the terms and conditions of the Request for

Proposal Document (RFP document) and other connected documents in respect of the

Project, and

Whereas, it is necessary under the RFP document 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

NOW THIS POWER OF ATTORNEY WITNESSETH THAT;

We, M/s. __________________ M/s ________________ and M/s ________________ (the

respective names and addresses of the registered office) do hereby designate M/s

________________being one of the members of the Consortium, as the Lead Member of the

Consortium, to do on behalf of the Consortium, all or any of the acts, deeds or things

necessary or incidental to the Consortium’s bid for the Project, including submission of

application / proposal, participating in conferences, responding to queries, submission of

information / documents and generally to represent the Consortium in all its dealings with

IPDF, any other Government Agency or any person, in connection with the Project until

culmination of the process of bidding and thereafter till the execution of relevant project

documents as mandated by the RFP documents with IPDF.

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We hereby agree to ratify all acts, deeds and things lawfully done by the Lead Member

pursuant to this Power of Attorney and that all acts deeds and things done by our aforesaid

attorney shall and shall always be deemed to have been done by us/Consortium.

Dated this the _______Day of ________2010___

(Executants)

(To be executed by all the members of the Consortium)

Note:

(1) 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.

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SECTION - 14: PRINCIPLES OF THE MEMORANDUM OF UNDERSTANDING TO BE

EXECUTED BETWEEN THE MEMBERS OF THE CONSORTIUM

(To be executed on appropriate value of Non-Judicial Stamp paper as per Stamp Act

prevailing in Pakistan)

In case of a Bidding Consortium, the principles based on which the Memorandum of

Understanding (MoU) shall be executed between/among the Consortium Members, are

stated below;

1. The MoU should clearly specify the roles and responsibilities of each of the Consortium

members, along with their proposed equity contribution. It is expected that the individual

members have role definitions not conflicting with those of the other Consortium

Members.

2. The MoU should clearly designate one of the Consortium Member as the Lead Member.

The Lead Member shall necessarily make the maximum equity contribution in the

Project, and this equity contribution shall not be less than 51% of the total equity, which

shall not be diluted for at least five years from the date of start of commercial operations.

3. The Consortium Member assessed for technical Capability shall necessarily make equity

contribution in the Project, and this equity contribution shall not be less than 10% of the

total equity and the Member so evaluated would have to hold at least 10% in the Project,

which shall not be diluted till the completion of the construction period.

4. The Lead Member shall be responsible for;

a. Tying up finances for the Project:

i. ensuring the equity contribution by each of the Consortium Member, and in the event of

a default, make good such contribution, subject to the condition that the Consortium

should still be able to attain the minimum technical & financial criteria, as laid down in

the RFP without considering the defaulting consortium member.

ii. undertaking primary responsibility for liaisoning with the lending institutions and

mobilizing debt resources for the Project.

b. Ensuring the individual and collective commitment of each of the Consortium Members

in honoring the Project’s obligations. The Lead Consortium Member would be overall

responsible for the execution of the Project. All Consortium Members shall be jointly and

severally liable for the same.

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5. The MoU should be duly signed by each of the Consortium Members.

6. The MoU should be executed on an appropriate stamp paper.

7. The MoU should be specific to this Project.

8. The MoU should be valid for a minimum five years from the last date for submission of

the proposals. The validity period of the MoU should be extendible on the original terms,

if required by IPDF.

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ANNEXURE 1: SEL PLANT LAYOUT

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ANNEXURE 2: LIST OF PLANT AND EQUIPMENT AVAILABLE WITH SEL

Sr. No. Description Quantity

A Machine Shop

1 Capstan Lathe Machine 1

2

Centre Lathe Machine 1000 mm dia

35mm 1

3 Shaper 1

4 Universal Milling Machine 1

5 Surface Grinding Machine 1

6

Universal Tool/ Cutter Grinding

Machine 1

7 Thread Rolling Machine 1

8 Bench Drilling Machine 3

9 Pillar Type Drilling Machine 3

10 Power Press 300 tons 1

11 Power Press 150 tons 1

12 Power Press 50 tons 1

13 Power Press 50 tons 1

14 Hydraulic Power Press 1

15 Hand Fly press 2

16 Brake Press 1

17 Shearing Machine 1

B Air Compressors

1 Portable Air Compressor 1

2 Air Compressor with Air Dryer 1

C Paint Shop

1 Phosteam Plant 6

2 Paint Container with guns 100 ltrs. 2

3 Paint Container with guns 40 ltrs. 11

4 Paint Container with guns 60 ltrs. 5

5 Dry off Oven 1

6 Prime Oven 1

7 Baking Oven 8 Mtr x 3.4 Mtr 1

8 Baking Oven 5.5 Mtr x 3.5 Mtr 1

9 Primer Spray Booth 1

10 Final Spray Booth 1

11 Painting Spray Booth 1

12 Pressure Feed Tank 2

D Welding Shop

1 Spot Welding Machine 16

2 Welding Guns 22

3 Welding Transformer 14

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4 Radial Drill Machine 1

5 Small Electric Hoist 12

E Engine Shop

1 Engine Mounting Trolley 7

2 Dynamometer with Test Ranch 1

3 Hydraulic Jack 5

4 Fork Lifter 3000 Kg 1

5 Fork Lifter 1

6 Engine Washing Tank 1

F Measuring/ Inspection Equipments

1 Braker Tester 1

2 Wheel Alignment Machine 1

3 Head Light Tester 1

4 Shower Tester 1

5 Speedo Meter Tester 1

6 Hardness Tester Machine 1

7 Vernier Calipers different types 12

8 Hide Gauge 2

9 Face Plates 2

E Miscellaneous Items

1 Electric Hoist 500 Kg 8

2 Electric Hoist 200 Kg 11

3 Diesel Generator 1

4 Cooling Tower 2

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ANNEXURE 3: EMPLOYEES

The current staff of SEL consists of 26 persons out of which 24 are management personnel

and 2 are non management personnel. Non permanent employees are 54.