State of Qatar Facility E Independent Power & Water Project ......FACILITY E POWER AND WATER PROJECT PRE-QUALIFICATION QUESTIONNAIRE (PQQ) 5 1. Introduction 1.1 Background and Executive

State of Qatar

Facility E

Independent Power & Water Project

Pre-Qualification Questionnaire (“PQQ”) for Lead Developers

29-August-2017

FACILITY E POWER AND WATER PROJECT PRE-QUALIFICATION QUESTIONNAIRE (PQQ)

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Notice

This PQQ document is issued by Qatar Electricity and Water Corporation in State of QATAR. All information contained in this PQQ, including commercial, legal and technical information, has been included in this PQQ for illustrative and information purposes only. Each Applicant shall be solely and fully responsible for satisfying itself as to the information required to submit an application to qualify, and to undertake the Project in accordance with the terms of its application if the application is successful and the Applicant subsequently submits a bid to perform the Project.

Whilst the information contained in this PQQ has been prepared in good faith, it does not purport to be comprehensive nor to have been independently verified. Neither KAHRAMAA nor its employees, agents, advisers or consultants make any representation or warranty, express or implied, with respect to the veracity, adequacy, accuracy, reasonableness or completeness of the information contained in this PQQ or with respect to the information on which it is based or in respect to any written or oral information or representation given or made or to be given or made by KAHRAMAA or any of its employees, agents, advisers or consultants to any Applicant or its professional advisers, whether given or made prior to or after the issue of this PQQ (collectively, the "Information").

KAHRAMAA and its advisers and consultants hereby expressly disclaim any and all liability (other than in respect of fraudulent misrepresentation) arising out of or in relation to the Information (including in relation to any omissions there from) and in respect of the use of and/or reliance on such Information by Applicants and/or their advisers.


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TABLE OF CONTENTS

1. Introduction ..................................................................................................................................... 5 2. Outline Competition Process ....................................................................................................... 7 3. Project Technical Specifications .................................................................................................. 7 2. Project Structure and Contractual Framework ........................................................................... 8 3. Eligibility Requirements and Selection Process ...................................................................... 11 4. Instructions to Applicants ............................................................................................................ 12 Appendix A: Basic Information on Applicant ...................................................................................... 16 Appendix B: Financial Information ....................................................................................................... 18 Appendix C: Summary of Power and/ or Seawater Desalination Project Experience .................. 19 Appendix D: Summary of BOO/BOOT Project Experience on IPPs/ IWPs/ IWPPs ...................... 20 Appendix E: Form of Request for Clarification ................................................................................... 21 Appendix F: Submission Letter ............................................................................................................ 22


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GLOSSARY OF TERMS

Applicant A single entity responding to this PQQ

Bidder or Bidders An interested party who responds to the RFB

BOO Build, Own, Operate

BOOT Build, Own, Operate and Transfer

COD Commercial Operation Date

Company Has the meaning given to it in paragraph 1.1.3

Connection Equipment Has the meaning given to it in paragraph 1.2.2

EPC Engineering, Procurement and Construction

Facility Has the meaning given to it in paragraph 1.2.1

Facility E The Project

Fuel Supply Agreement (FSA)

Has the meaning given to it in paragraph 4.3.2

Government The Government of the State of Qatar

Government Guarantee Has the meaning given to it in paragraph 4.3.3

Holding Company Has the meaning given to it in paragraph 6.8.4

IWP Independent Water Producer

IWPP Independent Water and Power Producer

JVA Has the meaning given to it in paragraph 4.3.6

KAHRAMAA Qatar General Electricity & Water Corporation

Lead Developer An Applicant who is notified by KAHRAMAA in accordance with this PQQ to have met the Qualifications for Lead Developers

MER Has the meaning given to it in paragraph 5.2.1

MER 1 Has the meaning given to it in paragraph 5.2.2





MIGD Million Imperial Gallons per Day

O&M Operation and maintenance

PQQ Pre-Qualification Questionnaire

Project The development, financing, design, engineering, construction, ownership, operation and maintenance of an IWPP of 2000-2500 MW of power and 100-130 MIGD of


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desalination plant (and associated Connection Equipment)

PWPA Has the meaning given to it in paragraph 1.1.4

Qualifications for Lead Developer

Has the meaning given to it in paragraph 5

RFB Request For Bid

RO Reverse Osmosis

SNI Strategic National Investor(s)

SOQ Statement of Qualification submitted by the Applicant in response the this PQQ

SOQ Submission Deadline The SOQ deadline more particularly described in paragraph 2.4

SPV Special Purpose Vehicle

SWRO Seawater Reverse Osmosis


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1. Introduction

1.1 Background and Executive Summary

1.1.1 On behalf of the State of Qatar, KAHRAMAA is pleased to provide this PQQ in respect of the development of the Project.

1.1.2 In order to meet forecast demand for power and water, KAHRAMAA, as the appropriate Qatari authority, is conducting a competitive procurement process for the selection of suitably qualified international developer.

1.1.3 The developer will design, build, own, finance, operate and transfer an IWPP Facility through a special purpose vehicle ("Company"). The Facility is expected to meet a requirement for additional power generation and potable water production of 2000-2500 MW of power and 100-130 MIGD of desalination plant. .

1.1.4 The Company will sell its entire capacity and output to KAHRAMAA under a Power and Water Purchase Agreement (“PWPA”).

1.1.5 The Company will be required to place up to 60% of its shares with Qatari SNIs.

1.1.6 The Lead Developer shall be required to retain no less than 51% of the balance of shares that have not been placed with Qatari SNIs.

1.1.7 Applicants must demonstrate their relevant regional and international experience and meet minimum technical, financial and legal requirements in response to this PQQ in order to demonstrate their satisfaction of the Qualifications for Lead Developers.

1.1.8 The SOQ should be submitted no later than the SOQ Submission Deadline, in both hard copy and an electronic copy in PDF format via hand delivery and e-mail. Details of SOQ submission are provided in Clause 6.2.

1.2 Project Specifications:

1.2.1 The new power generation and potable water production facility (“Facility”) will be constructed on a site allocated by KAHRAMAA. The Facility will be developed on a “build, own, operate and transfer” basis with a 25 year operation period.

1.2.2 In addition, to enable evacuation of the power generated and potable water to the power and water grid systems, some downstream transmission and water evacuation infrastructure (“Connection Equipment”) up to the power and water delivery points should also be constructed. The Connection Equipment will be transferred to KAHRAMAA on completion of construction, in accordance with the terms of the PWPA.

1.2.3 The participants in the Project will include the following entities:

An independent water and power producer, who will be invited, subject to the terms of the RFB, to establish the SPV through a company established under Article 207 of Law No 11 of 2015 ("Commercial Companies Law") with SNIs;

SNIs, one or more Qatari entities as nominated by the KAHRAMAA during the RFB stage. The SNIs, collectively, will hold up to 60% shareholding in the Company;


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KAHRAMAA, a public corporation which purchases, transmits, distributes and sells electrical power and potable water in the State of Qatar. KAHRAMAA will purchase, on an exclusive basis, the entire power and potable water capacity and output of the Facility under a Power and Water Purchase Agreement with the Company. KAHRAMAA’s liability for payment under the PWPA will be guaranteed by the State of Qatar under a Government Guarantee. The Facility will be transferred to KAHRAMAA at the end of the Term. The Connection Equipment will be transferred to KAHRAMAA when its construction is complete. KAHRAMAA will allocate land for the Facility (and Connection Equipment).

1.2.4 The Project shall also include obtaining all the required approvals from concerned authorities.

1.3 Description of Qatar Power Transmission System

1.3.1 The Qatar Power Transmission System, which is owned by KAHRAMAA, comprises underground cable and overhead line networks operated at 400 kV, 220kV, 132kV, 66kV and 33kV. The KAHRAMAA Distribution System is operated at 11kV and domestic consumers are supplied at 415 V.

1.3.2 A three phase, 50 Hz system with effectively earthed neutrals at Transmission voltage levels is applied.

1.3.3 There are currently nine (9) Power Generation Station sites that are the subject of a PWPA.

1.3.4 Digital Substation Control Systems have been implemented under Qatar Transmission System Expansion Phase IV and Phase V for substation control and a modern National Control Centre ("NCC") was established to perform the supervision and the remote control of transmission networks (220 KV and above). 2nd control centre (“DGCC”) is established to perform the control of sub transmission (132 kV and below) networks. The NCC performs power dispatching from the above listed Independent Power Producers (IPP‟s) to maintain desired frequency levels, operates the transmission network at desired voltage levels as well as load shedding and restoration on the 11kV distribution system, with special emphasis always given to safety and security of the network. Moreover, an emergency control center (“ENCC”) was established to supervise and remote control of all the transmission network (all voltage levels) along with generation dispatching under emergency cases.

1.4 Description of the Qatar Water Networks System

1.4.1 The Qatar Water Transmission System consists of water transmission pipes whose sources of water are independent water production plants. There are currently ten (10) seawater desalination plants that are each the subject of a PWPA.

1.4.2 A National Water Control Centre ("NWCC") for the management of water production, storage and supply has been implemented. The water distribution system is controlled from the NWCC. Production, pumping, storage and flows are monitored and controlled from the centre through a Supervisory Control and Data Acquisition System (SCADA) Present reservoir storage capacity in operation, including under construction amounts to nearly 970 million imperial gallons.


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2. Outline Competition Process

2.1 KAHRAMAA will procure the Project through a two stage competition process. Under the first phase of the competition process, Applicants will submit their SOQ in response to this PQQ. Applicants that have been evaluated by KAHRAMAA to have met the Qualifications for Lead Developer may be invited to the second phase, to submit a response to the RFB. The RFB will set out the terms under which those Lead Developers will be invited to submit bids for the Project.

2.2 After receiving the RFB, a Lead Developer will have the option to either (i) establish a consortium to respond to the requirements of the RFB; or (ii) respond to the RFB as a sole entity. The requirements of the RFB will contain further credential requirements.. Any RFB credential requirement not met by the Lead Developer must be met by another member of the consortium.

2.3 KAHRAMAA reserves the right at its sole discretion to exclude any person (whether a Lead Developer, Applicant or otherwise) from the competitive process at any time during the process, where such Applicant has failed to comply in whole or in part with any requirement of the competitive process.

2.4 A summary of the indicative key milestones for the Pre-Qualification competition process is presented below:

Item Action Timeframe

1. Issuance of the PQQ 29 August, 2017

2. Submission of Applicant clarifications Between 29 August ~ 11 September

3. Issuance of KAHRAMAA responses to clarifications Between 11

September and 18 September

4. SOQ Submission Deadline 25 September 2017 (12:00 PM)

2.5 A summary of the key milestones for the competitive process post Pre-Qualification process is presented below:

i. Issue of RFB

ii. Submission of Bids

iii. Selection of Preferred Bidders and Limited Notice to Proceed

iv. PWPA Signing

v. Final Power and Water, Commercial Operation Date

3. Project Technical Specifications


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3.1 The Project shall cover the installation of a combined cycle power plant with a net power capacity in the range of 2000–2500 MW and a net water production capacity in the range of 100-130 MIGD and the corresponding water storage and transmission system.

3.2 The Project location will be Ras Rakan, north of Qatar.

3.3 The power generation plant shall be sized for the required net capacity and to cover the power demand of the total water plant as well as of the pumping stations of the water transmission system. The design shall be based on an ambient air temperature of 50°C.

3.4 The desalination plant will be based either on the multi stage flash process (MSF) or on multiple effect distillation process (“MED”) or on a hybrid solution of MSF or MED plant supplemented by reverse osmosis plant (“RO”) or 100% RO.. The daily net capacity of the desalination plant shall between 100-130 MIGD considering the design seawater temperature of max. 38°C (detailed and final design conditions will be provided in RFB)

3.5 The Project shall be optimised technically to provide for a highly efficient plant with the most economic power and potable water production costs.

3.6 The Project shall be designed to ensure flexibility of operation, a high level of fault tolerance and ease of maintenance.

3.7 Additional information on the site condition will be provided as part of the RFB to the extent available. However, Bidders will be responsible for acquiring all relevant information required to propose an appropriate design for the Project.

3.8 The Project is required to be developed, constructed and operated according to local environmental protection regulations and stipulations. The development of a full environmental impact assessment will be required as part of the Project. The successful Bidder will be responsible for obtaining all necessary environmental approvals for the Project that will include those for the seawater intake and brine discharge.

3.9 The RFB will request Bidders to provide information, technical and performance data, drawings, etc., which will be evaluated to ensure compliance with the technical requirements.

3.10 In addition, the successful Bidder will be responsible for obtaining all necessary permits, licences, authorisations and approvals for the construction and operation required for the Project as a whole.

4. Project Structure and Contractual Framework

4.1 Introduction

4.2 The successful Bidder is expected to establish a Qatari SPV to implement the Project and to enter into the project agreements. The project agreements that the Company will be required to enter into will be substantially in the same form as for previous I(W)PPs successfully developed and financed in Qatar. To facilitate the bid process, it is the intention that full drafts of these agreements will be made available at the RFB stage.

4.3 Project Agreements

4.3.1 Power and Water Purchase Agreement

General


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The PWPA will be the principal agreement between the Company and KAHRAMAA. The PWPA will set out the terms upon which the Company will design, construct and commission the Project, make available the power and potable water production capacity and sell power and water output to, in return, receive the tariff described below.

Term

It is anticipated that the COD will be in April 2021, however the first Power and Water is scheduled for an earlier date. The PWPA is expected to be for an operating period of 25 years.

Tariff Structure

In return for the Company making available the power and potable water production capacity and selling the power and water output delivered in accordance with dispatch instructions, KAHRAMAA anticipates that it will pay the Company for its capacity charges (power and water), output charges (power and water) and other charges (for example for start-up charges, etc.)

These charges will be set according to the amounts included and evaluated in the successful Bidder’s proposal.

The capacity charge will be payable based on the availability of the power and water production capacity of the Project. The Capacity Charge is designed to cover fixed costs, including debt service, and return on capital.

The power and water output charge will be designed to cover variable operating costs of Project, including fuel costs. The fuel cost component of the power and water output charge will be based on the offered efficiency of fuel usage, corrected for ambient conditions and load conditions, to be specified by the successful Bidder in its proposal.

Bid Bond

As part of their response to the RFB, Bidders shall be required to submit a Bid Bond in respect of the performance of their obligations under and arising from the RFB.

Performance Bond

The PWPA will require the successful Bidder to post a performance bond and will include milestones for commencement of construction and achievement of the COD, including achieving minimum guaranteed capacities and efficiencies. Failure to achieve these dates or performance criteria may result in termination of the PWPA and/or a claim under the performance bond.

Dispatch Procedures

KAHRAMAA (or another party on behalf of KAHRAMAA) will issue dispatch instructions to the Company, based on availability declarations made by the Company.

Testing of the Facility

The PWPA will provide for the performance of acceptance tests for the purpose of commissioning the Facility, which must be duly completed in order to achieve the COD.


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Among other requirements, the acceptance tests will comprise tests for functionality, contracted capacity, efficiency, reliability and health, safety & environmental compliance. Once the COD has occurred, the PWPA will require the Company to undertake plant performance tests on a regular basis to determine the actual capacity of the Project which is available for dispatch and whether the capacity of the Project must be de-rated, the results of which will be taken into account in the payment of the Capacity Charge.

4.3.2 Fuel Supply Agreement

The Company will be required to enter into Fuel Supply Agreements with Qatar Petroleum providing for the supply of fuel for the generation of Power and production of Potable Water under the PWPA.

The FSA(s) contain the principal commercial and legal terms governing the supplies of fuel, and the purchase thereof by the Company.

4.3.3 Government Guarantee

It is intended that the State of Qatar will issue a Government Guarantee guaranteeing the payment obligations of KAHRAMAA under the PWPA. The form of Government Guarantee will be provided in the RFB.

4.3.4 Connection Equipment Transfer Agreement

The Company may be required to enter into an agreement with KAHRAMAA for the transfer to KAHRAMAA of legal title to the Connection Equipment following completion of its construction.

4.3.5 Grant of Rights Agreement

It is intended that the State of Qatar will issue a grant of rights agreement providing the terms of a concession to be provided for the establishment of the Project.

4.3.6 Joint Venture Agreement

The successful Bidder will be required to enter into a Joint Venture Agreement (“JVA”) with SNIs, as identified at the RFB stage, providing for the constitution, governance and management of the Company to be established for the execution of the Project. The Company will be constituted with the following shareholdings:

SNIs up to 60% Successful Bidder minimum 40%

A form of the JVA will be provided in the RFB. The JVA deals with such issues as financing, dividend payments, defaults, remedies, termination and dispute resolution, and share disposal.

4.4 Financing for the Project

4.4.1 Financing for the Project will be the sole responsibility of the successful Bidder. The Bidder will not be restricted in any way from sourcing finance for the Project from a


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combination of own resources and from the debt markets. KAHRAMAA recognises that the successful Bidder may wish to raise limited recourse financing in relation to the Project and that lenders may expect to be afforded certain rights in relation to such financing. Accordingly, if required, relevant Project contracts will contain provisions requiring the counterparties to enter into appropriate direct agreements with the lenders.

4.4.2 Bidders will be expected to submit bids with a minimum level of committed project financing, the details and extend of which will be specified in the RFB.

4.4.3 Those seeking to utilise other sources of finance will need to demonstrate and provide similar evidence that the required funding has been allocated for the Project.

4.4.4 Bidders shall not be permitted to solicit the involvement of Qatari banks and lending institutions on an exclusive basis.

5. Eligibility Requirements and Selection Process

5.1 Introduction

In order to pre-qualify for the Project, the Applicant must submit a detailed SOQ by the SOQ Submission Deadline.

KAHRAMAA and its advisers and consultants shall evaluate the responses to this PQQ and KAHRAMAA shall determine, at its absolute discretion, those Applicants who will be invited to submit a response to the RFB and those Applicants who shall be excluded from the process at the PQQ stage.

5.2 Evaluation of SOQ for establishing Applicants as the Lead Developer:

5.2.1 Each SOQ will be evaluated to determine whether the Applicant satisfies the following Minimum Eligibility Requirements (“MER”):

Satisfy MER 1; and Satisfy at least one of MER 2 or MER 3; and Satisfy at least one of MER 4 or MER 5.

together, the "Qualifications for Lead Developer".

5.2.2 Minimum Eligibility Requirement 1 ("MER 1")

A minimum tangible net worth of US$500 million (or equivalent) .


A strong track record of successfully developing projects on a BOO/BOOT basis as demonstrated by minimum two (2) operational power plants based on combined cycle with a capacity of at least (750 MW) each which have commenced commercial operations within the ten (10) year period immediately preceding the PQQ date, of which at least one such project should have been developed outside the country in which the largest proportion of the group turnover of the Applicant arises.

Details of these projects are to be included by the Applicant in the format set out in Appendix C.


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Strong track record of successfully developing projects on a BOO/BOOT basis as demonstrated by minimum two (2) operational seawater desalination plants each with a capacity of at least 10 MIGD which have commenced commercial operations within the ten (10) year period immediately preceding the PQQ date, of which at least one such project should have been developed using a thermal (MSF or MED) technology, at least one such project should have been developed using a reverse osmosis technology and at least one such project should have been developed outside the country in which the largest proportion of the group turnover of the Applicant arises.

Details of these projects are to be included by the Applicant in the format set out in Appendix C.


Have a minimum cumulative ownership of 1000 MW of power capacity in projects (IPP or IWPP) developed on a BOO/BOOT basis during the last ten (10) years. Such ownership shall be determined by multiplying the Applicant’s percentage shareholding in a project by the total capacity (MW) of that project.

Ownership of a minimum of 20% of the equity in at least one (1) combined cycle power plant (IPP or IWPP), developed on a BOO/BOOT basis, with a minimum capacity of 500 MW, which shall have been developed outside the country in which the largest proportion of the group turnover of the Applicant arises.

The period of ownership shall be no less than two (2) years (including the period of commencement of commercial operations) during the stipulated ten (10) year period.

Details of these projects are to be included by the Applicant in the format set out in Appendix D.


Have a minimum cumulative ownership of 20 MIGD of seawater desalination capacity in projects (IWP or IWPP) developed on a BOO/BOOT basis during the last ten (10) years. Such ownership shall be determined by multiplying the Applicant’s percentage shareholding in a project by the total capacity (MIGD) of that project.

Ownership of a minimum of 20% of the equity in at least one (1) seawater desalination plant (IWP or IWPP), developed on a BOO/BOOT basis, with a minimum capacity of 10 MIGD, which shall have been developed outside the country in which the largest proportion of the group turnover of the Applicant arises.

The period of ownership shall be no less than two (2) years (including the period of commencement of commercial operations) during the stipulated ten (10) year period.

Details of these projects are to be included by the Applicant in the format set out in Appendix D.

6. Instructions to Applicants

6.1 Clarifications and Additional Information Request


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6.1.1 Clarifications and requests for further information in relation to this PQQ may be raised by Applicants. Applicants shall submit such clarifications and requests in accordance with the requirements and format prescribed in Appendix E. All such clarifications and requests shall be in writing and submitted to KAHRAMAA to the physical and email addresses identified in paragraph 6.2 no later than the date set out in paragraph 2.4. Applicants shall submit such clarifications and requests for further information in Microsoft Word and PDF formats via hand delivery and email.

6.1.2 All clarifications and/or requests for further information and/or other comments made by Applicants to KAHRAMAA which relate to this PQQ shall be in English.

6.1.3 The responsibility for correct delivery/transmission of clarifications and requests for further information will rest entirely with the Applicant.

6.1.4 KAHRAMAA will respond to clarifications by the date set out in paragraph 2.4. KAHRAMAA will share clarification response (as well as the original clarification) with all Applicants.

6.2 Submission of SOQ

6.2.1 The SOQ should be submitted no later than the SOQ Submission Deadline, in both hard copy and an electronic copy in PDF format via hand delivery and e-mail.

Hard copy to be submitted to: Ali Mohamed Al Ali, Manager - Planning & Development of Production and Water Resources Department, 31st Floor, New Kahramaa building, Sheraton roundabout, Al Corniche, P.O.Box 41, Doha, Qatar.

Electronic Copy to e-mail: [email protected] The electronic copy can be submitted as a single file or multiple files (suitably named), provided that the size of each file does not exceed 10 MB.

6.2.2 In the event of any discrepancy between the hard copy and soft copy versions of the document, the physically submitted hard copy version shall prevail

6.2.3 Responsibility for actual physical delivery rests entirely with Applicants.

6.3 Original documents

6.3.1 The original of each SOQ shall include the original of all documents required to be submitted with or as part of an SOQ.

6.4 Ownership of SOQs

6.4.1 On submission, the SOQ and all copies thereof shall become the absolute property of KAHRAMAA who shall be entitled to copy and distribute the same to appropriate third parties, as reasonably required in connection with this Project and/or as required by applicable law.


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6.5 Language

6.5.1 All SOQs and supporting documents must be in English. Where an original document is written in a language other than English, the Applicant shall provide a certified English translation. In the event of any discrepancy between the English and non-English versions of the document, the English version shall prevail.

6.6 Sealing and marking of the SOQ submission

6.6.1 The original SOQ documents must be enclosed in an envelope (“Envelope 1”) marked 'original'. Another four (4) copies of SOQ documents must be enclosed in a separate envelope (“Envelope 2”) marked 'copy'. Both of these envelopes shall be placed in a strong envelope or box marked 'original and copies SOQ' sealed and shall bear the tender number, project name, and the address of KAHRAMAA.

6.6.2 The exterior of the sealed envelopes or boxes must not reveal the identity of the Applicant.

6.7 Responsibility of Applicant

6.7.1 Applicants are solely responsible for satisfying themselves with respect to all matters that may in any way affect the Project. Failure to do so will be at the Applicant's entire risk and no relief will be given for errors or omissions by an Applicant or by KAHRAMAA.

6.8 Information Requirement in the SOQ

6.8.1 Applicants are required to submit Appendices A, B, C, D and F attached.

6.8.2 Supplementary Information:

6.8.3 This section shall include the following:

(i) Other relevant information relating to the Applicant's technical experience and capabilities that the Applicant believes would be helpful in assessing the Applicant’s SOQ.

(ii) Copies of annual audited financial statements for each of the last three (3) years and quarterly or other periodic financial statements since the last annual audited financial statements. Such financial statements shall include a consolidated balance sheet, consolidated income statement, consolidated cash flow statement and consolidated owner’s equity statement, along with corresponding footnotes, in accordance with generally accepted accounting practices.

6.8.4 Where the Applicant is a majority owned subsidiary of a group, it must submit the aforementioned financial information both for the ultimate holding company (the “Holding Company”) and the Applicant.

6.8.5 Where an Applicant has less than three (3) years of operation, it must submit the aforementioned financial information covering the full three (3) year period by providing such financial information for its parent company or predecessor(s) as appropriate.

6.9 Legal


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6.9.1 The Applicants shall provide the following information:

(i) Copies of the Applicant’s organizational documents (e.g. certificate of incorporation, contract or deed of incorporation, memorandum and/or articles of association, bylaws, etc.) together with all amendments thereto, if any;

(ii) Copies of a certificate of registration in the commercial registry and/or company registry or a good standing certificate from the jurisdiction of the Applicant’s incorporation (or, if unavailable in such jurisdiction as a matter of law, an equivalent thereof);

(iii) The Applicant shall provide confirmation that they are not subject to any court or arbitration proceedings in Qatar or any material court or arbitration proceedings elsewhere in the world or if they have not able to provide this confirmation, provide details of the of any such proceedings; and

(iv) a Submission Letter in the form set out in Appendix F, signed by the Applicant's authorised signatory.

6.9.2 Other Information to be provided by all Applicants

6.9.3 Where the Applicant is part of a wider group of companies, the SOQ must include sufficient information to make clear where in the hierarchy of that group of companies the Applicant is situated.

6.9.4 Where the Applicant is an existing investor within the power and water sector in Qatar, the Applicant shall provide details of its equity interest/shareholding in companies having an interest in this sector.

6.10 Other Conditions

6.10.1 By submitting its SOQ, the Applicant releases KAHRAMAA and its advisors and consultants, irrevocably, completely and unconditionally, from any and all liability for any claims, losses, damages, costs, expenses or any other liabilities of any kind whatsoever in any way related to or arising from the assessment of, and associated decision making process regarding, the Applicant’s SOQ and/or eligibility and/or qualification for the Project.

6.10.2 At any time before the SOQ Submission Deadline, KAHRAMAA may issue addenda in writing to Applicants. Applicants will be notified via email. Any addenda may modify any respect this PQQ or any information previously supplied to Applicants. KAHRAMAA will endeavour not to issue addenda less than seven days prior to the SOQ Submission Deadline. An Applicant’s late receipt of addenda or failure to acknowledge receipt of any addenda shall not relieve that Applicant from complying with such addenda.

6.11 Evaluation and Notification of Evaluation Results

6.11.1 Notification of the selected Prequalified Applicants as Lead Developers shall be through individual email/ fax per contact details provided by the respective Lead Developer.


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Appendix A: Basic Information on Applicant

Appendix A: BASIC INFORMATION ON APPLICANT

Company name

Address of headquarters

Contact details:

(a) Name

(b) Address

(c) Telephone number (land line & mobile)

(d) Fax number

(e) Contact e-mail address (primary)

Contact e-mail address (secondary)

Address of Qatari or regional office (if applicable)

(a) Name

(b) Address

(c) Telephone number

(d) Fax number

(e) Contact e-mail address

Company profile (short description – may be submitted as a separate addendum)

Selected key information (state financial year for which data is provided):

(a) Total assets*

(b) Total shareholders funds/net worth*

(c) Turnover *

(d) Net income*

Credit rating (S&P/Moody’s/Fitch/Other – please specify)

Number of employees

Year established

Primary areas of business (indicate staff numbers and turnover in US Dollars for each business area)

No. of years engaged in power projects


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Appendix A: BASIC INFORMATION ON APPLICANT

No. of years engaged in seawater desalination projects

No. of years engaged in BOO/BOOT infrastructure projects

No. of power projects undertaken on BOO/BOOT basis in the last ten (10) years (a) as leader (b) in major role

(a) as leader (b) in major role

No. of seawater desalination (thermal / RO) projects undertaken on BOO/BOOT basis in the last ten (10) years (a) as leader (b) in major role

(a) as leader (b) in major role

Proposed level of shareholding in the Project: (a) Minimum (b) Maximum

(a) Minimum (b) Maximum

* Where the Applicant is a majority owned subsidiary of group, figures for the ultimate Holding Company may also be quoted in addition to those of the Applicant itself.


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Appendix B: Financial Information

Information set out in the table below for the purpose of calculation of the tangible net worth of the Applicant as required by MER 1.

Item As at Fiscal Year end for period “n-1”

As at Fiscal Year end for period “n-2”

As at Fiscal Year end for period “n-3”

Paid-in capital

Retained earnings

Revaluation reserves

Other reserves

Currency translation adjustment

Less: Treasury stock

Subtotal: Net worth

Less: Goodwill

Less: Net intangibles

Less: Loans to shareholders

TANGIBLE NET WORTH

Please indicate the accounting standards under which the annual accounts that provided the information used in the calculation above were audited

where “n” is Applicant’s current Fiscal Year


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Appendix C: Summary of Power and/ or Seawater Desalination Project Experience

Appendix C: SUMMARY OF POWER AND/ OR SEAWATER DESALINATION PROJECT EXPERIENCE IN THE LAST 10 YEARS

(to be completed by the Applicant for each project)

No Items

1 Name of plant

2 Location of plant

3 Power / Water Capacity in MW / MIGD

4 Gas turbine technology applied (Class)

5 Power plant configuration: GT capacity, ST capacity, arrangement (Blocks x GTs x STs)

6 Thermal desalination technology / unit size / number of units

7

RO plant configuration: Intake, pre-treatment, RO configuration (1 pass vs. 2 pass), Membrane type, train size, EDR configuration, post treatment

8 Project type (BOO, BOOT, etc.)

9 Financial Close date

10

Applicant’s Role on the project (e.g. Owner, (Lead) Developer, O&M provider, EPC contractor etc.). If the Applicant was member of consortium, please list all the consortium members and their roles.

11 If the Applicant is not the owner of the plant, please provide name of owner

12 Applicant’s role after plant commissioning (e.g. owned, operated and/or maintained)

13 Project/plant cost

14 Sources of funds for project/plant

15 Share of Applicant’s resources in funding

16 Entity to whom water output provided

17 Duration of contract/concession

18 Technology used

19 No. of units, type and ratings

20 Dates of scheduled and actual commercial operation date of each unit

21 Principal manufacturers of major equipment

22 General role (e.g. base load)


20

Appendix D: Summary of BOO/BOOT Project Experience on IPPs/ IWPs/ IWPPs

Appendix D: SUMMARY OF BOO/BOOT PROJECT EXPERIENCE ON IPPs/ IWPs/ IWPPs IN THE LAST 10 YEARS

(to be completed by the Applicant)

Name of

Project

Location Seawater

Desalination (Yes/No)

if applicable

Technology Used

Power / Water

Capacity [MW / MIGD]

Applicant’s Share of Equity

Investment in percentage

Dates of period of

stake held

Commercial Operation

Date


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Appendix E: Form of Request for Clarification

Identity of Interested Party _________________________

Date Submitted _________________________

Note: The Interested Party must (i) number each question they submit sequentially (ii) specify the appendix, page and paragraph of the PQQ to which their question relates; and (iii) specify whether the nature of the question raised is technical, legal, financial or other and (iv) submit as hard and soft copy in Microsoft Word and PDF formats.

Question No

Para Ref

Page No

Technical / Legal /Financial/ Other

Request for Clarification


22

Appendix F: Submission Letter (to be printed on the Company’s letter head)

Manager - Planning & Development of Production and Water Resources Department, 31st Floor, New Kahramaa building, Sheraton roundabout, Al Corniche, P.O.Box 41,

Doha, Qatar.

Dated [ ], 2017

Statement of Qualification in response to the Facility E IWPP PQQ

We are pleased to submit this Statement of Qualification ("SOQ") in response to the Pre-Qualification Questionnaire issued by KAHRAMAA on [] to design, build, own, finance, operate and transfer an independent power and water producer at Ras Rakan, north of Qatar ("PQQ").

We hereby certify, represent, warrant and agree:

a) we have read and understood the requirements of the PQQ in full and we accept all documents, terms and conditions therein;

b) the information submitted as part of this SOQ is complete, accurate and true and does not omit any information which might make the information contained in the SOQ misleading in any material respect;

c) [we are not subject to any court or arbitration proceedings in Qatar or any material court or arbitration proceedings elsewhere in the world] or [insert details of any such proceedings];

d) we fully release and discharge KAHRAMAA, its consultants, advisers and personnel, completely and unconditionally from any responsibility or liability for the decisions that may be made with respect to our Pre-qualification and that KAHRAMAA, its consultants, advisers and personnel shall not be liable for any such actions; and

e) subject to our SOQ meeting the requirements set out in the PQQ and upon the issue of the Request for Bid, it is our intent to submit a bid for the Project.

Authorised Signatory ___________________

[Name]

[Title]

Documents

State of Qatar Facility E Independent Power & Water Project ......FACILITY E POWER AND WATER PROJECT PRE-QUALIFICATION QUESTIONNAIRE (PQQ) 5 1. Introduction 1.1 Background and Executive