People s Republic of Bangladesh: Public Private Partnership Program Operationalization

Transcription

1 Technical Assistance Report Project Number: Capacity Development Technical Assistance (CDTA) December 2010 People s Republic of Bangladesh: Public Private Partnership Program Operationalization The views expressed herein are those of the consultant and do not necessarily represent those of ADB s members, Board of Directors, Management, or staff, and may be preliminary in nature.

2 CURRENCY EQUIVALENTS (as of 22 November 2010) Currency Unit taka (Tk) Tk1.00 = $0.143 $1.00 = Tk70.00 ABBREVIATIONS ADB Asian Development Bank BIFF Bangladesh infrastructure finance fund MOF Ministry of Finance PMO Prime Minister s Office PPP public private partnership PPPO public private partnership office, Prime Minister s Office PPPTAF public private partnership technical assistance fund TA technical assistance TECHNICAL ASSISTANCE CLASSIFICATION Type Capacity development technical assistance (CDTA) Targeting classification General intervention Sector (subsectors) Multisector (education; energy; finance; public sector management; transportation and information and communication technology; water supply and other municipal infrastructure and services) Theme (subthemes) Economic growth (promoting economic efficiency and enabling business environment), private sector development (public private partnerships), capacity development (institutional development), governance (economic and financial governance) Location impact National (high), urban (medium), rural (low) NOTES The fiscal year (FY) of the government and its agencies ends on 30 June. FY before a calendar year denotes the year in which the fiscal year ends, e.g., FY2011 ends on 30 June In this report, "$" refers to US dollars. Vice-President X. Zhao, Operations 1 Director General S. H. Rahman, South Asia Department (SARD) Country Director T. Kandiah, Bangladesh Resident Mission (BRM) Team leader Team member G. Hauber, Principal Private Sector Development Specialist, SARD Z. Rahman, Financial Specialist, BRM, SARD In preparing any country program or strategy, financing any project, or by making any designation of or reference to a particular territory or geographic area in this document, the Asian Development Bank does not intend to make any judgments as to the legal or other status of any territory or area.

3 I. INTRODUCTION 1. The Government of Bangladesh asked the Asian Development Bank (ADB) to provide capacity development technical assistance (TA) to support operationalizing the government s recently adopted Policy and Strategy for Public Private Partnership 2010 (the public private partnership [PPP] guidelines) and a Bangladesh infrastructure finance fund (BIFF). In particular the government is seeking support for two critical implementing vehicles under the PPP guidelines a public private partnership office (PPPO) within the Prime Minister s Office (PMO) and the Ministry of Finance PPP unit (MOF PPP unit) within the Ministry of Finance (MOF). ADB held consultations with the government during the formative stages of these offices, permitting ADB direct input to and understanding of the government s program for implementing the PPP guidelines. 2. ADB fielded two consultation missions, during 9 14 June 2010 and 5 7 September 2010, and a fact-finding mission during October 2010 to discuss the details and modalities of the TA with the government. The mission issued aide-mémoire following the September and October missions, detailing agreements with the government regarding the TA impact, outcome, outputs, implementation arrangements, costs and financing arrangements, and outline terms of reference. 1 The design and monitoring framework is in Appendix 1. II. ISSUES 3. The chronic underdevelopment of key infrastructure in Bangladesh slows economic development and exacerbates unemployment, poverty, health, and public service issues. It negatively impacts economic growth, taxing the Bangladesh economy. For instance, power shortages account for an annual estimated loss of 2% of gross domestic product, and operating deficits within the utility sector account for another 1% The country has traditionally relied upon the public sector to develop, deliver, and maintain infrastructure. 3 However, inconsistent project design, poor project implementation and management, and allegations of corruption, compounded by chronic shortage of funding, all result in poor services. Tariff rates, and tax and nontax fee support is uniformly below the cost of service across all infrastructure sectors. While the government has sought to increase the involvement and number of private sector participants in infrastructure, these factors signal caution for such endeavors. 5. Investors perceptions of Bangladesh are undermined by a general lack of transparency and accusations of corruption. The country ranked 134th on Transparency International s 2010 ranking for corruption 4 and 107th on the World Bank s annual index for ease of doing business. Most notably, Bangladesh ranks 172nd for ease of registering property and 179th out of 183 countries in ability to enforce contracts. 5 These rankings, while they may not be directly applicable or relevant in the specific realm of PPP-related transactions, do contribute to negative perceptions outside the country. 1 The TA first appeared in the business opportunities section of ADB s website on 22 November World Bank Harnessing competitiveness for stronger inclusive growth: Bangladesh Second Investment Climate Assessment. Bangladesh Development Series. No. 25. Washington, DC. 3 According to the World Bank s Public-private Infrastructure Advisory Facility database, during , only 26 private infrastructure projects were reported, of which 12 were in the lucrative telecommunications sector and represent more than 80% of all infrastructure sector investment. See 4 Transparency International Corruption Perceptions Index Berlin. The index assesses 179 countries. 5 World Bank Doing Business, 2011: Making a difference for entrepreneurs. Washington, DC.

4 2 6. Bangladesh s PPP infrastructure development program has not delivered a significant volume of needed projects, and poor procurement performance has held back expanded use of this investment modality. Government entities have tended to take an ad hoc approach to PPP projects. As a result, bidding processes have suffered from lack of proper preparation by the public sector entities managing procurement, lack of ownership within implementing government bodies, frequent changes of project management, inconsistent bidding processes, skewed risk allocations in bid documents, and allegations that established procurement standards were not followed. Such empirical evidence serves to undermine confidence in government solicitation processes and results in driving value-added infrastructure participants away from the market. A revised approach to development, bidding, and management of PPP infrastructure is required to create a robust and dependable approach to privately invested infrastructure development and to regain stakeholder confidence. 7. In 2010, the government sought to address the identified weakness in its infrastructure development program by making PPP a national priority through a series of policy and support measures: adoption of the PPP guidelines 6 governing PPP infrastructure development and procurement for small, medium-sized, and large project activities (August 2010); the decision to establish a PPP office within the PMO (September 2010); 7 design of the BIFF to provide cofinancing to PPP infrastructure investments (June 2010); and significant and definitive budget allocations in the FY2011 budget to support these activities: Tk16 billion for the BIFF (June 2010) and Tk30 billion for PPP project development and coinvestment (June 2010), including establishment of a PPP technical assistance fund (PPPTAF) and provision for viability gap funding. 8. To support implementation of these elements of the PPP program, the government asked ADB to provide TA support for comprehensive, holistic assistance across key government ministries and to help the government develop and implement the policies and procedures needed to operationalize the PPP program. The TA support will create a robust, sustainable, and transparent framework for attracting and procuring private sector involvement and investment in critical infrastructure under the PPP guidelines by developing a credible, robust, and fundamentals-driven PPP project identification, preliminary project development, tendering, and negotiating process; promoting strong professional oversight and management of PPP project development, bidding, and implementation processes within government on a sustainable basis; and developing capabilities within government in general and MOF specifically for providing close oversight of fiscal and economic impacts of PPP projects within government supported by explicit budgeting, provisioning, and risk management of subsidies and contingent liabilities associated with or arising from PPP projects. 6 The policy, published in the Gazette of Bangladesh, comprises the Policy and Strategy for Public Private Partnership, 2010; Guidelines for Formation, Appraisal and Approval of Large Projects, 2010; Guidelines for Formation, Appraisal and Approval of Medium Projects, 2010; and Guidelines for Formation, Appraisal and Approval of Small Projects, The prior governing policy, Bangladesh Private Sector Infrastructure Guidelines, 2004 stands rescinded and replaced by the current policy, with provisions for grandfathering activities completed under the former policy. 7 Minutes for the meeting of implementation of Budget 2010/11 of the Prime Minister s Office, 31 August 2010.

5 3 9. By operationalizing the government s new PPP guidelines, the TA seeks to put in place the self-sustaining institutions and operations that will address past shortcomings in PPP infrastructure development, promote greater development efficiency of such projects, and facilitate the broader delivery of PPP infrastructure in Bangladesh. III. THE TECHNICAL ASSISTANCE A. Impact and Outcome 10. The impact of the TA will be improved ability within the government to identify, structure, tender, and close on privately invested and/or owned and operated infrastructure and infrastructure services within the next 24 months. To achieve this impact, the outcome of the TA will be the delivery of an operating PPPO and MOF PPP unit within government, with the staff, policies, and operating procedures to identify, structure, bid out, and implement PPP infrastructure in Bangladesh. B. Methodology and Key Activities 11. The TA will support the establishment of the organizations envisioned in the PPP guidelines and required by government to oversee and drive implementation of the institutional processes nationally. These organizations will operate using the institutional implementing documentation, processes, and procedures to facilitate and sustain PPP infrastructure development created by the TA. 12. Organizational development. The implementation of two key organizations will be facilitated under the TA: Public-private partnership office. The PPPO will be a professionally staffed, self-sufficient PPP office placed within the PMO. It will be tasked with providing lifecycle support to PPP infrastructure projects by (a) screening candidate projects promoted by line ministries for PPP eligibility; (b) undertaking preliminary development of qualifying PPP projects to prepare them for international competitive bidding; (c) developing, implementing, and managing the bidding and procurement process through tendering, evaluation, and selection; (d) leading negotiations with successful bidders on behalf of line ministries and supporting projects in achieving financial close; (e) identifying and retaining a group of professional advisers to support the project development, bidding, and negotiations process readily accessible to PPPO staff; and (f) providing project implementation monitoring, oversight, and, if necessary, support for arbitration, through construction and into operations to assure compliance with agreed concession arrangements. Ministry of Finance public-private partnership unit. The unit will be a PPP fiscal oversight office within MOF, charged with (a) assessing the financial viability of PPP projects proposed by the PPPO; (b) approving access to a government-sponsored PPPTAF and viability gap funding to support preliminary project development under the auspices of the PPPO; and (c) quantifying, forecasting, and managing risk exposure incurred by the government under PPP infrastructure. 13. The TA will create a communications strategy for the PPP program in Bangladesh, facilitating integration of line ministries into the PPPO and facilitating the dissemination of the

6 4 new PPP guidelines to stakeholders. The TA will also specify web-enabled processing and communication tools for the PPPO and government in relation to PPP and specify a management information system linking PPP development activities with the MOF PPP unit. 14. Institutional development. Institutional arrangements will be developed to define and guide the specific work to be conducted by the PPPO and MOF PPP unit. Institutional arrangements will require the development of a manual for the PPPO with processes and protocols for PPP project screening and selection, project development, and financial assessment. The manual will include bidding and contracting principles, processes, and modalities for PPP projects, including a form of master concession agreement for use by the PPPO. The TA will seek adoption of streamlined project development, bidding, negotiation, closing, and monitoring processes for private sector participation in infrastructure across all relevant ministries. It will identify a shortlist of initial candidate ministries to be integrated with the new PPP operating procedures developed under the TA. To assure PPP infrastructure projects can be implemented within Bangladesh as envisioned by the government, an inventory and assessment of existing Bangladesh laws, policies, and regulations impacting PPP implementation will be compiled, identifying any gaps and providing recommendations for revisions. The project development and bidding processes within the PPPO will integrate ADB s latest environmental and social safeguard protocols and incorporate anticorruption and integrity protections. 15. Oversight, coordination, and management. To assure that the TA is implemented on schedule and budget, a project steering committee will be formed in the PMO. The PMO s principal secretary will serve as the chair with the ADB PPP team leader as member and convener. The project steering committee will coordinate the efforts of the PMO, MOF, and line ministries in implementing the PPP guidelines. The TA team will provide reports on the progress of implementation with recommendations for future implementation works. C. Cost and Financing 16. The TA is estimated to cost $1,200,000, of which $1,000,000 will be financed on a grant basis by ADB s Technical Assistance Special Fund (TASF IV). The government will finance the balance of $200,000 through the provision of office space, remuneration of counterpart staff, and provision of local services during TA implementation. D. Implementation Arrangements 17. The PMO will be the executing agency for the TA. The PPPO and MOF will be the implementing agencies. The project steering committee will comprise members of the implementing agencies, key government officials (to be identified, but with representation from key members of the Cabinet Committee on Economic Affairs), the TA project manager, and the lead ADB PPP professional staff who will serve as member and convener of the committee (para. 15). The committee will meet monthly to review progress and discuss issues arising from the work performed under the TA. 18. The government will provide office space and supporting staff for the PPPO and MOF PPP unit, and be responsible for day-to-day operating expenses of these units. Upon confirmation of the PPPO organization chart, it is anticipated additional government funding will be released to cover staffing costs. The goal is to meet government budgeting requirements for approving funding for the PPPO to enable it to hire professional private sector staff to run project related operations, augmented by allocated civil servants to oversee administrative

7 5 operations and compliance. The MOF PPP unit will be staffed by appointments within MOF and will be trained by the TA project team. A director and two officers from the PMO have been identified to oversee PPPO implementation. MOF has also identified its oversight resources. 19. The TA will be implemented from January 2011 to June The outline terms of reference for consultants is provided in Appendix 3. International expertise (four consultants, 21 person-months) will be required in the areas of PPP commercial and/or financial advisory, legal, technical, environmental, and social safeguards. The national consultants (five for 23 person-months) will have expertise in finance, infrastructure policy, legal, and information technology. ADB will engage the consultants in accordance with ADB s Guidelines on the Use of Consultants (2010, as amended from time to time). Disbursements under the TA will be made in accordance with ADB's Technical Assistance Disbursement Handbook (2010, as amended from time to time). 20. The processes, frameworks, and criteria will be packaged as public documents and disseminated via focus groups, workshops, and a web-based portal under the PPPO, all within Bangladesh. The TA will seek to catalyze a comprehensive communications strategy for the government and the PPPO. ADB will compile case studies on past and current PPP projects in Bangladesh and the process of the government s PPP program evolution for presentation via the PPP practice group and via internal ADB forums, presentations, workshops, white papers, and PPP-related symposia. IV. THE PRESIDENT'S DECISION 21. The President, acting under the authority delegated by the Board, has approved the provision of technical assistance not exceeding the equivalent of $1,000,000 on a grant basis to the Government of the People s Republic of Bangladesh for Public Private Partnership Program Operationalization, and hereby reports this action to the Board.

8 6 Appendix 1 DESIGN AND MONITORING FRAMEWORK Design Summary Impact The government s ability to identify, structure, tender, and close on privately invested and/or owned and operated infrastructure and infrastructure services is improved within 24 months of TA initiation Performance Targets and Indicators with Baselines Decreased time to identify, process, and bid out privately participated infrastructure projects through PPP (baseline: >30 months) Increase in the annual percentage of core sector infrastructure funded under PPP and/or private sector participation (by dollar value) (baseline 1%, FY2010) Data Sources and Reporting Mechanisms PPP guidelines and strategy, Aug 2010 Constitutional documents of the PPPO and MOF PPP unit PPIAF infrastructure database, and other MDB reports on national PPP and PSP activities Stakeholder consultations PPIAF infrastructure database, and other MDB reports on national PPP and PSP activities Semiannual macroeconomic scenario report; Finance Division, Ministry of Finance Bangladesh Bureau of Statistics Assumptions and Risks Assumptions The government continues its support for implementation of the PPP policy guidelines. Line ministries respond to newly created PPPO and MOF authority. Risks The government shortcuts or bypasses processes established under the PPP program. Existing laws, policies, and regulations create impediments to full implementation of PPP guidelines. Outcome The PPPO and MOF PPP unit are operating FY2012 budget includes fixed funding for the PPPO and MOF PPP unit Use of the FY2011 budget allocation and FY2012 budget provide funds to support PPP operations and PPP project development and implementation (baseline budget allocation: Tk30 billion for PPP, Tk16 billion for the BIFF in FY2011; baseline authorized budget: Tk 0 for PPP and Tk 0 for the BIFF in FY2011) FY2011 government budget report to Parliament (budget implementation status) Periodic reports on the government s annual development plan FY2012 government budget PPP guidelines and strategy, Aug 2010 Assumptions The government will take steps to expediently ratify and implement offices. Risks Line ministries do not recognize new PPP-related policies and institutions.

9 Appendix 1 7 Design Summary Outputs 1. Institutional arrangements for PPP in Bangladesh agreed 2. Organizational arrangements for PPP agreed 3. PPP TA support implemented on schedule and on budget Performance Targets and Indicators with Baselines Cabinet approval of PPP implementation arrangements Principal secretary, PMO concurrence with PPPO arrangements Secretary, MOF concurrence with MOF PPP unit arrangements TA budget disbursements No extensions to schedule Data Sources and Reporting Mechanisms Cabinet minutes PMO and MOF records ADB and executing agency progress reports Assumptions and Risks Assumptions Government departments will allocate adequate staff time from appropriate staff to implement PPP program elements. The government will take steps to expediently ratify institutional arrangements. Risks The proposed salary structure does not meet market requirements for qualified staff. Government staff of insufficient rank and responsibility are assigned to support the PPP program. Activities with Milestones Inputs 1. Output 1: Institutional Arrangements (Feb 2011-Jun 2011) 1.1. Draft operating procedures for PPP processing; Mar Design screening, development, and financial assessment processes and protocols; May Draft rules and conditions for access to government support for PPP project preparatory funds (e.g., PPPTAF, viability gap fund); Jun Define measuring, monitoring, and performance metrics for PPP program; May Develop inventory of government policies, laws, and regulations impacting PPP implementation; Apr Output 2: Organizational Arrangements (Jan 2011-Apr 2011) 2.1. Draft organization structure, job descriptions, business plans, and operating budgets for the PPPO and MOF PPP unit; Jan Complete training needs assessment and design capacity development strategy; Mar Create and tender terms of reference for advisory resources to be retained to support project development under PPPO; Mar Specify web-enabled systems for the PPPO and MOF PPP unit; Apr Output 3: PPP Program Management (Dec 2010-Mar 2011, Jun 2011) 3.1. Establish a project steering committee; Dec Prepare requirements for implementation of monitoring; Jan Create stakeholder communication strategy for the PPP program; May Complete scoping report including budget and resource assessment for phases 2 and 3; Mar 2011, May Finalize a completion report for phase 1 activities with review and recommendations for the government; Jun 2011 Amount ($) ADB: 1,000,000 Consulting services 750,000 Travel and overhead 60,000 Local travel/per diem 20,000 Office equipment 50,000 Communications plan 30,000 Contingency 90,000 Government: 200,000 Premises 50,000 Salaries 125,000 Operating expenses 25,000 Total: 1,200,000 Personnel: Consulting services: International: 21 person-months National: 23 person-months ADB = Asian Development Bank; MDB = multilateral development bank; MOF = Ministry of Finance; PMO = Prime Minister s Office; PPIAF = Public Private Infrastructure Advisory Facility, World Bank; PPP = public private partnership; PPPO = public private partnership office; PPPTAF = public private partnership technical assistance fund; PSP = private sector participation; TA = technical assistance.

10 8 Appendix 2 COST ESTIMATES AND FINANCING PLAN ($'000) Total Item Cost A. Asian Development Bank a 1. Consultants a. Remuneration and per diem i. International consultants ii. National consultants b. International and local travel c. Reports and communications Equipment b Training, seminars, and conferences a. Facilitators b. Training program Miscellaneous administration and support costs Contingencies Subtotal (A) 1, B. Government of Bangladesh 1. Office accommodation and transport Remuneration and per diem of counterpart staff Others Subtotal (B) Total 1, a Financed by the Asian Development Bank s Technical Assistance Special Fund (TASF IV) b Includes computers, copy machine, fax machine, telecommunications equipment, office furniture; items will be turned over to the public-private partnership office upon completion of the technical assistance. Source: Asian Development Bank estimates.

11 Appendix 3 9 A. International Consultants OUTLINE TERMS OF REFERENCE FOR CONSULTANTS 1. Public Private Partnership Financial and Commercial Adviser and Team Leader (6 person-months) 1. The candidate should possess 12 or more years experience in structuring, advising, and closing transactions with private sector participation in infrastructure, with experience in project finance transactions with private sector entities in both developing and developed countries. The consultant should be well versed in project contracts and concessions, competitive tendering processes, financial modeling, and financing documentation; have impeccable presentation skills; and have demonstrable experience as a lead in project development and/or project finance transactions. The adviser will perform the following functions in the advisory team: Serve as project coordinator for delivery of all aspects of the project scope, and support Asian Development Bank (ADB) representation on the project management steering committee in the Prime Minister s Office (PMO). Coordinate and work with the ADB project lead to assure consistency with ADB advice and approach to the development of public private partnerships (PPPs). Coordinate the work of the entire consulting team in producing TA deliverables. Act as coordinator of project resources among all government entities. 2. The adviser will provide the following inputs for the technical assistance (TA): (v) (vi) (vii) Develop criteria for PPP project identification and qualification, project development process, bidding process, and project negotiation process. Develop principles of monitoring and oversight for PPP projects during postfinancial close implementation phase. Develop principles for qualifying access to the public private partnership technical assistance fund (PPPTAF), viability gap funding and the supporting terms and conditions with the counterpart agencies. Review existing project identification, development, procurement, and negotiation processes used within government entities and use this assessment to adapt them to integrate with PPPO processes and policies; provide recommendations for modification of government policy. Assess current institutional and organizational arrangements, policies, and capabilities among other government entities relevant to PPP infrastructure sector development and identify needed capacity development. Oversee development of a communications strategy for the PPPO to support the new PPP program and convey its underlying principles. Develop content for the PPPO website and bidding management portal. 2. Legal Adviser (5 person-months) 3. The candidate should possess 12 or more years experience in structuring, advising, and closing transactions with private sector participation in infrastructure; have experience in project finance contract documentation, including concession agreements and bidding procedures, for private sector or PPP entities (experience in drafting finance documents is strongly preferred) in both developing and developed country markets. The candidate should be accredited by a

12 10 Appendix 3 recognized legal professional body and have recognized university qualifications. Activities include the following: (v) (vi) Support the team leader in developing and producing the TA deliverables. Review all government law, policy, and procedures as they impact and/or relate to PPP activities in consultation with the national legal adviser to ascertain deficiencies, impediments, or needed amendment. Develop principles for concession agreements between government parties and private sector entities. Develop foundation principles for relevant project-related contracts. Develop principles for creating a special purpose vehicle to hold rights to PPP projects developed by the PPPO and the ability to transfer those rights to private parties. Support the national legal adviser in developing legal principles for access to and contracting for PPPTAF and viability gap funding. 3. Technical Adviser (6 person-months) 4. The candidate should possess 12 or more years experience in advising and supporting complex infrastructure projects and in working with a recognized international engineering firm and/or consultancy and/or international project developer and/or engineering procurement construction contractors in developing and developed country markets. The consultant should have demonstrable experience in dealing with multidisciplinary project teams (technical, commercial, legal, financial) and experience in design, assessment, specification, and competitive bidding for complex privately invested infrastructure projects; and have a university degree in a relevant engineering discipline. Responsibilities will include the following: (v) (vi) Support the team leader in developing and producing the TA deliverables. Engage with relevant line ministries and stakeholders in core infrastructure sectors to gather relevant design, construction, and operating parameters for such projects within the Bangladesh context. Compare local standards with international norms and ADB sector requirements to identify gaps or contradictions and propose areas to be addressed. Develop principles for a standardized approach to technical request for proposal and bid evaluation criteria and processes in coordination with the team. Develop principles for the scope and nature of required preliminary project development activities, preliminary engineering requirements, and feasibility assessment from an engineering perspective. Support development of content for the PPPO web portal. 4. Environment and Social Safeguards Specialist (4 person-months) 5. The candidate should possess 10 or more years experience in developing and implementing environmental and social management system (ESMS) frameworks in the infrastructure sector, and experience with ADBs ESMS criteria (required) in developing and developed country markets. The consultant should also have experience with private sector transactions and hold a relevant, recognized university degree. Responsibilities include: Support the team leader in developing and producing the TA deliverables. Conduct stakeholder investigations to determine historic issues and application of ESMS matters within infrastructure projects undertaken in Bangladesh.

13 Appendix 3 11 (v) Develop an appropriate ESMS framework for the PPPO to apply to projects developed under its auspices that are consistent with ADB social and environmental safeguards policies and Equator Principles. 1 Integrate ESMS principles from the framework into the request for proposal, bid evaluation, and implementation monitoring processes. Develop a training and dissemination program for the resulting ESMS. B. National Consultants 1. Financial Consultant (6 person-months) 6. The candidate should possess 7 or more years experience in structuring, advising, and closing transactions with private sector participation in infrastructure; and experience in project finance in Bangladesh. Experience on the private sector side of transactions is preferred. The candidate should be well versed in domestic capital markets and financial modeling; have expert knowledge of Bangladesh investment and accounting rules; and possess a recognized business, finance, accounting, or similar relevant degree. Activities include the following: (v) Support the team leader in developing and producing the TA deliverables. Support development of metrics, measures, data gathering, and information integration for the MOF PPP unit analytics package. Support development of management information system specifications regarding analytics and reporting for the MOF PPP unit analytics package. Perform analyses in support of quantifying risk exposure from existing and proposed infrastructure projects. Support development of a training and dissemination program for PPP principles among government and key stakeholders. 2. Legal Adviser (6 person-months) 7. The candidate should possess 10 or more years experience in structuring, advising, and closing transactions in the private sector in Bangladesh; direct experience with past PPP or private sector participation in Bangladesh infrastructure projects and in advising the government is preferred. The candidate should hold a recognized legal degree and membership with a recognized domestic professional society. Activities include the following: (v) (vi) Support the team leader in developing and producing the TA deliverables. Compile an inventory of all government law, policy, and procedures as they impact and/or relate to PPP activities; consult with the international legal adviser to ascertain areas of deficiencies, impediments, or needed amendment; and develop reasoned proposals for these. Develop principles for concession agreements between government parties and private sector entities. Develop principles for creating a special purpose vehicle to hold development rights to PPP projects developed by the PPPO, and determine a legally viable means of transferring such rights to private sector parties. Support the consulting team in developing bidding and procurement procedures and documentation that comply with government laws, regulations, and policy. Coordinate in developing terms of agreement for accessing the PPPTAF. 1 Equator Principles are voluntary standards adopted by financial institutions supporting global project finance transactions.

14 12 Appendix 3 3. Infrastructure Policy Expert (3 person-months) 8. The candidate should possess 10 or more years experience in public policy with emphasis on one or more relevant infrastructure sectors; experience in advising government entities is required and experience with the private sector is preferred. The candidate should hold a relevant, recognized university degree. Responsibilities include the following: (v) Support the team leader in the project manager role in developing and producing the TA deliverables. Identify key government, policy, and social issues (incentives, standards, barriers, impediments) facing development of each core infrastructure sector and assist in mitigating these factors within the PPPO process structure. Assess national development plans for core sector infrastructure and identify issues impacting potential project selection, development, and finance for PPP. Review existing project identification, project development, procurement, and negotiation processes used within government entities. Assess current institutional and organizational capabilities among relevant government entities related to PPP. 4. Information Technology Consultant (2 person-months) 9. The candidate should possess 5 or more years experience in designing web-based platforms and infrastructure using industry standard database systems within government and/or private sector organizations. The candidate should posses a relevant degree from a recognized university. Activities include the following: Support the team leader in developing and producing the TA deliverables. Create information technology industry standard specifications for a web-based platform for the PPPO under advisement from the project team. Create information technology industry standard specifications for the MOF PPP unit database and analytics package, with due consideration for seamless integration with the existing government database and information technology systems, under advisement from the project team. Create information technology industry standard specifications for a government web portal for use in supporting the PPP program s communications strategy, under advisement from the project team. 5. Public Private Project Consultant (6 person-months) 10. The candidate should possess 5 or more years experience in a relevant technical, financial, accounting, or commercial discipline; experience with a relevant private sector entity (engineering, banking, accounting, legal firm) is required. Experience in infrastructure sectors is preferred, with strong preference given to experience in project-based transactions. The candidate should be skilled in word processing, Microsoft Excel spreadsheets, and PowerPoint; and hold a relevant, recognized university degree. Activities include the following: Support the team leader in developing and producing the TA deliverables. Support the consulting team in conducting research; developing assessments, models, and processes; and preparing reports and presentations. Assist in coordinating inputs from the government, stakeholders, and executing and implementing agencies under the direction of the consulting team. Support stakeholder forums and training activities performed under the TA.