REPUBLIC OF BULGARIA MINISTER OF TRANSPORT, INFORMATION TECHNOLOGY AND COMMUNICATIONS

Transcription

1 REPUBLIC OF BULGARIA MINISTER OF TRANSPORT, INFORMATION TECHNOLOGY AND COMMUNICATIONS TO ALL INTERESTED PERSONS IN THE PROCEDURE FOR GRANTING A CONCESSION FOR SERVICE FOR THE OBJECT CIVIL AIRPORT FOR PUBLIC USE SOFIA RE: Received questions concerning the procedure for granting a concession for service for the object civil airport for public use Sofia public state property DEAR SIR/MADAM, In connection with questions received from interested party concerning the procedure for granting a concession for service for the object civil airport for public use Sofia public state property, we provide the following answers: ВЪПРОС ОТГОВОР 1. Is the railway line subject to the Agreement with BDZ Tovarni Prevozi EOOD dated 1 December 2013 included in the concession site? If yes, please indicate where in the Concession Agreement this railway line is indicated as part of the concession area. When, on what basis and by what instrument has this railway line ceased to be owned by Sofia Airport EAD? 2. Is there a new agreement entered with BDZ Tovarni Prevozi EOOD or an annex to the Agreement dated 1 December 2013 for extension of its term? 3. Please specify for what activities is the industrial railway branch of Sofia Airport used and what cargo is transported via it. The railway line is part of the facility ("Railway Unloading"), which is described in item of the Documentation and item of the draft concession agreement and is part of the concession object. At present there is no new contract between "Sofia Airport" JSC and "BDZ - Freight services" as well as an annex to the existing contract. 4. Please indicate how aviation fuel is delivered to Sofia Airport. Annex 3 from folder 18

2 5. Please provide layouts indicating the location of the railway line of Manty Co OOD and of the industrial railway branch of Sofia Airport, as well as which land plots it passes through. 6. Is it possible for the concession grantor to procure the establishment of easement right of passage for the entire term of the Concession Agreement through the real estate and the railway line of Manty Co OOD in order to ensure access of the Concessionaire to the public railway infrastructure for the term of the Concession Agreement? 7. Are there elements of infrastructure (cable lines, electricity or gas pipelines, water supply networks, roads, linear infrastructure etc.) owned by Sofia Airport EAD or state property, which are related to the operation and functioning of Sofia Airport, but pass through real estates owned by third parties. If any, please provide a list and layouts of the relevant properties and evidence of establishment of easements in connection with the infrastructure. 8. Please indicate when, on what basis and by which instruments each of the real estates and movables referred to in Decision 264 dated 12 April 2016 of the Council of Ministers were contributed in kind to the capital of Sofia Airport EAD, insofar as the cited decision specifies as a legal ground for its adoption Art. 4(2) of the Implementing Rules of the State Property Act. Please provide evidences in support of your answer. Annex 4 from folder 18 Annex 5 from folder 18 - a sketch of plot After the entry into force of the concession agreement, at the discretion of the concessionaire, the latter may take action in compliance with applicable law, to secure a passage through the property and the line of "Manti Co." Ltd. for the duration of the concession. Gas pipeline - Annex 7.1 from folder 18 - Annex 7.2 from folder 18 Kerosene line - Annex 7.3 from folder 18 - Annex 7.4. from folder 18 - Annex 7.5 from folder 18 - Annex 7.6 from folder 18 - Annex 7.7 from folder 18 - Annex 7.8 from folder 18 - Annex 7.9 from folder 18 With regard to the properties under item by DCN 264/2016: By Decision 264 of , pursuant to art. 4, para. 2 of the Regulation on the Implementation of the State Property Act the capital of the company was reduced by the value of the right of ownership of the property under item 1.1., as with the same value is increased the capital from own funds of "Sofia Airport" EAD. Pursuant to art. 11, para. 3, pt. 1, b. "a" of Decree 56 on Economic Activity by Order N 2

3 9. Please confirm that the list under art of the Concession Agreement indicating the real estates, located over/within the borders of the concession area, but that are outside the scope of the concession, is exhaustive. Please individualise all РД (Ф-7)/ of the Minister of Transport was terminated the activities of the company "Bulgarian Civil Aviation - Balkan" - Sofia and were formed various companies with State property as successors in title of the terminated company, among which are "Sofia Airport", "Balkan Airlines", "Airline Hemus Air", "Varna Airport", "Burgas Airport" and others. According to Annex 5 to the said Order, the company "Sofia Airport" takes the relevant part of the assets and liabilities of the dissolved company "BGA- BALKAN" on its balance sheet as well as other rights and obligations under the separation (the arrangement) protocol. So by a decision of Sofia City Court dated was registered SC "Sofia Airport" with authorised fund of BGN. Annex 8 from folder 18 - Letter reg / of MT; Inventory of annexes to letter / ; Application 1 - redistribution of basic resources of c. BGA - Balkan, on which agreement is reached. With regard to properties under item 2. by DCN 264/2016.: The properties under item 2 of Decision 264 of , the permanently attached to them facilities under item and the buildings under item of the Decision were declared public state properties and are not contributed to the capital of the company. In addition, according to art of the draft concession agreement, the concession site is public state property of the Grantor and in compliance with the Bulgarian legislation the Grantor may grant it to concession. In Decision 419 of 2016 of the Council of Ministers and in the draft concession agreement are exhaustively set out the properties included in the object of the concession, as well as those that can be included in the concession object with an addendum. For the properties under art and art. 3

4 properties under Art of the Concession Agreement (number of real estate, area, location etc.) and provide layouts for them. Please individualise all objects under art and present layouts for the location thereof. Please individualise all objects under art (number of real estate, area, location etc.) and present layouts for them. 10. Does the kerosene line under item of the Concession Agreement pass through foreign real estates and if so through which properties? Please provide evidences for establishing easements on property of third parties (if any) in relation to the facilities under item of the Concession Agreement. 11. Please provide dwg/pdf file of the layout presented in the Data Room as Appendix VI.1-1 of folder No Please provide dwg/pdf file of the graphic part of the Detailed Zoning Plan, approved by Order RD dated 4 November 1999 of the Chief Architect (there is an answer that a digital copy is presented in the Data Room as Appendix VI.1.2 of folder No. 9.1, but such has not been found on spot). 13. Please provide dwg/pdf file of the layout presented in the Data Room as Appendix VI.1.13 of folder No Please confirm that all real estates subject to the concession area are free of encumbrances, mortgages, pledges, foreclosures, limited property rights and / or any other rights and claims of third parties that may hinder or impede of the concession agreement - owned by SE "ATC" information is available for review on the spot under the terms and conditions set out in Section III, item 3.3. of the Documentation for participation in the procedure. Annex 9 from folder 18-1 pcs. CD. The properties under item of the draft concession agreement are set out in Annex 3.10 to Documentation for participation. Annex 10 from folder 18 Annex 11 from folder 18 Annex 12 from folder 18 Annex 13 from folder 18 For the properties included in the concession object there are no disputes, including legal. 4

5 the Concessionaire to exercise and to fulfil its obligations under the Concession Agreement. If there are such encumbrances, rights or claims, please indicate them explicitly and present documents in this regard. 15. Please confirm that all movables that will be subject to the concession, as well as those indicated in Annex 4 to the tender documentation are free from any third parties rights, encumbrances, pledges, attachments, security interests and any other rights and claims of third parties. In case of assets over which there are security interests/rights/claims of third parties, please list them and provide any documents in this regard. 16. In connection with our question about presence/lack of easements on the concession area in favour of third parties, there is a response that such are established in favour of State Enterprise Air Traffic Control in the building of Terminal 1 - a premise with an area of 156 sq. m. for the needs of pre-flight training of crews and 12 sq. m. area technical premises for equipment of the airport surface movement radar. Is there a right in rem in favour of or an agreement concluded with State Enterprise Air Traffic Control and if yes, please provide the latter. Where exactly are located these areas? 17. In the Data Room and with reference to responses to questions, there are documents presented evidencing current or completed construction works, namely: Assignment letters with ref. Nos / ; / ; / ; Technical passport on At present there is no imposed encumbrances on assets - movable assets subject of the concession. According to art of the draft concession agreement, the concessionaire is obliged to provide to control authorities under the Civil Aviation Act, including to ANSPs free use of the premises necessary for carrying out their tasks in the concession object, including to maintain and repair the provided premises. Premises provided for the use of SE "ATC" in the building of Terminal 1: Pre-flight preparations of the crews. It is located in Terminal 1, level 1 "Area C" according to Annex 16.1 from folder 18. Technical premises for the equipment of the airport surface movement radar. It is located in Terminal 1, Departure, fl. 3, according to Annex 16.2 from folder 18. Annex 17.1 from folder 18 (to Annex VI. 4.3.) Building permit РС-102/ , issued by the Minister of Regional Development. 5

6 Object - Extension of De-icing platforms East; Appendix VI.4.3; response to section III. 4 dated 23 August Please provide construction permits and permits for use regarding these objects (if issued). 18. Please confirm that the assets described in Appendices No. 3.7 and 3.8 to the tender documentation are part of the concession site (as defined in Art. 2.2 of the draft Concession Agreement) and explain how exactly the lists of those assets are going to be included in the Concession Agreement. 19. Upon confirmation, that the assets under Appendix No. 3.8 will be included within the scope of the concession, please disclose (i) when, (ii) on which legal ground and (iii) based on which instrument these assets have become public state property (as per Appendix 3.8. these assets are in the inventory book of Sofia Airport EAD as at 30 April 2016). Please provide documents in support of your answer. 20. Please specify the exact number of employees of Sofia Airport EAD (as of today) who will transfer to the concessionaire. Are there any employees of Sofia Airport EAD who will not be transferred? 21. Please confirm that the cable lines subject to the concession (medium and low voltage) and related infrastructure, providing power to Terminal 1 and Terminal 2 does not pass through property owned by third parties. In case that there is such passage right, please provide documents establishing the relevant easements. Annex 17.2 from folder 18 (to Annex VI. 4.3). Permission to use СТ-05-59/ The assets included in Annex 3.7 are declared for public state property by Decision 264/ of the Council of Ministers and are part of the concession object and the assets included in Annex 3.8 are property of DG "CAA", located at Sofia airport and are part of the concession object. The lists describing the assets in Annex 3.7 and Annex 3.8 to the Documentation for participation will become integral part of the concession agreement at the time of its conclusion. Assets included in Annex 3.8 to the Documentation for participation are property of DG "CAA", located at Sofia airport and are part of the concession object. Annex 20 from folder 18. Gas pipeline - Annex 7.1 from folder 18 - Annex 7.2 from folder 18 Kerosene line - Annex 7.3 from folder 18 - Annex 7.4. from folder 18 - Annex 7.5 from folder 18 6

7 22. Please confirm that the cable lines subject to the concession (medium and low voltage) and related infrastructure, providing power to Terminal 1 and Terminal 2 are duly approved and put into operation in accordance with applicable law. 23. Please provide more detailed information and documents concerning electricity supply at Terminal 1 and Terminal 2 and the relationship with CEZ such as: (i) confirmation that the provided agreement with CEZ is the only agreement governing the purchase of electricity (there is some missing information in the document presented in the Data Room); (ii) any disagreements and disputes relating to cable lines, their grid connection and payments for reactive energy. 24. Please indicate what is the actual consumption of gas for the last three years. 25. Please indicate what are the gas line maintenance costs for the last three years. 26. Art of the draft Concession Agreement provides for that in case of early termination of the Concession Agreement due to a reason for which - Annex 7.6 from folder 18 - Annex 7.7 from folder 18 - Annex 7.8 from folder 18 - Annex 7.9 from folder 18 Power cable lines at Terminal 2 are met in accordance with approved projects as it is issued the relevant permit for use and placed in service in accordance with applicable law. Power cable lines at Terminal 1 and the relevant infrastructure have been adopted properly and are in operation in accordance with applicable law. Operating contract for the sale of electricity for economic and social activity / , with "Elektrorazpredelenie- Stolichno" EAD - Annex 22.1 from folder 18 and suppl. agreements / Annex 22.2 from folder 18, / Annex 22.3 from folder 18, / Annex 22.4 from folder 18, / Annex 22.5 from folder 18 with "CEZ Electro Bulgaria" AD account number for MV and account number LV Annex from folder 18 Annex 24 from folder 18 Annex 25 from folder 18 Art of the draft concession agreement reproduces the full text of art. 80, para. 2, pt. 1 of the Concessions Act. Article 80, para. 4 of the CA explains the way of 7

8 the Concession Grantor is responsible, the latter shall owe to the Concessionaire compensation to the amount of the non-refunded expenses of the Concessionaire for investment in the Concession Site. According to the definition in the draft Concession Agreement, Investment shall mean any payment performed by the Concessionaire for the implementation of the respective approved annual investment plan leading to the filing of a long-term tangible and a long-term intangible asset in the balance sheet of the Concessionaire. According to Art. 80, Para 4 of the Concessions Act the refunding of the expenses of the concessionaire for investments covers the own capital with a return rate defined in the financial-economic model and the borrowed capital with its price. Please explain why the return rate is not provided for by Art and could it be set in compliance with Art. 80, Para 4 in connection with Art. 80, Para 2, item 1 of the Concessions Act. 27. Please clarify what is the status of the proceeding under administrative case 1604/2016, panel 51, of Administrative Court Sofia city (initiated under a claim of Bulgaria Air against Decision No / 12 March 2016 of the Directorate General "Civil Aviation Administration")? Please double-check whether this is the correct court case number. Is there a Resolution under the case and is it in force? Please provide it (if any). 28. Please clarify whether there is an appeal against Resolution No under administrative case 1604/2016, 37 panel, of Administrative Court Sofia city (upon claim of the Ministry of Defence against order for approval of cadastral map for a real estate on the territory of Sofia Airport)? Is the Resolution in force? calculating the costs of the concessionaire for investments made under art. 80, para. 2, pt. 1 of the CA. In this sense is the text of art of the draft concession agreement. The case is 3444/2016 and it is heard at first instance by the Administrative Court Sofia city. The hearing is scheduled for , the date until which are waiting to have drafted judicial accounting expertise. Resolution 3208 by adm. case 1604/2016, 37 panel of the AC - Sofia City was not appealed by the MD and has entered into force. 8

9 29. Please clarify what is the status of the proceeding for appeal of the Order of the Executive Officer of the Geodesy, Cartography and Cadastre Agency for approval of cadastral map for real estate No ? Is this Order already in force? 30. According to Appendix No. 13, item 17 of the draft Concession Agreement one of the measures for reduction of the negative impact of the airport on the environment is the approval of a Hygiene Protection Zone (HPZ) of Sofia Airport in accordance with the applicable procedures in view of the noise created by the aircrafts in order not to allow propagation on residential territory within HPZ. According to the information provided so far under the terms and conditions laid down in Section III, item 3.3 of the Tender Documentation such Hygiene Protection Zone has already been approved in 2001 / 2002 and the respective measures have been implemented for noise prevention. Could you please clarify the current status of the HPZ of Sofia Airport? If there already is an approved HPZ of the Sofia Airport, could you please confirm that item 17 of Appendix 13 of the draft Concession Agreement is devoid of purpose and should be removed from the draft Concession Agreement. Are all mandatory noise prevention measures in the HPZ of Sofia Airport (and more specifically in the residential zones nearby the Sofia airport) fulfilled as at the moment? Might there be any new or higher requirements for noise prevention introduced in the future (for example, as a result of Sofia Airport reaching 50 thousand movements per year and qualifying as major airport under the Law on Noise Protection in the Environment), then leading to new investment requirements to be Real estate is public state property. The information will be requested and then submitted for review in the information room in MTITC. Hygiene Protection Zone (HPZ) around Sofia Airport (HPZ) is established in 2001 based on hygiene requirements for health protection of the urban environment and standards for permissible noise limit in residential areas. The determination of the HPZ was commissioned by DG "CAA" in the implementation of issued by MEW Decision on EIA No 20-5 / 2001 on the construction of a new runway system. The HPZ covers territory within a noise contour of 60 db (equivalent level), based on the estimated traffic and anticipated aircraft types that will use the new runway at Sofia Airport in , after its placing in service. Thus the determined HPZ is coordinated by the Ministry of Health in a letter ПСК-00305/ , Annex 30. The conditions set to Sofia Airport in the agreed document are met. The rate of traffic currently gives grounds to conclude that the airport will become a "main airport" within the meaning of PFENА at the end of 2016 and in this respect the requirements of Chapter Two of PFENА in terms of developing a strategic noise map and an action plan will be binding on him. Possible future measures to reduce and prevent noise will descended from the action plan developed on the bases of the approved by the Minister of Health strategic noise map. The text of item. 17 of Annex 13 of the draft concession agreement is amended as follows: "To develop (and approve) duly a strategic noise map for the Sofia airport once it has become a "main airport" under the Protection From Environmental Noise Act". According to Art. 16б of the Ordinance on fees for the use of public airports and air navigation services in the Republic of Bulgaria, airport operator collects noise fee, which includes the cost of events for limitation of the harmful effects on the environment. 9

10 implemented by the Concessionaire? 31. Has the decrease of the capital of Sofia Airport EAD (in relation to Order РД / ) registered in the Trade Registry. If yes please provide evidences. If not please provide legal arguments why such registration in the Trade Registry has not been required. 32. Please provide the Protocol for delivery and acceptance dated supplement to the protocol dated between Sofia Airport EAD and Civil Aviation Administration. 33. Appendix 7 of Folder 15 is not available in the DR please provide it. 34. Please provide the combined layouts under Appendix 1 and 2, cited in Resolution of the Council of Ministers. 35. Appendix 9 of folder 15 - deeds of public state property provided are related only to buildings, but not to the land. Please provide title document for state property regarding real estate Are the buildings and specified in deed for public state property or issued in 1986? If yes please specify which are these buildings? If not please provide title document regarding these buildings. Please provide certificate for identity between the real estates, specified in p of the Concession agreement and the respective real estates, subject to deed for state property and issued in Why the gas pipeline and the kerosene pipeline are recorded as ownership of Sofia Airport EAD as per the Inventory book of the company as of August 2016? Are not they public state property? Annex 31 from folder 18 - a copy of the Order РД / Annex 32 from folder 18- a copy of protocol for reception and transmission of the fixed assets owned by DG "CAA" for the use and management of "Sofia Airport" EAD. Information will be available for review after its presentation by Sofia district administration. They are provided in folder 16. According to item of the Documentation and item of the draft concession agreement in the concession object is included facility located on LP According to art of the draft agreement, the land plot on which the facility is located can be included to the object of the concession with an addendum. In АДС 13655, item 3 specifies - Railway unloading area with a total of 30 square meters. Buildings are serving and have been included in the balance sheet of the company as a facility. In РМС 264/ it is recorded in item and in РМС 419/ in point as a facility. Facilities are not to be registered. The pipeline and kerosene line are not owned by "Sofia Airport" EAD and are not kept in the inventory to the company in August 2016 They are public state property and are registered in the inventory records of DG "CAA" and MTITC. The available record for Sofia airport is only about location. 37. Please provide Resolution under art

11 of the Protection of Agricultural Lands Act for change of the agricultural lands status, specified in Resolution КЗЗ-8/ Please clarify in which real estate of the concession area is land 123, with area sq. m., subject to notary deed 118, volume XL, case No. 8928/ , income reg. No located? Why buyer under this deed is Sofia Airport, but not the state? 39. Please provide evidences for payment of the compensation in favour of the owners of expropriated real estates according to the Resolutions of the Council of Ministers specified in Appendix 3 of folder 14. Annex 37 from folder 18 - Decision 860 of the Council of Ministers of December 28, 2001 to resolve design and construction on agricultural land sites for state needs. The part of LP 123 (in old Cadastre), which is part of the concession object is part of LP with identifier , for which is composed an АПДС 09133/ The resting part is LP with identifier and is quoted in item of РМС 419/20 May For the deal is available Order РД / , which orders to "Sofia Airport" EAD to purchase the property said at this point. Annex 38 from folder 18- a copy of the Order РД / The financial documents for the payment of compensations for property expropriated for the construction of the new airport are located at: District administration - Sofia city, for the properties acquired through notarial agreements between the Governor and the person owner - they will be requested and then made available for review in the information room in MTITC; District administration - Sofia city, for the properties paid under SCC decisions - they will be requested and then made available for review in the information room in MTITC; "Sofia Airport" EAD, for the properties paid after the amendment of SPA of Having in mind the specificity of this information, the access to the same will be provided in the administrative building of "Sofia Airport" EAD. The review will be done after a previously submitted request under the terms set in Section III, item of the Documentation for participation in the procedure and the review of documents can be combined with carrying out inspection of the site. 11

12 40. Please confirm that all the compensations in favour of the owners of all expropriated real estates, located on the on cession area, have been fully paid. 41. In respect of the agreement with State Agency State Reserves and War-time Stocks and the liability provided in it for the warehouse keeper, please clarify what materials, in what quantity and at what value are being kept by Sofia Airport under this agreement and what is their location in the territory of the airport? Would it be possible to change this location during a potential future expansion of the airport? 42. Will the concessionaire be obliged to accede to or replace Sofia Airport EAD in the agreements under items , and of the concession documentation, as well as in any other agreements outside those explicitly included in item of the tender documentation (e.g. the agreement with SA "State Reserves and War-time Stocks")? 43. Has the term of the agreement with Center for City Mobility of August 26, 2015 been extended and if yes until when? If a new agreement with the same subject matter has been entered into please provide that in the data room. To all owners who have proved legitimate ownership and have provided the required documents, are paid the compensations. According to the Ordinance on the terms and conditions for organizing activities on state reserves and wartime stocks, the information on state reserves and wartime stocks is protected in accordance with the requirements of the Classified Information Protection Act. The indicated category agreements are available for review at the ministry and they contain specific conditions for their termination. The insurance policies should not be terminated early because one of the conditions for entry into force of the concession agreement is that the concessionaire enters into them. In reference to the contracts for ground handling, the concessionaire may intervene in the rights and obligations of "Sofia Airport" EAD or enter into new contracts for ground handling so as to ensure the performance of ground handling activities at the airport (after obtaining the appropriate license) according to Section II, item of the Documentation for The concessionaire, depending on the specific characteristics of each contract will be able to implement the options settled in item of the Documentation for participation for arranging the contractual relationship in which "Sofia Airport" EAD has intervened before the entry into force of the concession agreement. Annex 43 from folder 18 - Contract 100-Д effective from until