DEVELOPMENT OF CONVENTION CENTRE WITH GUEST ROOMS & SPA AT SHILPARAMAM, TIRUPATI ON PPP BASIS BID SUMMARY. October 2018

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1 DEVELOPMENT OF CONVENTION CENTRE WITH GUEST ROOMS & SPA AT SHILPARAMAM, TIRUPATI ON PPP BASIS BID SUMMARY October 2018 Andhra Pradesh Shilparamam Arts, Crafts & Cultural Society (APSACCS) Vijayawada, Andhra Pradesh

2 Bid Summary for Development of Convention Centre with Guest Rooms & SPA at Shilparamam, Tirupati on PPP basis Project Details 1 Project Title Development of Convention Centre with Guest Rooms & SPA in Shilparamam, Tirupati, Andhra Pradesh on PPP Basis 2 Authority Andhra Pradesh Shilparamam Arts, Crafts & Cultural Society (APSACCS), Vijayawada, Andhra Pradesh 3 Project Site 2.66 acres of land in Sy. No. 571/3 of Shilparamam, Tirupati 4 Minimum Development Obligations (MDOs) 5 Minimum Performance Obligations 6 Other Obligations / Conditions The Site is adjacent to Fortune Grand Hotel Convention Centre & Guest Rooms Within Twenty-Four (24) months of the Agreement date, following shall be implemented: Multi-purpose, air-conditioned Main Hall (with the ceiling of minimum 15 feet high; area of min. 15,000 sq ft and to accommodate minimum 1500 persons in theatre-style seating) 10,000 sft Dinning Hall with Kitchen This multi-purpose hall shall have no fixed seating and shall be with partitions for conducting multiple events simultaneously The multi-purpose hall must be capable of hosting Exhibitions in full or in part 40 Guest Rooms of 2 Star equivalent category with Restaurant & Spa Parking to cater the above facilities (As per applicable norms) The developer shall adopt the relevant designs/themes of the Shilparamam for building the facilities to maintain the aesthetics and visual appeal. The Developer is required to maintain the Guest Rooms as equivalent to 2 Star Category during the Concession Period Providing 15 Room Nights of Guest Rooms in a month to APSACCS or its nominated agency, free of cost Providing Convention Hall to APSACCS or its nominated agency in case of requirement for organizing State Government functions/events, during the entire Operations Period, subject to availability with a limitation of 15 days in a year, on payment of charges only towards the (i) variable cost incurred on utilities like electricity & water etc, and (ii) food & beverages as per applicable rates. Adopt Water Conservation, water recycling & reuse, rainwater Development of Convention Centre & Guest Rooms in Shilparamam, Tirupati on PPP Basis 1

3 7 Estimated Project Cost 8 Development Controls Regulations & Implementation Structure 9 Implementation Format 10 Concession Format 11 Institutional Structure for Implementation harvesting, zero discharge of waste water and storm water; and also incorporate Energy efficient designs & utilities; The Convention Centre & Guest Rooms shall be continued to be utilized for the purpose of events and functions only. Under no circumstances shall these facilities be converted for commercial or residential or any other purposes other than conventions and exhibitions Maintain high quality services at the Convention Centre & Guest Rooms to attract the best of the events. The Project shall be user friendly and provide eased access to differently able persons to all the project facilities in accordance with Persons with Disabilities Act, 1995 with subsequent amendments and UN Convention for Rights of Persons with Disabilities (UNCRPD). All the applicable statutory approvals and clearances from the state, centre etc., is the responsibility of the Concessionaire. Estimated Landed Project Cost for development as per the MDOs is Rs Cr. However, there is no restriction on higher investments based on the Concessionaire s market assessment subject to applicable development controls. (Estimated Project Cost includes the Pre-Construction and Construction Costs, Project Development Fees, Lease Rentals & Interest During Construction etc.) The proposed developments needs to be executed as per the following development controls & regulations: G.O. Ms. No. 119, MA&UD, dt issued by Municipal Administration and Urban Development Department, GoAP Any other rules/ regulations of State, Central & Local Governments & Authorities applicable at the time of implementation Public Private Partnership (PPP) Build, Operate and Transfer ( BOT ) Formation of Special Purpose Company (SPC) under the Companies Act, 2013 by the Preferred Bidder (Sole Bidder/ Consortium as a whole) Development of Convention Centre & Guest Rooms in Shilparamam, Tirupati on PPP Basis 2

4 12 Concession Period 33 Years (including Construction Period) from the date of execution of Concession Agreement. Where the developer is complied with all the terms and conditions of the concession and lease agreement, he shall be eligible for an automatic extension. The terms of the next lease will be determined by the policy prevailing at that point of time. 13 Lease Period 33 Years and co-terminus with the Concession Period. 14 Project Completion Period Eligibility Criteria MDOs shall be completed within Twenty Four (24) months from the date of signing of Concession Agreement 15 Technical Criteria The Sole Applicant or any one of the members of the Consortium (not more than two), shall meet following conditions to meet the technical experience: (a) In case of sole bidder, the sole bidder shall have to meet the technical and financial eligibility requirements (b) In case of consortium, the consortium members shall together meet the technical and financial eligibility requirements through any one of the below mentioned models: i) The lead member of the consortium shall qualify the financial eligibility requirement and the other member of consortium shall qualify the technical eligibility requirement mentioned in the bid document (OR) ii) The lead member shall qualify (minimum) 50% of the financial eligibility requirement and other member shall qualify (minimum) 50% of the technical eligibility requirement. (c) The Sole Bidder / Lead Member or the other Member of the Consortium shall have development or construction experience in executing projects (eligible project) worth Rs. 42 Cr, i.e twice the estimated project cost. i) All the eligible projects shall have been executed in past 10 (Ten) years from the date of issue of bid document. ii) Only such projects are considered eligible where the project cost is at least Rs Cr, i.e. 20% of the estimated project cost. Here, the Eligible Projects shall mean: Development of Convention Centre & Guest Rooms in Shilparamam, Tirupati on PPP Basis 3

5 At least 50% of criteria for project experience should be met through Hotels, MICE, Resorts etc. projects where as rest can be met through all other core sector projects such as roads, buildings, ports, telecom, water supply etc. 16 Financial Criteria The Bidder (Sole Bidder or the Consortium) [subject to terms hereof] shall have the following financial eligibility criteria for submission of RFP - A. Minimum Net Worth (Subscribed and paid up Share Capital + Reserves and Surplus) (Revaluation Reserves + Miscellaneous expenditure not written off + Deferred Revenue Expenditure + Deficit in P & L Account if any) of the sole bidder / the Consortium should be at least one fourth of the estimated project cost i.e. Rs Cr. B. The net worth should be certified by the statutory auditor / Chartered Accountant (CA). 17 Qualifications through Affiliates (If any) The Bidding Company (in case of a single bidder)/ Consortium Member can draw upon the Technical Experience and Financial Capability of one or more of its Affiliates. In either case, the ownership relation between the Bidder and the Affiliate(s) must be explained. For purposes hereof, Affiliate means with respect to a specified Person, any Person which is a holding company or subsidiary of such specified Person, or any Person which directly or indirectly, (a) owns or controls such specified Person, (b) is owned or controlled by such specified Person, or (c) is owned or controlled by the same Person, who, directly or indirectly, owns or controls such specified Person. For the purposes of this Document, the terms "holding company" and "subsidiary" shall have the meaning ascribed to them under Section 2 of the Companies Act, 2013 and the term "control" shall mean: (a) control over the composition of majority of board of directors of a company; or (b) control of more than 50% (fifty percent) of the voting shares of such Person (c)and with respect to a Person which is not a company or corporation, the power to direct the management and policies of such person, whether by operation of law or by contract or otherwise. 18 Lock In Period Lock In period is defined as a period of two years post Commercial Date of Operations (CoD). Commercial Date of Development of Convention Centre & Guest Rooms in Shilparamam, Tirupati on PPP Basis 4

6 Operations is the date on which the project is open to tourists/customers on a commercial basis, after due testing, trial running and commissioning. In case of sole Bidder, it shall retain minimum of 51% as equity contribution in the SPC/SPV throughout the lock in period In case of consortium, the total equity contribution put together by both the consortium members shall not be less than 51% throughout the lock in period. Bid Conditions 19 Annual Lease Amount Further, the equity contribution from lead member of the consortium shall not be less than 26% throughout the lock in period and equity contribution from second member of the consortium shall not be less than 10% throughout the lock in period. Annual Lease Amount will be the amount quoted by the successful bidder in their financial proposal. The land lease would begin from the date of possession of land is handed over to the successful bidder / developer. The Concessionaire shall pay Annual Lease Rentals to the Authority during the Concession Period of 33 years. The Reserve Lease Rental for the base year is Rs. 54, 07,080/- i.e. 2% of basic market value of the land (2.66 acres (12874 sq. Rs. 21,000/ sq. yd). Bidders need to quote over and above Rs. 54, 07,080/- for the first year of lease. The Annual Lease Rental shall be incremented by 5% every year for the entire Concession Period. Applicable taxes, including the GST on the above shall also be paid by the Concessionaire 20 Revenue Share The Concessionaire shall be required to pay an amount equivalent to 2% of the Project Revenue, commencing 10 th year from the date of Signing of the Concession Agreement, until the expiry of the Concession Period. 21 Advance Lease Rentals Concessionaire shall pay Interest Free Advance Lease Rentals, an amount equivalent to three months Lease Rentals (of First Year) to the Authority. Development of Convention Centre & Guest Rooms in Shilparamam, Tirupati on PPP Basis 5

7 Applicable taxes, including the GST on the above shall also be paid by the Concessionaire. 22 Bid Parameter The bid parameter will be the annual land lease amount quoted by the bidders. The annual land lease rent fixed for tourism projects is equal to 2% of the basic market value of the land (Upset Price). The Reserve Annual Land Lease Rent ( Upset Price ) fixed for this project for the first year is Rs. 54, 07,080/-. Bidder quoting highest annual land lease rent (over and above the reserve amount to be quoted in INR) shall be awarded the project. The Annual Land Lease Rent shall be incremented by 5% every year. Applicable taxes, including the GST on the above shall also be paid by the Concessionaire. 23 Bid Validity 180 days from the date of Bid submission 24 Bid Security Rs lakhs (Rupees Twenty One Lakhs only) in the form of either Demand Draft or unconditional and irrevocable Bank Guarantee from a Nationalized/ Scheduled Bank (excluding Cooperative Banks). 25 Validity for Bid Security as BG Bid Submissions 240 days from the Bid submission date, inclusive of a claim period of 60 (sixty) days 26 Bid Submissions Bids shall be submitted in two sealed envelopes, both put together in an Outer Envelope as following Envelope 1: Technical Bid Envelope 2: Price Bid 27 Outer Envelope 1. Appendix A1: Covering Letter; 2. Appendix A2: Checklist of Submissions; 3. Appendix A3: Letter for submitting the DD or Bank Guarantee for Bid Security of Rs lakhs (Rupees Twenty One Lakhs Only); 4. Appendix A4: Letter of Undertaking; 5. Appendix A5: Commitment to pay Quarterly Lease Rentals along with the Performance Security Bank Guarantee; 6. Appendix A6: Consortium Agreement; 7. Appendix A7: Power of Attorney for Appointing the Lead Member; 8. Appendix A8: Power of Attorney for the Bid Signatory; 9. Appendix A9: Statement of Legal Capacity; 10. DD towards Processing Fee of RFP - INR 25, Signed RFP document along with Addendums if any Development of Convention Centre & Guest Rooms in Shilparamam, Tirupati on PPP Basis 6

8 28 Envelope 1: Technical Bid 29 RFP Document Fee 30 Envelope 2: Price Bid Bid Evaluation & LoI Bidders are required to submit Technical Bid in Envelope I of the Bid submission as detailed in RFP. The documents required to be submitted are as below: Capability Statements: For Experience Criteria Proof of Project Completion of Development/ Construction Experience For Financial Criteria Audited Annual Accounts of last three financial years. Statutory Auditor s Certificates regarding financial details. Project Undertaking: An undertaking to comply to the following requirements as specified in RFP: 1. The Minimum Development Obligations and other Obligations as indicated in the Section I of RFP; 2. The Technical Specifications and the Performance Standards etc. as stipulated in the RFP; 3. Any other regulations as may be applicable. Note: The above details are to be submitted as per the formats given in the Section II of the RFP document. Rs. 25,000/- (Rupees Twenty Five Thousand only) through a DD, drawn from Nationalized/ Scheduled Bank in favor of Andhra Pradesh Shilparamam Arts, Crafts & Cultural Society and payable at Vijayawada. The bidders shall be required to submit their Price Bids in the format as provided in the RFP Section II duly filled. 31 Bid Evaluation Outer Envelop : Mandatory Compliance Envelope 1: Compliance - Pass/Fail Envelope 2: Highest Quote of Lease Rental over the reserve amount for the first year of concession/lease. 32 Letter of Intent Letter of Intent (LoI) will be issued to the Preferred Bidder after approval of the project by competent authority of AP SACCS. Within 30 days of issuing LoI, the preferred bidder need to fulfill the LoI conditions and enter into Lease & Concession Agreements. 33 Performance Security construction period) (for Successful bidder shall furnish a performance bank guarantee of 2.5% of the estimated project cost i.e. Rs. 52, 50,000/- (Rupees Fifty Two Lakhs Fifty Thousand Only) to the Authority upon receipt of Letter of Intent and before the signing of development and lease agreement (as per the format prescribed as part of the Development of Convention Centre & Guest Rooms in Shilparamam, Tirupati on PPP Basis 7

9 34 Project Development Fees 35 Signing of Concession Agreement Other Details 36 Review of Project during Construction 37 Bank Guarantee towards Lease Rentals (for operations period) Important Dates 38 Downloading the RFP 39 Pre-bid Conference RFP). The Performance Guarantee will be released to the Concessionaire once the Project Completion is achieved as per the MDOs. The validity of Performance Guarantee shall be Three (03) Years. Successful bidder will have to pay a non refundable project development fee equal to 1% of the estimated Project Cost i.e. Rs Lakhs plus applicable taxes to the APSACCS in the form of Demand Draft. This will be payable along with the performance bank guarantee. Signing of Concession Agreement shall be executed not later than 30 days upon meeting the following LoI conditions: 1. Submission of irrevocable and unconditional Performance Security (Bank Guarantee) as mentioned in the RFP. 2. Payment of Project Development Fee and Three Months Advance Lease Rentals in accordance with the terms hereof and the LoI, along with the Performance Bank Guarantee. 3. Incorporate a Special Purpose Company (SPC) under the Companies Act, 2013 for exclusive implementation of this project. An Independent Engineer shall be appointed by the Authority to review the project during the Construction Period. However, the remuneration of the Independent Engineer shall be reimbursed by the Concessionaire to the Authority. The Concessionaire shall be required to provide a Bank Guarantee (BG) as security for the payment of the Lease Rentals on achieving Commercial Operation Date & before release of construction period Performance Security. Such BG shall be equivalent to the Lease Rental to be payable by the Preferred Bidder for the 5 th year of Concession Period. Thereafter, the Concessionaire shall submit fresh BGs once in every three years, as mentioned in the RFP, until the end of the Concession Period. RFP document can be downloaded from from :00 Hrs (IST) on at Andhra Pradesh Shilparamam Arts, Crafts & Cultural Society, Plot No. 56, H.No /18/C, Road No. 2, Loyola College Road, Central Excise Colony, Gunadala, Vijayawada Due Date for 15:00 Hrs (IST) on at Andhra Pradesh Shilparamam Development of Convention Centre & Guest Rooms in Shilparamam, Tirupati on PPP Basis 8

10 receipt of Bids 41 Date and Time of Opening Bids Arts, Crafts & Cultural Society, Plot No. 56, H.No /18/C, Road No. 2, Loyola College Road, Central Excise Colony, Gunadala, Vijayawada :30 Hrs (IST) on or any other date intimated from time to time. Note: Amendments/Addendum/Corrigendum, to the RFP if any, shall not be advertised in newspapers, but shall be posted on the websites: Development of Convention Centre & Guest Rooms in Shilparamam, Tirupati on PPP Basis 9