CHAPTER-1 NOTICE INVITING PROPOSALS The Governor, Himachal Pradesh invites proposals from Eligible Bidders for the

implementation of the following Identified Hydro-electric Projects, in Private Sector on Build, Own, Operate and Transfer (BOOT) basis:Sr. No. Name of Projects Installed capacity District River/ Basin

PART-I PROJECTS WHERE PFRS/ DPRS PREPARED BY HPSEB ARE READY:1 2 3 4 Suil Jangi Thopan Powari Kilhi-Bahl Gondhala Sub Total: Tinget Dugar Purthi Lara Sumta Rashil Tandi Patam Sumte Kothang Sub Total: 13 MW 960 MW 7.5 MW 88 MW 1068.5MW 81 236 300 104 102 104 60 130 1117 MW MW MW MW MW MW MW MW MW Chamba Kinnaur Kangra Lahaul & Spiti Suil / Ravi Satluj Beas Chenab

PART-II PROJECTS WHERE FEASIBILITY IS TO BE ASCERTAINED BY IPPS:5 6 7 8 9 10 11 12 Lahaul & Spiti Chamba Lahaul & Spiti Kinnaur Lahaul & Spiti Lahaul & Spiti Lahaul & Spiti Kinnaur Chenab Chenab Chenab Satluj Chenab Chenab Chenab Satluj

Grand Total: 2185.5 MW The Eligible Bidder shall mean any entity which can qualify as a generating company as defined in Electricity Act 2003 Part I Section 2[28] or which would be able to qualify as above on completion of the project [This would imply that any company or body Corporate or association or body of individuals, whether incorporated or not or artificial juridical person would be eligible.] A. GENERAL CONDITIONS 1. Bidders shall be required to submit Technical-Bids and Price-Bids on the Format appended in the Bid Document in two separate envelopes super-scribed with Technical-Bid and Price-Bid .

2. In the Price-Bid , the Bidders would be required to accept to pay a fixed upfront premium of Rs.20,00,000/- (Rupees Twenty lakh) per Mega Watt capacity of the Project and Additional Free Power at a uniform percentage rate of the deliverable energy in all three time-bands of Royalty charges during the operation period of the Project to the Government of Himachal Pradesh over and above the royalty charges of (12%+1%), (18%+1%) & (30%+1) of the deliverable energy upto 12 years(1st timeband), next 18 years(2nd time-band) and balance 10 years(3rd time-band), in lieu of this concession. Note: i). Additional Free Power Royalty of 1% from the Hydel Power Projects would be provided and earmarked for a Local Area Development Fund(LADF) as per the notification issued by the Govt. of H.P. ii). The tariff would be determined by the appropriate regulatory commission in accordance with the rules and guidelines prevailing at that time. As on today only (12%+1%) free power is allowed to pass through tariff. Therefore additional free power/upfront premium would have to be paid for from earning out of merchant sale or own resources of the developer. 3. The Bidders shall be required to deposit a Financial Bid Security sum of amount equivalent to 5% of the total upfront premium payable for the project (@ Rs. 1.0 Lakh per MW) in shape of DD/Banker s Cheque subject to a minimum of Rs.10.00 Lakh per project, to be deposited along with the Technical Bids. This amount shall be retuned back without any interest to all those Bidders who will be found non-eligible for participation in second stage after opening of the Financial Bids. However, the Pre-qualified Bidders except the highest bidder, who wish not to participate in further process can also seek refund after opening of Financial Bids. The amount shall be returned back to the Bidders without any interest immediately after the project is allotted which will be determined by deposition of the Ist instalment of the fixed upfront premium by the successful bidder. In case of the successful bidders, the amount deposited on this account shall be adjusted in the first instalment of upfront premium payable at the time of signing of PIA for the allotted Project. 4. After Evaluation of Bids, a Letter of Intent (LoI) shall be issued to the successful Bidder inviting him to deposit the fixed upfront premium of Rs. 20.00 lakh per MegaWatt capacity of the project, in following two installments :i. First Installment comprising 50% (less 5% amount deposited as Bid Security) amount of total fixed upfront premium payable for the project, shall required to be deposited within 30 days from the date of issuance of Letter of Intent. ii. Immediately after deposit of first installment, a Letter of Allotment shall be issued. to the successful Bidders asking them to sign a Pre Implementation Agreement with the Government of Himachal Pradesh for achieving various benchmarks and

submission of final DPR. The draft Pre-Implementation Agreement is attached at Appendix-II iii. Second Installment comprising balance 50% of total fixed upfront premium shall required to be deposited within a period of 12 months from the date of issuance of Letter of Allotment. 5. In case the highest bidder fails to deposit the full amount of Ist installment of the upfront premium within the stipulated time period or if the highest bidder willfully withdraws his application, the Govt. will be free to offer the project to the other applicant as follows: i). The offer will be sent to other applicant who have been found prequalified for allotment of this project to match the bid given by the highest bidder. If one or more of the prequalified applicants agree to match the highest bid in writing, the project will be offered to that bidder whose original Financial bid was the highest. This bidder will be given 30 days time to deposits the full amount of Ist installment of the fixed upfront premium.

ii).

iii). If the successful bidder fails to deposit this amount within the time allowed, the offer will be made to the next highest bidder in the original bid if he has offered to match the Highest Financial bid and again 30 days time will be given to deposit the full amount of the 1st installment of the upfront premium. This process will be continued till the 1st installment of the upfront premium is received or till all those who offered to match H-1 are covered. iv). If H-1 does not deposit the 1st installment of the upfront premium and none agree to match H-1 or no one actually deposits the 1st installment of the upfront premium, the Govt. of H.P shall have right to cancel the bid/tender and may take decision to re-advertise or otherwise as it may deem fit but the project will not be allotted to any one of the bidders. Any bidder who is offered the project for allotment but does not deposit the Ist installment of the upfront premium within the stipulated time period, will face forfeiture of Bid-security deposited by him.

v).

6. The Price-Bid shall not be opened with the Technical-Bids . All the envelops containing the Price-Bids , shall be placed in a separate envelop which shall be sealed and then signed by the Bid Opening Committee in the presence of the Bidders or their authorized representative who may wish to be present. 7. The Technical-Bids of the Bidders shall be scrutinized and evaluated for prequalification and the Price-Bids of only those bidders shall be opened who are prequalified.

8. The Technical-Bids in response to the advertisement should be accompanied by a non -refundable processing fees @ Rupees One Lac (Rs 1,00,000/-) per MW subject to maximum of Rupees Ten Lakh (Rs 10,00,000/-) per Project applied for. The payment shall be made through Bank Draft/Bankers Cheque in the name of Chief Engineer (Energy), Directorate of Energy, Govt. of HP, Shimla(HP)-171002 drawn on any scheduled bank at Shimla. Bids not accompanied by processing fee are liable to be rejected forthwith. 9. The amount of fixed upfront premium payable by the successful bidder and the processing fee shall not form part of the project cost in the DPR, which shall be borne by the Developer. 10. The Bidders should have strong financial and technical base with adequate free investible reserves and surpluses and requisite technical capability necessary for the development of the above Hydro Electric Projects. 11. A Bidder who has purchased a Bid Document in one Company s name and submit the Bid Document in other Company s name will not be considered. Similarly a person or a Consortium who has purchased a Bid Document for one Project and submit the Bid Document for another Project will not be considered. 12. The Bidder, who has purchased a Bid Document and submit the Bid Document in Consortium/Joint Venture, must be the lead partner in the Joint Venture/ Consortium with the highest equity stake not less than 26% otherwise their Bid will not be considered. 13. Interested parties can submit Bids for one or more Projects. One Bid Document purchased will hold good for submission of Bid for only one Project. The Bids as well as the Processing Fee shall be submitted separately for each Project applied for. 14. The selection process will be in two stages. In the first stage the Technical Bids submitted by the Bidders shall be scrutinized and evaluated for Pre-qualification. The Bids shall be assessed on the basis of following two criteria viz. Financial Strength & Technical Strength.. The following shall be the qualifying parameters for eligibility1. Financial Strength:For evaluation purpose, the Net Worth of a Bidder as a Company or a Consortium/ Joint Venture of Companies or a Corporation, shall be assessed on the basis of proportionate equity participation by each constituent members in accordance with the following two parameters by considering financial position as depicted in the duly audited Balance Sheets and Profit & Loss accounts for the FY 2008-09, 2007-08 & 2006-07 in original/ certified copies submitted in original/ certified true copies of the respective Companies. Note:All eligible bidders who are not registered as companies under the Companies Act 1956 are also required to submit their audited Financial Statements in same manner and same formats required under the act for a registered Company. 4

i.

Net Worth = Equity (paid up share-capital) (+) Reserves & Surplus (excluding Re-evaluation Reserves & Deprecation Reserves) (-) Intangible assets like, good will patents, deferred revenue expenditure, preliminary expenses or preoperative expenses to the extent not written off fully, losses including past losses etc.) 1. For Projects involving a capital expenditure upto Rs. 1000 Crore, the Net-worth should not be less than 25 % of the total cost of the Project:(assuming per MW cost of the project = Rs. 6.0 crores) Only such bidders will be eligible to be considered for second stage of biding process who possess Net Worth in crores for the latest Financial Year 2008-09, at-least equivalent to one and half times the installed capacity in mega-watt, of the Project applied for.
Illustration:For a 10 MW Project the Net-Worth should be at least Rs. 15 crore (i.e Rs 1.5 crore/MW)

2. For Projects involving a capital expenditure exceeding Rs. 1000 Crore, the Net-worth should not be less than 15 % of the total cost of the Project:( assuming per MW cost of the project = Rs. 6.0 crores) Only such bidders will be eligible to be considered for second stage of biding process who possess Net Worth in crores for the latest Financial Year 2008-09, at-least equivalent to point nine(0.9) times the installed capacity in mega-watt, of the Project applied for.
Illustration:For a 1000 MW Project the Net-Worth should be at least Rs. 900 crore (Rs. 0.9 crore/MW).

ii.

Profit after Tax: For evaluation purpose, the Profit after Tax of a Bidder as a Company or a Consortium/ Joint Venture of Companies or a Corporation, shall be assessed on the basis of proportionate equity participation by each constituent members in accordance with the following parameters by considering financial terms as depicted in the duly audited Balance Sheets/audited financial statements, for above defined three consecutive years submitted in original/ certified true copies by the respective Companies. Only such bidders will be eligible to be considered for second stage of biding process who possess a cumulative profit after tax (in crore) for the last three consecutive years totaling to at least a crore, where a shall be equivalent to 25% of the installed capacity in mega-watt, of the Project applied-for.

Illustration:- For a 10 MW Project the cumulative Profit After Tax for last three years should be at-least Rs.2.50 Crore.(i.e Rs. 0.25crore/MW) 2. Technical Strength:Only such Bidders will be eligible to be considered for second stage of bidding process who possess any of the following three technical strength criteria:a). In case of Bidders who are in the business of Power Generation: i. ii. Developer/ Owner of x no of megawatts;
(OR)

Contractor with y amount of turnover;

(OR)

iii. Consultant in z no of megawatts. x shall be equivalent to the one fifth of the installed capacity in mega-watt of the Project applied for. y shall be equivalent to two times the installed capacity in mega-watt of the Project applied-for in crores in INR. z shall be equivalent to the half of the installed capacity in mega-watt of the Project applied for.
(OR)

b).

Those in consortium with partner having not less than 26% equity stake meeting above criteria.
(OR)

c).

Those with MOU with consultants meeting double of criteria as per (a) (iii) above i.e. twice the z no of megawatts.

A Bidder, who has the above financial and technical strength, will be considered as pre-qualified/eligible for participation in second stage of the bidding process. In the second stage, Price Bids of the Pre-qualified Bidders will be opened on specific date (which shall be intimated to all pre-qualified bidders) in presence of the eligible bidders or their authorized representative(s) who are willing to be present. 15. The Govt. of Himachal Pradesh reserves the right of equity participation upto 49% on selective basis, in the above Projects. 16. The Developer shall be free to dispose of such power as remains after meeting commitments of royalty in the shape of Free Power and Additional Free Power, upto maximum of forty percent (40%) of deliverable energy through merchant sale. The State Govt. shall have right of first refusal on sale of such power as remains after 6

meeting commitments of royalty in the shape of Free Power, Additional Free Power and Merchant sale of power, on the tariff to be determined by the appropriate regulatory commission. The state Government s. right of first refusal shall be decided and conveyed immediately after grant of Techno-economic Clearance(with in 20 days) 17. Incentive for early commercial operation of the project and disincentive for delayed commercial operation of the project will be applicable as per the Terms & Conditions mentioned in the Bid Document. 18. The Developer if ROR Project shall ensure minimum flow of 15% water immediately downstream of the diversion structure of the project all the times including lean seasons from November to March, keeping in mind the serious concerns of the State Govt. on account of its fragile ecology & environment and also to address issues concerning riparian rights, drinking water , health, aquatic life, wild life, fisheries, silt and even to honour the sensitive religious issues like cremation and other religious rites etc. on the river banks.. However, the Second Party is at liberty to install mini Hydel projects to harness such water for their captive use, for their utilities, systems and colonies 19. The scope of the work will be from concept to commissioning and operation thereafter, including, interalia, survey and investigations, identification of transmission system for the evacuation of power and preparation of Detailed Project Report (DPR). The transmission system for evacuation of power shall form part of the Project and shall be included in the DPR in consultation with State s Utility, keeping in view the integrated system requirements. The DPRs for all the projects shall have to be prepared by the IPPs themselves. 20. For setting up the HEPs, concurrence of the competent Authority(ies) and statutory clearances shall be obtained as per the procedure applicable from time to time. 21. The operation period of the Projects shall be forty (40) years from the Scheduled Commercial Operation Date (SCOD) of the Projects, where after, the Project shall revert to the State Government free of cost and free from all encumbrances on as is where is basis . 22. The Company shall have to provide employment to Bonafide Himachalis, in respect of all the unskilled/skilled staff and other non-executives as may be required for execution, operation and maintenance of the Project. If it is not possible to recruit 100% staff from Himachalis for justifiable reasons, only then the Company shall maintain not less than 70% of the total employees/officers/executives from Bonafide Himachali persons. 23. The Developer shall make a provision of 1.5% of final cost of the Project(this cost will include IDC) towards Local Area Development Committee (LADC), the activities of which shall be financed by the Project itself. 24. The Bidder shall be required to comply with all the provisions stipulated in the Hydro Power Policy-2006 and its subsequent amendments issued by the Government of H.P 7

from time to time, which is available on sale in the office of the Chief Engineer (Energy), Directorate of Energy, Thakur-Vatika, Khalini, Shimla(HP)-171002 against a payment of Rs.1000/-per copy in shape of a Demand Draft/ Banker s Cheque in favour of Chief Engineer(Energy), payable at Shimla. 25. The Project developers will be required to follow the quality control and project safety norms specified by CEA/CWC or Directorate of Energy from time to time and allow access to conduct the inspection of the projects or supply information as may be required by the Directorate of Energy, Govt. of HP, from time to time. 26. In pursuance to the provisions of clause 10.1(d) and Clause 10.1(b), of the New Hydro Power Policy, 2008, of the Govt of India, the State Government, has issued a notification on 30.11.2009, imposing an Additional Free Power of one percent(1%) from Hydel power Projects to be provided and earmarked for a Local Area Development Fund(LADF)aimed at providing regular stream of revenue for income generation and welfare schemes, creation of additional infrastructure and common facilities etc. on a sustained and continued basis over the life of the Project. This fund would be available in the form of an annuity over the entire life of the Project. 27. The Projects will be allotted on the basis of tentative installed capacity as mentioned in the NIP. However, in case the capacity of the Project increases/decreases upon firming up of the potential which will be finalized at the time of grant of TEC by the competent authority, the Company will be required to sign fresh/revised PIA/IA with the Govt. as the case may be. In all such cases, the royalty, upfront premium and other charges shall be levied according to the approved norms of the Government, for the revised capacity. Policy for Capacity Increase/Decrease A. Capacity addition upto 20% over and above the allotted capacity shall be admissible without any additional royalty. Before grant of TEC, if capacity is within 20% of the allotted capacity, a fresh Implementation agreement/Supplementary Implementation Agreement shall be executed and the upfront premium on pro-rata basis will be payable on the rates so applicable. B. If for any project, before grant of TEC allotted capacity is enhanced by more than 20%, such capacity addition will be subject to the followings conditions:(i) 3% extra royalty over and above the normal royalty of (12%+1%), (18%+1%) & (30%+1%) shall be payable to the Government on the capacity addition beyond 20% [1.2 x (allotted capacity)] as per the exiting policy. (ii) The capacity addition charges shall be Rs.20 lakh per MW for capacity addition beyond 20% [1.2 x (allotted capacity)] which shall be payable/ recoverable in one installment within 30 days of grant of TEC (or) date of signing of IA, which ever is earlier.

C. If the capacity in MW reduces within 20% of the allotted capacity the fixed upfront premium shall be charged/ refunded as per the revised capacity firmed up at the time of TEC, on pro-rata basis whereas the royalty & Additional Free Power percentage will remain the same as mentioned in the Letter of Allotment & Pre-IA. No interest on the refund consequent to capacity reduction shall be payable. If the capacity reduction is more than 20% of the allotted capacity, the bidder will have the option of surrendering the Project with refund of upfront premium but no interest be payable. He may however opt to retain the project. D. The boundaries(domain) marked (Intake and outfall locations) at the time of project allotment will not be altered and any increase or decrease in capacity will be subject to the developer remaining within the boundaries/ domain marked. In exceptional cases likes difficult terrain/ environmental reason/ poor geological conditions, the boundaries may be shifted by upto 10m with the prior approval of the Govt. If the elevations indicated in the offer of allotment / Bid documents found to be incorrect at site the actual elevations based on the marked boundaries shall be adopted after obtaining approval of H.P Govt. 28. A Pre-Bid-conference well before the opening/submission of Bids shall be conducted for responding to the queries of the Bidders, if any. The schedule of Pre-Bid Conference shall be intimated to all those Bidders who have purchased Bid document(s) for the above listed projects.. OTHER INSTRUCT IONS: 1. The Bid Document containing details of terms and conditions regarding Bidding & Project Implementation, Bid Application Formats, questionnaire etc. would be available to the interested Bidders on payment of Rupees two lacs (Rs. 2,00,000/-) only per Project through a bank draft/bankers cheque, from the office of the Chief Engineer (Energy), Directorate of Energy, Thakur-Vatika, Khalini, Shimla (HP) 171002, Tel. 91-177-2620552, 91-177-2620553 Fax No. +91-177-2620552 / +91-1772620553 e-mail: ceenergy09@gmail.com, http://admis.hp.nic.in/doe w. e. f. _____________( zero date). The bank draft/banker s cheque shall be given in the name of Chief Engineer (Energy), Directorate of Energy, Shimla and drawn on any scheduled Indian Bank at Shimla. For getting the documents through Courier service, additional charges @ Rs.1000/- for inland and Rs.5000/- for foreign countries shall be payable. 2. The Bidders shall also be required to furnish a non-refundable Processing Fee @ Rupees One lac (Rs. 1,00,000) only per MW subject to maximum of Rupees Ten lacs (Rs.10,00,000/-) per Project applied for. The payment shall be made through bank draft/bankers cheque in the name of Chief Engineer(Energy), Directorate of Energy, Shimla drawn on any Scheduled Indian Bank at Shimla. Bids not accompanied by the Processing Fee are liable to be rejected forthwith. 3. The Bidders interested for Suil HEP(13MW) shall be required to purchase the Detailed Project Report prepared by HPSEB, at a non refundable cost of Rs. 50,000/per copy, payable through Bank Draft/Bankers Cheque in favour of Chief 9

Engineer(Energy), Directorate of Energy, Shimla drawn on any Scheduled Indian Bank at Shimla(HP). The Independent Power Producers (IPPs) interested in these Projects would be required to review the DPR prepared by HPSEB. 4. For any query or clarification, Chief Engineer (Energy), Directorate of Energy, Govt. of HP, Khalini, Shimla-171002 may be contacted on Telephone No : 0177-2620552(Tele-Fax). e-mail Address : http://admis.hp.nic.in/doe. 5. The last date for sale of Bid Documents to the interested bidders, the last date of submission of bids in the office of Chief Engineer (Energy) at the above address and the date of opening of Bids are as under :(i). Last date for sale of Bid Documents:_______(45 days from zero date), (ii).Last date of submission of Bids:_______(7 days after the date as per Sr no. (i)), (iii).Date of opening of Bids :_______(1 days after the date as per Sr no. (ii)) Note:If the last date for submission of Bids or the date of opening of bids happens

to be a holiday declared by the Govt. of Himachal Pradesh in Shimla, the bids will be submitted and opened on the next working day in the same order and at the same time. The details of Projects can also be seen on web site http://admis.hp.nic.in/doe. For and on behalf of the Governor of H.P. Director (Energy) , Directorate of Energy, Govt. of HP, Thakur Vatika, Khalini, Shimla(HP)171002 Tele-fax: + 91-177-2620551.

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CHAPTER-2 GENERAL CONDITIONS 1. The Bidders should have strong financial and technical base with adequate free investible reserves and surpluses and requisite technical capability necessary for the development of the above Hydro Electric Projects. The Bids in response to the advertisement should be accompanied by a non refundable processing fees @ Rupees One Lac (Rs 1,00,000/-) only per MW subject to maximum of Rupees Ten Lacs (Rs 10,00,000/-) per Project applied for, which shall be retained by Directorate of Energy as Consultancy/Processing charges. The processing fee shall not form part of the Project cost in the DPR and financial closure, which shall be borne by the Developer out of the financial strength of the Company. The Govt. of Himachal Pradesh reserves the right of equity participation upto 49% on selective basis for these projects. The Company/Consortium shall be selected for the Project on the basis of their equity participation in implementation of the Project as under:(a) The Company shall retain their equity participation till three years after commissioning of the Project. Any change in Consortium/equity participation would automatically result in termination of PIA/IA and the Project shall revert back to the Government. No compensation whatsoever shall be payable by the Government in this regard. It may be further noted that all the correspondence shall be made with the party which signs the PIA/IA till such time as the authority vested in, gives authorization to any other person with valid authorization of Board of Directors of the Company. The Government may consider the request of the Company for changing the name of the Company or Consortium subject to the condition that the Principal Promoter shall retain the controlling interest. In the event of any contravention, the Government of Himachal Pradesh shall terminate the I.A. forthwith at any stage. Free transfer of shares will be permitted in the Company s allotted Projects as per the prevailing Policy. The Company shall be permitted to incorporate a Special Purpose Vehicle (SPV) for the implementation of the Project with its registered office within Himachal Pradesh with the same equity participation. All rights and obligations shall thereafter be transferred to new Company.

2.

4. 5.

(b)

(c)

(e)

6.

The Projects will be allotted on the basis of tentative installed capacity as mentioned in the NIP. However, in case the capacity of the Project increases/decreases upon firming up of the potential which will be finalized at the time of grant of TEC by the 11

competent authority, the Company will be required to sign fresh/revised PIA/IA with the Govt. as the case may be. In all such cases, the royalty, upfront premium and other charges shall be levied according to the approved norms of the Government for the revised capacity. Policy for Capacity Increase/Decrease A. Capacity addition upto 20% over and above the allotted capacity shall be admissible without any additional royalty. Before grant of TEC, if capacity is within 20% of the allotted capacity, a fresh Implementation agreement/Supplementary Implementation Agreement shall be executed and the upfront premium on pro-rata basis will be payable on the rates so applicable.
Illustrative example:-

Upfront Premium

Rs.20 Lakh

16% 20%

%age Increase

Upfront Premium Payable for Capacity Addition upto 20%:Assuming Installed Capacity = 100 MW Assuming Capacity addition = 16 MW Total Enhanced Capacity = 116 MW The Upfront Premium payable shall be on Pro- rata basis: u 20 = 16 20 Where u is the amount (in lakh per MW )of Upfront Premium payable on capacity addition beyond 20% u= 16 lakh/MW Capacity addition changes applicable shall be =16 lakh/MW for 16 MW The upfront premium payable for 16 MW increased capacity =[(16lakh/MW)x(16MW)] = 256 lakh

Total upfront payable for the Project shall be

=[20 x 100] + [256] = 2000+256 = 2256 lakh

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B. If for any project, before grant of TEC allotted capacity is enhanced by more than 20%, such capacity addition will be subject to the followings conditions:(i) 3% extra royalty over and above the normal royalty (12%+1%), (18%+1%) & (30%+1%) shall be payable to the Government on the capacity addition beyond 20% [1.2 x (allotted capacity)] as per the exiting policy. (iii) Capacity Addition Charges shall be Rs.20 lakh per MW for capacity addition beyond 20% [1.2 x (allotted capacity)] which shall be payable/ recoverable in a single installment within 30 days of grant of TEC (or) date of signing of IA, which ever is earlier. C. If the capacity in MW reduces within 20% of the allotted capacity the fixed upfront premium shall be charged/ refunded as per the revised capacity firmed up at the time of TEC, on pro-rata basis whereas the royalty & Additional Free Power percentage will remain the same as mentioned in the Letter of Award & Pre-IA. No interest on the refund consequent to capacity reduction shall be payable. If the capacity reduction is more than 20% of the allotted capacity, the bidder will have the option of surrendering the Project with refund of an upfront premium but no interest be payable. He may however opt to retain the project. D. The boundaries(domain) marked (Intake and outfall locations) at the time of project allotment will not be altered and any increase or decrease in capacity will be subject to the developer remaining within the boundaries/ domain marked. In exceptional cases likes difficult terrain/ environmental reason/ poor geological conditions, the boundaries may be shifted by upto 10m with the prior approval of the Govt. If the elevations indicated in the offer of allotment / Bid documents found to be incorrect at site the actual elevations based on the marked boundaries shall be adopted after obtaining approval of H.P Govt. 7. The scope of the work will be from concept to commissioning and operation thereafter, including inter-alia, survey and investigations, identification of transmission system for the evacuation of power and preparation/review of Detailed Project Report (DPR). The transmission system for evacuation of power shall form part of the Project and shall be included in the DPR in consultation with HPSEB, keeping in view the integrated system requirements. The Developer shall reimburse to the Board the amount, spent by the Board on investigations and infrastructure works of the Project upto the date of signing of Implementation Agreement, with compound interest @ 10% per annum. In Himachal Pradesh, electricity is generated only from HEPs which help in reduction of emission of Green House Gases . The developer should carryout development of the Project(s) so that these qualify for Carbon Credits at the National/International levels. Sale of such equivalent Carbon Credits by the developer on account of

8.

9.

13

development of Project(s) should be through competitive process amongst buyers, in order to derive the maximum benefits. 10. The Company shall have no claim on any Project upstream and down stream of the allotted Project. 11. For setting up the HEPs, concurrence of the competent authority(ies) shall be obtained as per the procedure applicable from time to time. 12. The operation period of the Project shall be forty (40) years from the Scheduled Commercial Operation Date (COD) of the Project, thereafter, the Project shall revert to the State Government free of cost and free from all encumbrances. The Project assets would be maintained by the successful developer in a condition that would ensure a residual life of the Project at the rated capacity for at least 30 years at any point of time. During the 10th, 20th, 30th & 35th years of operations, the Government of Himachal Pradesh or one of its appointed agencies would carry out a mandatory inspection of the Project site to ensure that the Project assets are maintained to the required standards to ensure the specified generation capability and residual life of the Project. If such inspection finds that the Project capacity or life is being undermined by inadequate maintenance, the Government of Himachal Pradesh would be entitled to seek remedial measures from the developer. If the developer fails to comply with the requirement, the Government of Himachal Pradesh would have the right to take over the commercial operation of the Project and shall have full right upon the sale of power including developer share. The cost on account of suggestive remedial measures shall be deducted including the operation & maintenance cost for such a period till the Project s assets are restored to the required standards to ensure the specified generation capability and residual life of the Project as specified above. Thereafter, the Project shall be handed over to the developer. 13. It has been observed that after the setting up of various Hydro-electric Projects in Satluj basin, numbers of technical and socio economic problems have arisen due to post effects of Hydro-electric Projects in the State. To mitigate any eventuality with regard to the execution of Hydro-electric Projects in the Satluj Valley, a forum of Hydro Power Producers of Satluj basin has come into existence on 5.11.2005. The main function of the forum relates to (i) Environment (ii) Operation of Power Stations and Sharing of Technical Expertise & Experience (iii) Data Sharing (iv) Disaster Management and Planning and (v) Common Issues with State Government & Government of India. The guidelines of the forum wherever applicable, the attempt will be made to abide by the recommendations of the Forum and applicable to all the Power Producers/Developers in the State of H.P. If, however, any such more forums are constituted for other river basins, the guidelines of the same shall also be applicable on Developers/Power Producers, executing Projects in that area.

14

14. The Company shall have to provide employment to Bonafide Himachalis whose names are registered on live register of any Employment Exchange located in the State of Himachal Pradesh, in respect of all the unskilled/skilled staff and other nonexecutives as may be required for execution, operation and maintenance of the Project, through the local Employment Exchanges or through the Central Employment Cell at Shimla. However, the first preference will be given to oustees. In the event of nonavailability of the requisite skilled manpower at various levels with requisite qualification and experience, non-availability certificates will be obtained from the Labour Commissioner/ Director Employment, HP and only thereafter the Company will be free to recruit such persons from outside the State of Himachal Pradesh. The Company shall satisfy the Govt. that the contractors/sub-contractors engaged by them for the Project shall give employment to local people/Himachalis for appointment as supervisors, workmen and labourers/workers in the Project. In regard to direct recruitment of engineers and other executives, other things being equal in terms of eligibility criteria, qualification, experience etc., the Company shall give preference to the candidates well conversant with customs, culture, language and dialect of Himachal Pradesh. The advertisement regarding employment will be issued in two English dailies and three Hindi daily newspapers having wide circulation within Himachal Pradesh, besides advertising through Parsar Bharti and Giriraj. The Company shall ensure that the deployment of Himachalis in respect of Executive/ Non-Executive/Skilled/Non-Skilled categories at any stage of the Project implementation, if it is not possible to recruit 100% staff from Himachalis for justifiable reasons, only then the Company shall maintain not less than 70% of the total employees/ officers/executives from Bonafide Himachali persons. The Company shall provide employment to one member of each of the displaced families or adversely affected as a result of the acquisition of land for the Project, during construction of the Project. During the operation and maintenance of the Project, the Company shall give preference to members of the displaced families for employment in the Project. The petty contracts of the road work, retaining walls, buildings construction, carriage of construction material like sand, aggregate, cement, steel etc, engagement of all categories of other service providers, taxis for the staff deployed to the sites, engagement of other light and heavy vehicles, running of canteens/mess, engagement of security personnel through ex-servicemen shall normally be awarded to locals/Himachalis. The Company shall also provide training programme to the locals affected by the Project so that they are in a position to get employment as various technical/administrative jobs in the Project. All the above mentioned stipulations shall be monitored strictly by the Labour Commissioner and Director, Employment as well as by the Directorate of Energy & at the Government level by Labour Department. 15

15.

The Government shall constitute a Local Area Development Committee (LADC) for Project(s) being implemented in each river valley. The Deputy Commissioners will be the Chairman of the LADC and representatives of the developers, HPSEB/State Utility, PWD, IPH, Forest, Pradhan of the affected Panchayat, Chairman Panchayat Samiti, Block Development Officer, Land Acquisition Officer and any other concerned department will be the other members of the LADC. Concerned SDM shall be the Member Secretary. The LADC will be entrusted with, but not limited to, the following activities in the Project Affected Areas/which are those areas/village surrounding/falling in the catchment/water shed areas extending from the Reservoir to the Tail Race of the Project.:i. ii. iii. iv. Oversee the restoration of facilities adversely affected due to implementation of the Project. Oversee the implementation of Rehabilitation and Relief Plan. Oversee the implementation of Catchment s Area Treatment (CAT) Plan and Compensatory Afforestation. Local Development activities related to development of Agriculture, Horticulture, Animal Husbandry, Fisheries, Rural Development, I&PH, Health, Forest, Education, PWD, Power and other Social, Religious and Cultural activities.

The Deputy Commissioner may co-opt any other member as he deems fit. However, PWD/other roads leading to the Project areas shall not form part of LADC activities. The activities of the LADC during execution shall be financed by the Project itself and for this purpose the Developer shall make a provision of 1.5% of final cost of the Project. The LADC activities shall be financed from the above provision and not from free power as royalty. The amount on account of Local Area Development shall be paid by the Developer to the Deputy Commissioner of the Project Affected Areas (Chairman LADC) in equal annual instalments during the Construction Period of the Project and shall be payable in 1st quarter of every financial year, starting from the date of Financial Closure. The Developer shall keep the Government informed of any change in the construction cost of the Project and for any increase in the construction cost of the Project from time to time, the Developer shall release the instalments accordingly. 16. In pursuance to the provisions of clause 10.1(d) and Clause 10.1(b), of the new Hydro Power Policy, 2008, of Govt. of India, the State Govt., has issued a notification dated: 30.11.2009, that an Additional Free Power of 1% from the Hydel power Projects would be provided and earmarked for a Local Area Development Fund(LADF)aimed at providing regular stream of revenue for income generation and welfare schemes, 16

creation of additional infrastructure and common facilities etc. on a sustained and continued basis over the life of the Project. This fund would be available in the form of an annuity over the entire life of the Project. It has further been notified that:a) That this additional 1% (one percent) free power, over and above 12% free power, to be provided to the host State will be a pass through in tariff. b) That 13% such free power i.e. 12%+1% will be provided to the Government of Himachal Pradesh by the developer(s) and the Government of Himachal Pradesh will provide revenue received from such 1% free power to the Local Development Fund for each project, to be operated by a Standing Committee to be constituted by the State Government of Himachal Pradesh. c) That additional 1% free power would be provided and earmarked for LADF by all the Project Developers of all the capacities and will be applicable on projects which are commissioned, under implementation and which are to be allowed in future. d) That the Government of Himachal Pradesh may also provide a matching 1% from its share of 12% free power through plan/ budgetary provisions for schemes where the normal plan/ budgetary provisions and the 1% free power provided by the developer(s) to the LADF is not adequate to meet the requirement for infrastructure of schemes which benefit the project area in the cluster or across more than one Panchayat as identified / recommended by District Level Standing Committee for each project to the State Power Department / Planning Department. The provisions contained in the notification issued by the Govt. on 30.11.2009 are as under:17. The Project developers will be required to follow the quality control and project safety norms specified by CEA/CWC or Directorate of Energy from time to time and allow access to conduct the inspection of the projects or supply information as may be required by the Directorate of Energy, Govt. of HP, from time to time. The Government will constitute a Multi-disciplinary Committee under the Chairmanship of Chief Minister. Other members shall be State Power Minister (Vice Chairman), Minister/MLAs of the area where Projects are being executed, representatives of the Company, representatives from various concerned departments of the Government, Chairman/Managing Director of the concerned Power Utility and Chairman, Local Area Development Committee (LADC). The Committee shall be monitoring the issues arising during the implementation of the Project, Employment related monitoring, Relief and Rehabilitation, review of Progress of LADC schemes, implementation of Catchment Area Treatment (CAT) Plan, Compensatory Afforestation, Environmental Management Plan, Environment Impact Assessment (EIA) Plan, and restoration of facilities which get damaged because of the implementation of the Project, quality control mechanism of the Projects, the committee shall also review the recommendations and implementation thereof of the Forum of Hydroelectric Power Producers. The Committee shall review the progress of all statutory clearances, time and cost overruns of the Project, if any. The Committee shall also draw up the methodology to regulate the payments to be made by the Company to the various departments of the Government in connection with the implementation of the Project. The Committee shall meet at such intervals, preferably quarterly at such places as is decided by it. 17

18.

19.

The Company shall be required to prepare Disaster Management Plan and its implementation taking into consideration the different flood eventualities, cloud bursts or any kind of natural calamity at various stages of construction and operation of the Project and their mitigation measures. The Company shall include the same in the DPR to be submitted to the Government. The Company shall be required to follow environmental related issues concerning disposal of blasting muck and soil etc. In Himachal Pradesh, because of the peculiar topography, the availability of land is scarce to have dumping sites. The Company shall use such material for the Project as may be found suitable for the construction and the remaining material shall be allowed to be used by other development departments like PWD, I&PH and several others for the execution of their area developmental schemes including the channelization of river waters by the concerned development agencies. Not only that, even private crusher owners etc. and other private users shall also be allowed to use such material from the site free of cost. The prescribed norms will be available with the Pollution Control Board. The Company agrees not to dump such material on the Project site or any other inappropriate place which flows further downstream rivers causing serious environmental concern, which shall attract punishment under various laws of Pollution Control Board. The Company shall ensure that the material excavated from the site shall be dumped in the area duly approved by the Ministry of Environment & Forests, GoI/State Pollution Control Board.

20.

21.

In case any existing facilities including but not limited to, irrigation systems, water supplies, roads, bridges, buildings, communication system(s), power systems and water mills are adversely affected because of the implementation of the Project, the Company shall be responsible for taking remedial measures to mitigate such adverse effects. The cost of the above remedial measures shall become a part of the Project cost. Such facilities shall be mutually identified and agreed upon between the Company and the State Government. The Company shall not interfere with any of the existing facilities till an alternate facility, as identified, is created. The Company shall ensure to protect the water rights of the local inhabitants for drinking and irrigation purposes etc. by verifying the revenue entries and activities of I&PH department so as to ensure that such rights are not infringed upon. Any dispute in the matter shall be referred to a committee to be appointed by the State Government involving Irrigation & Public Health and Revenue departments. However, the decision of the State Government shall be final and binding on all the parties. The Government of Himachal Pradesh shall have the right for withdrawal of water from the river course for the consumptive use of pumping or by gravity for the purpose of potable water supply and irrigation to the affected villagers.

22.

18

23.

The Developer if ROR Project shall ensure minimum flow of 15% water immediately downstream of the diversion structure of the project all the times including lean seasons from November to March, keeping in mind the serious concerns of the State Govt. on account of its fragile ecology & environment and also to address issues concerning riparian rights, drinking water , health, aquatic life, wild life, fisheries, silt and even to honour the sensitive religious issues like cremation and other religious rites etc. on the river banks.. However, the Second Party is at liberty to install mini Hydel projects to harness such water for their captive use, for their utilities, systems and colonies

24. The IPP shall give an undertaking to the Fisheries Department of the local area that wherever feasible, rearing of fish shall be promoted by the IPP in consultation with the Fisheries Department in the Project area at the time of final implementation of the Project. 25. The Company shall make suitable financial provisions for mitigation of adverse impacts as per the approved EIA plan, Environment Management Plan and mitigation of degradation of environment due to disturbance of eco-system in watershed area, at the cost of Project. In the Price-Bid , the Bidders would be required to accept to pay a fixed upfront premium of Rs.20,00,000/- (Rupees Twenty lakh) per Mega Watt capacity of the Project and Additional Free Power at a uniform percentage rate of the deliverable energy in all three time-bands of Royalty charges during the operation period of the Project to the Government of Himachal Pradesh over and above the royalty charges of (12%+1%), (18%+1%) & (30%+1) of the deliverable energy upto 12 years(1st timeband), next 18 years(2nd time-band) and balance 10 years(3rd time-band), in lieu of this concession. Note: i). Additional Free Power Royalty of 1% from the Hydel Power Projects would be provided and earmarked for a Local Area Development Fund(LADF) as per the notification issued by the Govt. of H.P. ii). The tariff would be determined by the appropriate regulatory commission in accordance with the rules and guidelines prevailing at that time. As on today only (12%+1%) free power is allowed to pass through tariff. Therefore additional free power/upfront premium would have to be paid for from earning out of merchant sale or own resources of the developer. To avoid any confusion in respect of Computation of Additional Free Power, Free Power Royalty & Merchant Sale of Power, following is an illustrative example:Illustrative example :Assuming Annual Gross Design Energy generated from a Hydro-electric Project = 100 MU

26.

19

{ The maximum limit allowed for Auxiliary Consumption & Transformation losses is 1.2% of Annual Gross Design Energy} = 1.2 MU (Actual auxiliary Consumption & Transformation losses will be deducted if it is less than 1.2%) Net energy at Bus-Bar = 100-1.2 = 98.8 MU Assume Transmission losses upto interconnection point with STU / CTU = 1% of 98.8 = 0.988 MU Deliverable energy = Net energy at Bus Bar Transmission losses upto interconnection point = 98.8-0.988 = 97.812 MU Royalty = (12% + 1%) of the deliverable energy for 1st 12 yrs after COD = 97.812 x 0.13 = 12.716 MU Net energy available to IPP = 97.812- 12.716 = 85.096 MU Say, Addl Free Energy quoted @ 10% of the deliverable energy over & above the Royality i.e. AFE = 97.812 X 10% = 9.7812 MU. Total Govt. Supply of free power = [(Royalty +Additional 1% Royalty)+ Additional free power quoted] = 12.716 MU + 9.7812 MU = 22.497 MU Therefore, tariff computations shall be done on the basis of 85.096 MU and a Merchant sale upto 40% of 97.812MU (Deliverable Energy) i.e. 39.1248 MU, shall be allowed. 27. The Developer shall be free to dispose of such power as remains after meeting commitments of royalty in the shape of Free Power and Additional Free Power, upto maximum of forty percent (40%) of deliverable energy through merchant sale. The State Govt. shall have right of first refusal on sale of such power as remains after meeting commitments of royalty in the shape of Free Power, Additional Free Power and Merchant sale of power, on the tariff to be determined by the appropriate regulatory commission. The state Government s. right of first refusal shall be decided and conveyed immediately after grant of Techno-economic Clearance (with in 20 days). Illustrative example as per Sr No. 26 above 28. INCENTIVE FOR EARLY COMMERCIAL OPERATION OF THE PROJECT In case the Commercial Operation of the Project is achieved prior to the Scheduled Commercial Operation Date, the quantum of royalty in the shape of free power to Government shall be as under:(a) Commencing from date of synchronization of the first unit up to the COD of the Project, (12%+1%) of Deliverable Energy.

20

(b)

From COD of the Project up to the Scheduled Commercial Operation Date of the Project, such percentage of Deliverable Energy as is equal to the following:(i) (12%+1%) less two tenth (0.2) percentage points for each period of seventy three (73) days (or part thereof) falling between the COD of the Project and Scheduled Commercial Operation Date of the Project. (12%+1%) of the Deliverable Energy for a period of twelve (12) years from Scheduled Commercial Operation Date of the Project.

(ii)

29. DISINCENTIVE FOR DELAYED COMMERCIAL OPERATION OF THE PROJECT: In the event that the Commercial Operation Date of the Project is delayed beyond the Scheduled Commercial Operation Date, the quantum of royalty in the shape of free power to Government shall be as under:(a) Commencing from date of synchronization of the first Unit up to the Scheduled Commercial Date of the Project, twelve (12%+1%) of Deliverable Energy. Commencing from scheduled COD of the Project and for such number of days by which the Commercial Operation of the Project is delayed beyond the Scheduled Commercial Operation Date of the Project, such percentage of Deliverable Energy as is equal to the following:(i). (12%+1%) plus two tenth (0.2) percentage points for each period of seventy three (73) days (or part thereof) falling between the Scheduled COD of the Project and Commercial Operation Date of the Project. (ii). From Commercial Operation Date of the Project up to the date falling twelve (12) years from the Scheduled Commercial Operation Date of the Project, (12%+1%) of the Deliverable Energy. (ii) The Developer shall pay the amount of free power component as mentioned in clause (b) (i) above, in 10 equal monthly instalments from actual COD of the Project, in addition to normal royalty in the shape of free power due.

(b)

30. 31.

The Company shall ensure to open its Corporate Office within the State of Himachal Pradesh. The Company shall open a Police Station/Chowki and a Labour office in Projects above 50MW capacity. The Company shall also bear the cost of deployment of Police Personnel during the construction phase of the Project. For all the projects above 5MW, the Company shall inform the local police station about the details of the labourers and other work force engaged who are both from within the state, country or outside the country, regularly.

21

32.

The Project Developer will be required to make arrangements for evacuation of power from the Project to the Board s/PGCIL s Sub Station (designated as the Interconnection Point) as per the provision mentioned in the DPR. For evacuation of power beyond the Interconnection Point, the Developer shall tie up with HPSEB/ PGCIL for arrangements of a suitable integrated transmission system at mutually agreed wheeling charges. Government of Himachal Pradesh shall absorb the generated power from small Hydro Projects locally to the maximum possible extent. It shall also prepare a Transmission Plan for evacuation of power generated by the Small Hydroelectric Projects and other Projects upto 25 MW capacity. The Transmission Plan shall be prepared to cater for evacuation of power upto the nearest points of full absorption of the total injected power from various projects even beyond the interconnection sub-stations of HPSEB and the cost thereof shall be borne by the Hydro Project Developers in proportion to the capacities of their Projects. The Bidder shall be required to comply with all the provisions stipulated in the Latest Hydro Power Policy, 2006 and its subsequent amendments issued by the Government of H.P., from time to time which is available on sale in the office of Chief Engineer (Energy), Directorate of Energy, Govt. of H.P, Thakur Vatika, Khalini, Shimla-2. @ Rs.1000/-per copy. Any violations of the above mentioned issues concerning policy parameters, PIA/IA may result into monetary penalty including cancellation of the Project. Any difference and/or disputes arising at any time between the parties out of the PIA/IA or interpretation thereof shall be endeavoured to be resolved by the parties hereto by mutual negotiations, failing which the matter shall be referred to the Arbitrator to be appointed as per the provisions of the Arbitration & Conciliation Act, 1996. However, all disputes shall be settled within the jurisdiction of Courts of Himachal Pradesh. The Government reserves the right to amend/modify this document or impose additional conditionalities as it may deem fit at any stage. The Government also reserves the right to reject any/all Bids or terminate the Bidding process at any stage without assigning any reason. The Government will not be liable for payment of any damages/compensation whatsoever under such circumstances. The Government welcomes any query/request for additional information/ clarification from prospective Bidders. Request for additional information and questions concerning this Bid may be submitted in writing. The bidder shall be required to submit the Technical Bids and Price Bids in two separate envelopes superscribed with Technical Bid and Price Bid . In the Price Bid, the Bidders would be required to quote a fixed upfront charges of Rupees Twenty lacs (Rs. 20,00,000) per Mega Watt capacity of the Project. The upfront premium shall not form part of the Project cost in the DPR and Financial Closure, which shall be borne by the Developer out of the Financial Strength of Company. The Bidder in the Price Bid shall also quote Additional Free Power at a uniform percentage in all three time-bands of Royalty charges during the operation period of the Project to the Government of 22

33.

34.

35. 36.

37.

38.

39.

Himachal Pradesh over and above the royalty charges of (12%+1%), (18%+1%) & (30%+1%) of the deliverable energy upto 12 years, next 18 years and balance agreement period beyond 30 years from Scheduled Commercial Operation Date/ synchronization of first generating unit which ever is earlier, in lieu of surrender of the Potential site. 40. The selection process will be in two stages. In the first stage the Technical Bids submitted by the Bidders shall be scrutinized and evaluated for Pre-qualification. The Bids shall be assessed on the basis of following two criteria viz. Financial Strength & Technical Strength.. The following shall be the qualifying parameters for eligibility1. Financial Strength:For evaluation purpose, the Net Worth of a Bidder as a Company or a Consortium/ Joint Venture of Companies or a Corporation, shall be assessed on the basis of proportionate equity participation by each constituent members in accordance with the following two parameters by considering financial position as depicted in the duly audited Balance Sheets and Profit & Loss accounts for the FY 2008-09, 2007-08 & 2006-07 in original/ certified copies submitted in original/ certified true copies of the respective Companies. Note:All eligible bidders who are not registered as companies under the Companies Act 1956 are also required to submit their audited Financial Statements in same manner and same formats required under the act for a registered Company. Net Worth = Equity (paid up share-capital) (+) Reserves & Surplus (excluding Re-evaluation Reserves & Deprecation Reserves) (-) Intangible assets like, good will patents, deferred revenue expenditure, preliminary expenses or pre-operative expenses to the extent not written off fully, losses including past losses etc.) 1. For Projects involving a capital expenditure upto Rs. 1000 Crore, the Net-worth should not be less than 25 % of the total cost of the Project:( assuming per MW cost of the project = Rs. 6.0 crores) Only such bidders will be eligible to be considered for second stage of biding process who possess Net Worth in crores for the latest Financial Year 2008-09, at-least equivalent to one and half times the installed capacity in mega-watt, of the Project applied for. Illustration:For a 10 MW Project the Net-Worth should be at least Rs. 15 crore (i.e Rs 1.5 crore/MW) 2. For Projects involving a capital expenditure exceeding Rs. 1000 Crore, the Net-worth should not be less than 15 % of the total cost of the Project:23

i.

( assuming per MW cost of the project = Rs. 6.0 crores) Only such bidders will be eligible to be considered for second stage of biding process who possess Net Worth in crores for the latest Financial Year 2008-09, at-least equivalent to point nine(0.9) times the installed capacity in mega-watt, of the Project applied for. Illustration:For a 1000 MW Project the Net-Worth should be at least Rs. 900 crore (Rs. 0.9 crore/MW).

ii).

Profit after Tax: For evaluation purpose, the Profit after Tax of a Bidder as a Company or a Consortium/ Joint Venture of Companies or a Corporation, shall be assessed on the basis of proportionate equity participation by each constituent members in accordance with the following parameters by considering financial terms as depicted in the duly audited Balance Sheets/audited financial statements, for above defined three consecutive years submitted in original/ certified true copies by the respective Companies. Only such bidders will be eligible to be considered for second stage of biding process who possess a cumulative profit after tax (in crore) for the last three consecutive years totaling to at least a crore, where a shall be equivalent to 25% of the installed capacity in mega-watt, of the Project applied-for. Illustration:- For a 10 MW Project the cumulative Profit After Tax for last three years should be at-least Rs.2.50 Crore.(i.e Rs. 0.25crore/MW)

2. Technical Strength:Only such Bidders will be eligible to be considered for second stage of bidding process who possess any of the following three technical strength criteria:a). In case of Bidders who are in the business of Power Generation: i. ii. Developer/ Owner of x no of megawatts;
(OR)

Contractor with y amount of turnover;

(OR)

iii. Consultant in z no of megawatts. x shall be equivalent to the one fifth of the installed capacity in mega-watt of the Project applied for. y shall be equivalent to two times the installed capacity in mega-watt of the Project applied-for in crores in INR. 24

z shall be equivalent to the half of the installed capacity in mega-watt of the Project applied for.
(OR)

b).

Those in consortium with partner having not less than 26% equity stake meeting above criteria.
(OR)

c).

Those with MOU with consultants meeting double of criteria as per (a) (iii) above i.e. twice the z no of megawatts.

A Bidder, who has the above financial and technical strength, will be considered as pre-qualified/eligible for participation in second stage of the bidding process. In the second stage, Price Bids of the Pre-qualified Bidders will be opened on specific date (which shall be intimated to all pre-qualified bidders) in presence of the eligible bidders or their authorized representative(s) who are willing to be present. 41. The Bidders shall be required to deposit a Financial Bid Security sum of amount equivalent to 5% of the total upfront premium payable for the project (@ Rs. 1.0 Lakh per MW) in shape of DD/Banker s Cheque subject to a minimum of Rs.10.00 Lakh per project, to be deposited along with the Technical Bids. This amount shall be retuned back without any interest to all those Bidders who will be found non-eligible for participation in second stage after opening of the Financial Bids. However, the Pre-qualified Bidders except the highest bidder, who wish not to participate in further process can also seek refund after opening of Financial Bids. The amount shall be returned back to the Bidders without any interest immediately after the project is allotted which will be determined by deposition of the Ist instalment of the fixed upfront premium by the successful bidder. In case of the successful bidders, the amount deposited on this account shall be adjusted in the first instalment of upfront premium payable at the time of signing of PIA for the allotted Project.

42. After Evaluation of Bids, a Letter of Intent (LoI) shall be issued to the successful Bidder inviting him to deposit the fixed upfront premium of Rs. 20.00 lakh per MegaWatt capacity of the project, in following two installments :i. First Installment comprising 50% (less 5% amount deposited as Bid Security) amount of total fixed upfront premium payable for the project, shall required to be deposited within 30 days from the date of issuance of Letter of Intent. ii. Immediately after deposit of first installment, a Letter of Allotment shall be issued. to the successful Bidders asking them to sign a Pre Implementation Agreement with the Government of Himachal Pradesh for achieving various benchmarks and submission of final DPR. The draft Pre-Implementation Agreement is attached at Appendix-II. 25

iii. Second Installment comprising balance 50% of total fixed upfront charges shall required to be deposited within a period of 12 months after the date of issuance of Letter of Allotment.
Illustrative example:Fixed Upfront Premium = Rs 20 lakh/MW For a 100 MW Project:Total amount of upfront payable for project = 2000 lakh = Rs. 20 crore Bid Security submitted along with Technical Bid @ 5% of total amount of Upfront Premium. Bid Security = 1 crore i. Ist Instalment = 50% (net 45%) 5% has already deposited as bid security (With in 30 days of letter of Award/Allotment ) = 10 1 = 9 crore ii. 2nd Instalment = 50% (With in 12 months from date of issue of letter of Award/Allotment) = 10 crore

43.

The Developer shall convey the feasibility/non-feasibility of the Project commensurate with the allotted site within a period of twelve (12) months (24 months for projects falling in Remote Area s) from the date of signing of PIA to Government of H.P. After which, the Developer shall submit a Detailed Project Report (DPR) commensurate with the allotted site for appraisal by State Govt./Central Electricity Authority as case may be within the following time period. For Part-I Projects where PFR is ready, the Developer shall submit the Detailed Project Report within 18 months (for projects upto 50 MW) or 24 months (for projects above 50 MW) from the date of signing of PIA. For Part-II Projects where the feasibility of the Project is to be ascertained by the IPP, the Developer shall submit the Detailed Project Report within 24 months (for projects upto 50 MW) or 30 months (for projects above 50 MW) from the date signing of PIA. Note:- As a special case projects at Sr. No. 4,5,6,9,10 &11 of Chapter 1, shall be allowed one year extra time period for preparation and submission of Detailed Project Report (DPR).

44.

Subject to the Govt. as well as the Developer having satisfied themselves about the Techno-Economic feasibility of the project, the Developer shall execute the Implementation Agreement with the Govt. within the following time period. For Part-I Projects where DPR/PFR is ready, the Developer shall be required to sign Implementation Agreement with the Govt. within 36 months (42 months for projects falling in Remote Area s) where PFR is ready or within 30 months where DPR is prepared by HPSEB after the date of signing of PIA. For Part-II Projects where the feasibility is to be ascertained by the IPPs, the Developer shall be required to sign the 26

Implementation Agreement with the Govt. within 42 months (54 months for projects falling in Remote Area s) after the date of signing of PIA. 45. In case of delay in submission of DPR by the Developer being unavoidable, to the satisfaction to the Government which is not due to force Majeure reasons, an extension up to maximum of six months shall be granted to the developer upon payment of fees of Rs. 10,000/- per MW per month.

46. The Developer will be permitted to withdraw from the Project, if the Government is satisfied that the Developer has sufficient ground to establish that the Project is not techno-economically viable without any liability of Government of Himachal Pradesh for the expenditure incurred by the Developer. 50% of the amount of Ist installment shall be refunded without interest. This will ensure the commitment of the Developer towards the execution of the Project and compensate for the loss of time and revenue which could have otherwise accrued during this period. 47. The Developer agrees to supply free of cost the Hydrological and Meteorological data observed at the project site to the Govt. of H.P./Directorate of Energy on quarterly basis. The Govt. shall have the right to use this data for any purpose whatsoever. 48. As a special case projects at Sr. No. 4,5,6, 9, 10 &11 shall be allowed one year extra time period for preparation and submission of Detailed Project Report (DPR). The period specified in the draft Pre-Implementation Agreement (Column No. V) Appendix-II attached, shall accordingly be applicable for these Projects. The Projects located in the Chenab river basin, shall be governed the provisions stipulated in the Indus Water Treaty. Energy Division means the energy division into various categories like free power, additional free power and Merchant power etc would be done as follows; i. ii. iii. Ratio for various categories would be fixed on the basis of the power share in MW as decided in the IA. This ratio would than be applied to the actual energy generated in each block of 24hrs. The actual energy generated would include UI energy also. If the State Govt. and the IPP agree on some different formula for energy diversion from time to time other than 24 hrs blocks for example More energy in winters than that formula would apply. Final calculation on energy actually drawn will be done at the end of the year and any deviation from the IA ratio would be adjusted in the next year. If at any time there is a higher peak load tariff than the ratio will be separated applied for peaking load within 24 hrs block

49. 50.

iv. v.

27

51. DEFINITIONS & INTERPRETATIONS:1. 2. 3. Act means the Electricity Act, 2003; CEA/Authority means the Central Electricity Authority as defined under section 2 (6) of the Electricity Act, 2003 or its successors; Central Transmission Utility (CTU) means any Government Company which the Central Government has notified under sub-section (1) of section 38 of the Act; Commercial Operation means the state of Unit/Project when Unit/Project is capable of delivering Active Power and Reactive Power on a regular basis after having successfully completed the commissioning tests as per Prudent Utility Practices; Commercial Operation Date (COD) means the date on which the Commercial Operation of Unit/Project as the case may be is achieved by the Developer. Company means a generating company within the meaning of section 2 (28) of the Electricity Act, 2003 and registered under Companies Act, 1956; Concession means allowing a private party use of Govt. resources or facility for a limited period in order to develop a project or provide a facility to the public. Contractor means any entity who is awarded any of the main Civil works or Electromechanical works or both for building a Power generation Station by any owner as defined above. Here main works would comprise any of the following: 1. In Hydro Electric Project i) HRT ii) Dam/barrage & intake iii) Power house iv) Turbines & generators v) Control Systems 2. Thermal i) Main Plan Building ii) Turbines and generator iii) Boilers and related equipments Others i) Solar Panels ii) Wind Mills

4.

5.

6. 7.

8.

3.

28

9.

Consultant means any entity having engineering expertise awarded job of providing consultancy to an owner or a contractor as defined above for building or running a power station and covering a main activity. Main activity here would mean: i. Civil/Electromechanical design for any main work ii. Preparation of DPR iii. Up-gradation/Modernization of a running power station.

10.

Debt means the amount of any loan, non-convertible debenture or other similar obligation, contracted or raised and received by the Developer under the Financing agreements, and actually expended (or to be expended) for the Project and which shall not be greater than the principal amount of debt specified in the applicable currency in the estimate of Capital Cost of the Project; Deliverable Energy means the electrical energy generated at the Station, as measured at generator(s) terminals less the summation of the following:Actual auxiliary consumption for the bonafide use of auxiliaries, lighting and ventilation in the Power Station and intake works and the transformation losses (from generation voltage to transmission voltage) of the step up transformers at the power house switchyard; and transmission losses at actual, which shall be the difference of the electrical energy measured at sending and receiving ends of the transmission line (i.e. the power station end and the Interconnection Point), for this purpose and subject to above, the energy meter reading shall be taken on monthly basis at the Interconnection Point.

11.

12. 13.

Detailed Project Report (DPR) means the Project Report submitted by the Developer and as finally approved by the competent authority; Directorate of Energy means the authority designated by the State Government for monitoring of Hydro power projects, for ensuring quality control and safety norms of Hydro Electric Projects in the State. Equity means the aggregate of all subscribed and paid up share capital of the Company in different currencies as converted into Rupees, by application of the procedure approved by the Authority/GOI, as invested in the Project and held by one or more shareholders in the Company, which shall be in accordance with the financial plan; Eligible Bidder means any entity which can qualify as a generating company as defined in Electricity Act 2003 Part I Section 2[28] or which would be able to qualify as above on completion of the project.

14.

15.

29

[This would imply that any company or body Corporate or association or body of individuals, whether incorporated or not, or artificial juridical person, would be eligible.] 16. 17. Financial Closure means the first business day on which substantial funds are made available to the Developer under the terms of the Financing Agreement; Financing Agreement mean the loan agreements, notes, indenture, security agreements, letters of credit and other documents relating to the financing (including refinancing) of the Project and the capital cost of any part thereof, as amended, supplemented or modified from time to time and approved by the Government; Government means the Government of Himachal Pradesh; GOI means the Government of India; Grid/Grid System means the network of power system interconnecting different power generating stations, transmission lines and sub-stations for transmitting the electrical output from the Interconnection Point upto main load Centre(s); HPERC means the Himachal Pradesh Electricity Regulatory Commission; Interconnection Facilities means all the facilities which shall include without limitation, switching equipment, communication, protection, control and metering devices etc. at the Interconnection Point(s) to be installed and maintained at the cost of the Developer to enable evacuation of power output from the Project in accordance with this agreement; Interconnection Point(s) shall mean the physical touch point at sub-station(s) of the Board/State Transmission Utility/Central Transmission Utility where the Project s transmission line for evacuating the power from the Project is connected to the Grid; Local Area Development Committee (LADC) shall mean the Committee constituted by the Government and entrusted with the function as specified the Bid document at Sr No.14 (Chapter No.2) ; Local Area Development Fund (LADF) means the fund as per the notification issued by State Govt. on 30.11.09. MOEF means Ministry of Environment & Forests, Government of India or its successor authority/agency; Net Saleable Energy means the electrical energy in KWh, delivered by the Developer at the Interconnection Point, less the Government Supply; 30

18. 19. 20.

21. 22.

23.

24.

25. 26. 27.

28.

Power Purchase Agreement (PPA) means a contractual agreement to be signed by the Developer with a party for sale of power from the Project to that party; Project means Hydroelectric Power Project proposed to be established on ___________ in the ________ District of Himachal Pradesh, India including complete hydroelectric power generating facility covering all components such as dam, intake works, water conductor system, power station, generating units, Project roads, bridges, offices, residential facilities, stores, guest houses, police station and other connected facilities including the Interconnection Facilities; Remote/Difficult Area means the area falling under Chenab River Basin in the district of Lahaul & Spiti and Chamba of Himachal Pradesh Rs One Lakh means the amount equivalent to One tenth of a million in Indian National Rupee (INR) and Rs. One Crore shall be equivalent to Ten million in Indian National Rupee (INR). Security Deposit shall mean the sum as prescribed in the Notice Inviting Proposal and Bid document. Scheduled Commercial Operation Date means the date as approved by the appropriate authority, by which the Project is scheduled commissioned and shall be ______________ from the Effective Date of signing of IA; Site means the site of Project appurtenances, generating plant including land, waterways, roads and any rights acquired or to be acquired by the Developer for the purposes of the Project; State means Himachal Pradesh ; Station means the ___________________for generating electricity, including any building and plant with step up transformer, switchgear, switchyard, cables or other appurtenant equipment, if any, used for that purpose; State Transmission Utility (STU) means the Board or the Government company specified as such by the Government under sub-section(1) of section 39 of the Act; Transmission Licensee means a licensee authorized by the Appropriate Electricity Regulatory Commission to establish or operate transmission lines; Unit means one hydro turbine generator including ancillary equipment and facilities thereto; and

29.

30. 31.

32. 33.

34.

35. 36.

37.

38. 39.

31

40.

Works means all works of civil, electrical and mechanical nature and including design, engineering, services, supplies and other work activities required and necessary for the implementation of the Project and shall also include the Permanent Works and the Temporary Works. DEFINITIONS OF ROLES. (a) Developer/ Owner A Project Company or Consortium which has executed or got the complete Project executed by taking the entire responsibility either on its own or in partnership/Consortium for delay or early completion, profit or loss on ownership basis by arranging all the resources like finance, manpower, material and machinery etc. for planning, design and construction of the Project would be considered a Developer. In the present evaluation only those Projects have been considered which stand completed or under construction with all clearances including TEC have been obtained but is not yet generating. Owner means any entity which owns a running Power Station or an under construction power generation station (under construction would be that which has got all clearances including TEC but is not yet generating) be it Hydro, thermal, Non-Conventional or nuclear. This would include owners in perpetually or BOOT allotees who have this concession for minimum 25 years. This would also include captive Power Plants over 1MW capacity. (b) Engineering, Procurement and Construction Contractor (EPC) Those Project Companies or/Consortium will be considered under this head which have carried out planning and design, procured the machinery/equipments and executed the construction and erection of the Project Components as a Composite Contract or Turn Key. In respect of the Projects which have been referred under EPC, Engineering Procurement and Construction has further been sub-divided for evaluation into i) Procurement-covering those companies who have supplied/arranged the material for the execution of Projects and ii) Construction-covering those Companies who have executed/carried out the erection of components of Projects. (c) Design Those Companies/Consortiums will be evaluated under this head which have provided detailed designs for the Projects executed by others. (d) Technical Consultancy Those Companies/Consortiums will be considered under this sub head who have provided consultancy services for the execution of the Projects. 32

II.

III.

Definitions of Financial Terms Following definitions have been adopted for different financial terms used in the evaluation of Financial Strength. Net Cash Accruals Net Worth Turn-over Profit after tax Non Cash items of Balance Sheet. Reserves created out of profit/loss Account. Gross Profit Net Profit after tax. Profit after tax (+) Non cash items of Balance Sheet (Depreciation). Equity (paid capital) (+) Reserves created out of Profit/ Loss account. Total Sale Gross profit (-) Tax liabilities. Depreciation on assets etc. accounted for in the books only but physical cash is not available. Net profit after tax (-) Dividend to share holders (-) Interest on Debentures etc.

Total Sales (Turn Over) (-) Total Expenditure. Gross Profit (-) Tax.

33

CHAPTER 3 PROPOSED PROJECT TIME TABLE 3.1 The Government intends to follow the following tentative Project time table for the receipt, processing of Bids, allotment of Projects & signing of the Implementation Agreement. PROJECTS FOR WHICH PFR IS READY. Indicative Completion Date (45 days after start of sale of Bid document). 7 days after last date of sale.

Part I

Sr. No. Description a) Last Date for supply of Bid Documents to the Bidders. Last date for the submission of Bids Date of Opening of Bids Date of issue of letter of Intent (LoI)

b).

c). d).

Next day of last date of submission. Within 30 days of selection of successful Bidders Immediately after deposit of Ist Instalment. Within 30 days of issue of Letter of Intent. Within one month after issue of letter of allotment. Date of signing of PIA + 18 months (for projects upto 50MW) (or) 24 months (for projects above 50 MW) from the date of signing of PIA. Date of signing of PIA + 36 months for projects where DPR is to be prepared by the IPP. (30 month for projects where DPR is prepared by HPSEB and is ready) after signing of PIA.

e)

Date of issue of letter of Allotment

f)

Last Date of deposit of Ist instalment of Upfront Premium Date of Signing of PIA

g)

h)

Last date for the submission of Detailed Project Report.

i)

Last date for signing of Implementation Agreement

34

Part II

PROJECT IDENTIFIED (FEASIBILITY OF THE PROJECT TO BE ASCERTAINED BY THE IPPs. Indicative Completion Date (45 days after start of sale of Bid document). 7 days after last date of sale.

Sr. No. Description a). Last Date for supply of Bid Documents to the Bidders. Last date for the submission of Bids Date of Opening of Bids Date of issue of letter of Intent

b).

c). d)

Next day of last date of submission. Within 30 days of selection of successful Bidders Immediately after deposit of Ist Instalment. (Within 30 days of issue of Letter of Intent). (within one month after issue of letter of allotment). Date of signing of PIA + 24 months (for projects upto 50MW) (or) 30 months (for projects above 50 MW) or 42 months for projects falling under remote area s from the date of signing of PIA. 42 months after date of signing of PIA and 54 months after date of signing of PIA for projects falling under Remote Area s.

f)

Date of issue of letter of Allotment

g)

Last Date of deposit of Ist instalment of Upfront Premium Date of Signing of PIA

h)

i)

Last date for the submission of Detailed Project Report.

j)

Last date for signing of Implementation Agreement.

35

CHAPTER - 4 INSTRUCTIONS TO BIDDERS 4.1 Instructions for Submission of Bids

4.1.1 The Bids received from the eligible Bidders only shall be processed. 4.1.2 The bidder shall be required to submit the Technical Bids and Price Bids in two separate envelopes superscribed with Technical Bid and Price Bid . In the Price Bid, the Bidders would be required to quote a fixed upfront charges of Rupees Twenty lakh (Rs. 20,00,000) per Mega Watt capacity of the Project. The upfront premium shall not form part of the Project cost in the DPR and Financial Closure, which shall be borne by the Developer out of the Financial Strength of Company. The Bidder in the Price Bid shall also quote additional Free Power at a uniform percentage in all three time-bands of Royalty charges during the operation period of the Project to the Government of Himachal Pradesh over and above the royalty charges of (12%+1%), (18%+1%), & (30%+1%), of the deliverable energy upto 12 years, next 18 years and balance agreement period beyond 30 years from Scheduled Commercial Operation Date/ synchronization of first generating unit which ever is earlier, in lieu of surrender of the Potential site. 4.1.3 The Bidders shall be required to deposit a Financial Bid Security sum of amount equivalent to 5% of the total upfront premium payable for the project (@ Rs. 1.0 Lakh per MW) in shape of DD/Banker s Cheque subject to a minimum of Rs.10.00 Lakh per project, to be deposited along with the Technical Bids. This amount shall be retuned back without any interest to all those Bidders who will be found non-eligible for participation in second stage after opening of the Financial Bids. However, the Pre-qualified Bidders except the highest bidder, who wish not to participate in further process can also seek refund after opening of Financial Bids. The amount shall be returned back to the Bidders without any interest immediately after the project is allotted which will be determined by deposition of the Ist instalment of the fixed upfront premium by the successful bidder. In case of the successful bidders, the amount deposited on this account shall be adjusted in the first instalment of upfront premium payable at the time of signing of PIA for the allotted Project. The Price Bid shall not be opened with Technical Bids. All the envelopes containing the Price Bids shall be placed in separate envelope, which shall be sealed and then signed by the Bid Opening Committee in the presence of the Bidders or their authorized representative who may wish to be present. The Technical Bids of the bidders shall be scrutinized and evaluated for pre-qualification and the Price Bids of only those bidders shall be opened who are pre-qualified. The Technical Bids should be accompanied by a non- refundable processing fee @ Rupees One Lakh (Rs. 1,00,000.00) per MW subject to maximum of Rupees Ten Lakh ( Rs. 10,00.000.00 ) per project applied for. The payment shall be made through Bank 36

4.1.4

4.1.5 4.1.6

Draft/Bankers Cheque in the name of Chief Engineer (Energy), Directorate of Energy, Thakur-Vatika, Khalini, Shimla (HP) - 171002,drawn on any scheduled Bank at Shimla. Bids not accompanied by processing fee are liable to be rejected forthwith. 4.1.7 A person or a Consortium who has purchased a Bid Document in one Company s name and submit the Bid Document in other Company s name will not be considered. Similarly a person or a Consortium who has purchased a Bid Document for one Project and submit the Bid Document for another Project will not be considered as well. 4.1.8 The Bidder, who has purchased a Bid Document and submit the Bid Document in Consortium/Joint Venture, must be the lead partner in the Joint Venture/ Consortium with the highest equity stake otherwise their Bid will not be considered. Interested parties can submit Bids for one or more Projects. One Bid Document purchased will hold good for submission of Bid for only one Project. The Bids as well as the Processing Fee shall be submitted separately for each Project applied for.

4.1.9

4.1.10 The indicated information as desired from the Bidders is minimum. The Government reserves the right to request for any additional information. The Government also reserves the right and discretion to select or reject any or all applicants or to reject any selected Bidder at any subsequent stage for mis-declaration or misconduct or on account of failure to sign the Implementation Agreement within the stipulated period. Decision of the Government in this regard shall be final and binding upon the Bidders. 4.1.11 Bidder can bid and provide equity as a member of only one Consortium. However, it is acceptable for the Electromechanical Equipment manufactures to propose their equipment in multiple proposals and propose equity with different Bidders. 4.1.12 If the Bid is submitted by associate/subsidiary Company and the Bidder wishes to be evaluated on the competence of the group/parent Company then a firm letter of support in form of resolution passed by Board of Directors of the group/parent Company shall have to be enclosed along with the Bid. 4.1.13 The Bidder may submit the Bids by registered post, speed post, courier or in person. Bids submitted by other modes will not be accepted. 4.1.14 The Government will not be responsible for any kind of postal delay or non-delivery of documents sent either by the Bidders or the Government. 4.1.15 It will be imperative for each Bidder to fully inform himself about all local conditions and factors, which may have any effect on the execution of the Project covered under these documents. The Government shall not be liable to pay any compensation to the private parties for supply of correct or otherwise information relating to Hydrological/Geological/ Topographical aspects of the Project.

37

4.1.16 The language of the Bids shall be English. Information in any other language shall be accompanied by its translation in English. Failure to comply with this shall mean disqualification of the Bid. In the event of any discrepancy in meanings, English language copy of all documents shall prevail. 4.1.17 The Bidders shall submit complete Bids as mentioned in the Notice Inviting Proposals under Chapter-1. 4.1.18 Complete information must be provided on the enclosed formats. If necessary, additional sheets may be attached. Failure of the Bidder to submit complete information may lead to rejection of his Bid. 4.1.19 The Bidders should indicate in their Bid detailed characteristics in respect of the Project(s) executed and operated like capacity, location of Project(s), name of Project(s) and the clients, years of construction, nature of responsibility/role and financial support provided etc. The information should be as detailed as possible so as to help the Government to assess the financial and technical strength as well as experience of the Bidders. 4.1.20 The selection process will be in two stages. In the first stage the Technical Bids submitted by the Bidders shall be scrutinized and evaluated for Pre-qualification. The Bids shall be assessed on the basis of following two criteria viz. Financial Strength & Technical Strength.. The following shall be the qualifying parameters for eligibility1. Financial Strength:For evaluation purpose, the Net Worth of a Bidder as a Company or a Consortium/ Joint Venture of Companies or a Corporation, shall be assessed on the basis of proportionate equity participation by each constituent members in accordance with the following two parameters by considering financial position as depicted in the duly audited Balance Sheets and Profit & Loss accounts for the FY 2008-09, 2007-08 & 2006-07 in original/ certified copies submitted in original/ certified true copies of the respective Companies. Note:All eligible bidders who are not registered as companies under the Companies Act 1956 are also required to submit their audited Financial Statements in same manner and same formats required under the act for a registered Company. Net Worth = Equity (paid up share-capital) (+) Reserves & Surplus (excluding Re-evaluation Reserves & Deprecation Reserves) (-) Intangible assets like, good will patents, deferred revenue expenditure, preliminary expenses or pre-operative expenses to the extent not written off fully, losses including past losses etc.) 1. For Projects involving a capital expenditure upto Rs. 1000 Crore, the Net-worth should not be less than 25 % of the total cost of the Project:( assuming per MW cost of the project = Rs. 6.0 crores) 38

i.

Only such bidders will be eligible to be considered for second stage of biding process who possess Net Worth in crores for the latest Financial Year 2008-09, at-least equivalent to one and half times the installed capacity in mega-watt, of the Project applied for. Illustration:For a 10 MW Project the Net-Worth should be at least Rs. 15 crore (i.e Rs 1.5 crore/MW) 2. For Projects involving a capital expenditure exceeding Rs. 1000 Crore, the Net-worth should not be less than 15 % of the total cost of the Project:( assuming per MW cost of the project = Rs. 6.0 crores) Only such bidders will be eligible to be considered for second stage of biding process who possess Net Worth in crores for the latest Financial Year 2008-09, at-least equivalent to point nine(0.9) times the installed capacity in mega-watt, of the Project applied for.
Illustration:For a 1000 MW Project the Net-Worth should be at least Rs. 900 crore (Rs. 0.9 crore/MW).

ii.

Profit after Tax: For evaluation purpose, the Profit after Tax of a Bidder as a Company or a Consortium/ Joint Venture of Companies or a Corporation, shall be assessed on the basis of proportionate equity participation by each constituent members in accordance with the following parameters by considering financial terms as depicted in the duly audited Balance Sheets/audited financial statements, for above defined three consecutive years submitted in original/ certified true copies by the respective Companies. Only such bidders will be eligible to be considered for second stage of biding process who possess a cumulative profit after tax (in crore) for the last three consecutive years totaling to at least a crore, where a shall be equivalent to 25% of the installed capacity in mega-watt, of the Project applied-for. Illustration:- For a 10 MW Project the cumulative Profit After Tax for last three years should be at-least Rs.2.50crore. (i.e Rs. 0.25crore/MW)

2. Technical Strength:Only such Bidders will be eligible to be considered for second stage of bidding process who possess any of the following three technical strength criteria:a). In case of Bidders who are in the business of Power Generation: Developer/ Owner of x no of megawatts;
(OR)

39

Contractor with y amount of turnover;

(OR)

Consultant in z no of megawatts. x shall be equivalent to the one fifth of the installed capacity in mega-watt of the Project applied for. y shall be equivalent to two times the installed capacity in mega-watt of the Project applied-for in crores in INR. z shall be equivalent to the half of the installed capacity in mega-watt of the Project applied for.
(OR)

b).

Those in consortium with partner having not less than 26% equity stake meeting above criteria.
(OR)

c).

Those with MOU with consultants meeting double of criteria as per (a) (iii) above i.e. twice the z no of megawatts.

A Bidder, who has the above financial and technical strength, will be considered as pre-qualified/eligible for participation in second stage of the bidding process. In the second stage, Price Bids of the Pre-qualified Bidders will be opened on specific date (which shall be intimated to all pre-qualified bidders) in presence of the eligible bidders or their authorized representative(s) who are willing to be present. 4.1.21 Each page of the Bid submitted by the Bidders shall be duly signed by an authorised representative of the Bidder. Necessary Power of Attorney in favour of the signatory in the form of the resolution of the Board of Directors of the Company shall be attached with the Bid. 4.1.22 The Government reserves the right to contact and verify Bidders information and references for the purpose of evaluation of Bids. 4.1.23 All documents submitted by the Bidders will be treated as confidential and will not be returned. 4.1.24 The Government reserves the right to evaluate the information supplied by the Bidders in accordance with its own judgement and its own methods. 4.1.25 The Bid shall be submitted in duplicate i.e. one original and one copy of the Bid.

40

4.1.26 The Original Bid Document issued for Project by Directorate of Energy, shall have to be submitted along-with Technical-Bid with every page duly signed by authorized signatory. 4.2 Special instructions for submission of Bids by Consortium formed by more than one Company. a) Bids submitted by a Consortium should follow the criteria given below: i) The Consortium shall submit a Joint Venture Agreement on legal paper duly notarised. The Joint Venture Agreement should clearly specify the equity component and role of each Consortium member. ii) The lead developer should have controlling interests Consortium/Joint Venture with equity share not less than 26%. in the

iii)

For considering full marks in technical experience of a Consortium member, his equity in the Consortium/Joint Venture should not be less than 26%. Change in the Consortium members will not be allowed after submission of Bids and till award of the Project. The Bids must describe the qualifications, experience and responsibilities of each member of the Consortium, and the commitments each member has made or intends to make to the Project in the development, construction and operation stages as well as the equity contribution each member intends to make towards the Project cost. The Consortium shall also specify the Consortium member who will be responsible for the following:-- Lead development -- Co-development -- Design and detailed engineering -- Civil Construction -- Equipment supply -- Erection and Commissioning -- Operation and Maintenance. The Bidder must designate one or more person(s) to represent the Consortium in its dealings with the Government. The person, will be authorised to perform all tasks, including but not limited to, providing information, responding to inquiries and entering into contractual commitments on behalf of the Consortium. Each member of the Consortium shall submit a signed letter with the Bid which states that:--The Bid carries his concurrence. --Each key element of the Bid (including but not limited to, its technical and other components, description of each member's 41

iv)

v)

vi)

vii)

--b)

responsibilities and commitments to the Project, the designated person(s) who will represent the Consortium during the negotiation process etc.) is agreed to. Any substantive exception or caveat should be addressed in the letter. Leader of the Consortium will not be changed during the execution of the Project.

After the award of the Project, any change in the membership of Consortium or in the responsibilities or commitments of a Consortium member or equity contribution by Consortium members, can be made only with the prior written approval of the Government. The Government reserves the right to reject such requests/proposals from any Consortium, which in the opinion of the Government, adversely affects the Consortium strength. Further, if the successful Bidder changes the composition of the Consortium after signing the Implementation Agreement without taking prior approval of the Government, the Implementation Agreement shall be liable to be terminated after affording due opportunity to the Company to explain their action. Full pertinent information that may affect the performance or the responsibilities of any Consortium members such as ongoing litigation, financial constraints/problems or any other distress/financial constraints must be disclosed. Detailed information as required in the Bid Formats should be submitted separately for each member of the Consortium.

c)

d) 4.3

Disqualification of Bids Bids can be disqualified and excluded from the selection process and dropped from further consideration, for the following reasons:-

4.3.1 4.3.2 4.3.3 4.3.4 4.3.5 4.3.6 4.3.7 4.3.8

Bids received after the last date of receipt of the Bids. Bidders fail to submit required support documentation with the Bids. Bidder fails to submit the Bid with all forms completed and information and data provided, as required by the Government. There are material inconsistencies in the information submitted by the Bidder. Bidder wilfully misrepresents or provides false information in the formats prescribed as in supporting documents. Main Bidder or leader is a member of more than one Consortium or team for a single Project. Bids are not accompanied by the Processing Fee and Bid Security (@ 5% of total upfront charges payable for the Project). If wilful misrepresentation or false information is detected even after allotment of the project, the allotment is liable to be cancelled.

42

CHAPTER 5 PROJECT PROFILES 5.1 GENERAL Himachal Pradesh, spread over an area of 55673 Sq. Kms., is located in the Northern part of India. It is situated South of Jammu and Kashmir and North-East of the Punjab State. It is located at altitudes ranging between 450 m and 6500 m above mean sea level. There is a general increase in elevation from West to East and from South to North. There are five major river basins in the State contributing both to the Indus and Ganges basin e.g. the Chenab, the Ravi, the Beas, the Satluj and the Yamuna. The State is endowed with more than 23194 MW of hydro potential out of which only about 6461 MW of potential has so far been harnessed. 5.2 1. DETAILS OF PROJECTS Suil HEP (13 MW):The Suil Hydro-electric Project has been conceived as a run of-the river type development. The Project comprises a 30 m long Trench Weir, a Desilting Arrangement consisting of two parallel troughs, each 39.50m long, 9.80m wide and 3.50m high to exclude silt particles down to 0.30mm size, a 3.175 Km long 2.5m dia D-shaped tunnel and + 1.91 Km long Power Channel of size 3.00m x 2.60m rectangular RCC box type, designed to carry discharge of 13.20 cumecs, a Forebay + 1078 m long 3m wide and depth varying between 2.85m to 4.16m, 166.00m long Penstock of 2.0m dia bifurcating into two branches of 1.45m dia each to feed two No. Horizontal axis Francis generating units of 6.5 MW each in a surface Power House on the left bank of Suil Nallah under average net head of 111.50m, to generate the power. After generation, water is discharged through 14.32m wide, 20m long Tail Race Channel back to Suil Nallah. The Project will be able to generate 68.96 Gwh and 70.67 Gwh of energy at bus bars in 90% dependable year and 50% mean year respectively. 2. Jangi-Thopan-Powari HEP (960MW):-

43

3.

Kilhi Bahl HEP (7.5 MW):Kilhi-Bahl Hydro-electric Project is proposed as a run-of-the river scheme utilizing the water of Binwa Khad, a tributary of river Beas in Distt. Kangra (HP). The Project comprises a 10 m long drop type Trench Weir at EL + 780 m downstream of confluence with Awa Khad, a 80 m x 12.60 m x 5.0 m sized central silt gutter type surface Desilting Tank to settle all the particles above 0.2 mm size, a 4 Km. long D-shaped concrete lined free flow Head Race Tunnel of dia 2.7 m to carry a design discharge of 11 cumecs, a 80 m x 10 m x 4.75 m sized Forebay with storage capacity of 3300 cum, a 550 m long 1.85 m dia surface Penstock, a 25 m x 12 m sized surface power house to house 2 turbines of installed capacity of 7.5 MW (2x3.75 MW) to generate 41.82 Million Units of energy annually utilizing a net head of + 81 m. The Power House is located at EL + 690 m on right Bank of Binwa below village Lanju Sakri about 12 Km from Baijnath

4.

Gondhala HEP (88 MW):

5.

Tinget HEP (81 MW):Tinget Hydro Electric (81 MW) has been contemplated on a run-of-the river development utilizing the water of Tinget Nallah a tributary of river Chenab in Distt. Lahaul & Spiti in Himachal Pradesh. The project comprises construction of a 30 m. high Diversion Barrage located near village Tinget at river bed level at EL 3144 m. and FRL at EL 3164 m., a 8.5 Km. long Head Race Tunnel to carry a Design Discharge of 33 cumecs into a Power House located near shiling to house three units of installed capacity of 27 MW each (3 x 27 MW) to generate 360 Million Units by utilizing a Gross Head of 299 m.

44

6.

Dugar HEP (236 MW):Dugar Hydro Electric Project has been contemplated on a run-of-the river development located in Pangi Valley near village Killar in Distt. Chamba of Himachal Pradesh. The Project is situated between 3307 Latitude and 76021 Longitude. The Project comprises construction of a diversion Barrage located downstream of the confluence of Mahal Nallah with the river Chenab at EL 2085m , a Head Race Tunnel to carry a design discharge of 346.15 cumecs and , a Power-House at EL 2015m.

7.

Purthi HEP (300MW):-

8.

Lara sumta HEP(104 MW):Lara Sumta Hydro Electric Project (104 MW) has been contemplated as a run of the river scheme utulizing the water of Spiti river, a tributary of river Satluj located near village Lara in Spiti Valley in Distt. Lahaul & Spiti of Himachal Pradesh. The Project comprises a diversion barrage on river Spiti, a 4.50 Km. long main tunnel of 5.50 m. dia to carry a Design Discharge of 100 cumecs into an underground Power House with installed capacity of 104 MW to generate 360 Million Units of energy annually by utilizing a net head of 110 m.

9.

Rashil HEP (102MW):Rashil Hydro Electric Project has been contemplated as a run-of-the river scheme which is a downstream development of Tandi Hydro Electric Project, situated between 320.38 Latitude and 760.50 Longitude in Distt. Lahaul & Spiti of Himachal Pradesh. The Project comprises construction of a diversion Dam located near village Jabrang/Rashil, a Head Race Tunnel and a Power House on the left bank opposite village Thirot.

45

10.

TandI HEP (104MW):Tandi Hydro Electric Project has been contemplated as a run-of-the river development utilizing the water of river Chenab in Distt. Lahaul & Spiti of Himachal Pradesh. This Project is situated between 320.36 and 760.55 and is located downstream of village Tandi. The Project comprises construction of a diversion Barrage just downstream of Village Tholung, a Head Race Tunnel and a Power House located upstream of Head Race of village Tandi.

11.

Patam HEP (60MW):Patam Hydro Electric Project (60 MW) has been contemplated as run-of-the river development utilizing the water of Patam Nallah a tributary of river Chenab in Distt. Lahaul & Spiti of Himachal Pradesh. The Project comprises construction of a 30m. high Diversion Barrage located near Timit Deve upstream of Village Patam at river bed level at EL 3577m, a 9.75 Km. long Head Race Tunnel to carry a Design Discharge of 24 cumecs into a Power House located down stream of Chaling to house three units of installed capacity of 20 MW each (3 x 20 MW) to generate 286 Million Units of energy annually by utilizing a Gross Head 305 m

12.

Sumte Kothang HEP (130MW):Sumte Kothang Hydeo-Electric Project (130 MW) has been contemplated as a run-of the river scheme utilizing the water of Spiti river, a tributary of river Satluj located near village Sumta in Spiti Valley in Distt. Lahaul & Spiti of Himachal Pradesh. The Project comprises a diversion barrage on Spiti river with Intake level E.L. 3205.00m, an 8.00 Km. long Main Tunnel of 6.50 m. dia to carry a design discharge of 140 cumecs into an underground Power House at an EL 2950 m. with installed capacity of 130 MW to generate 500 Million Units of energy annually by utilizing a net head of 155 m.

5.3

The Project capacities and other details of the Projects given at Sr. No. 5 to 12 above are based on preliminary Pre-Feasibility Studies. The Bidders shall be free to optimize the same based on the investigations done by them within the allotted/ indicated domain.

46

CHAPTER-6 BID FORMATS 6.1 BID STRUCTURE AND CONTENTS The Bid to be prepared by the Bidders shall comprise the following chapters:CHAPTER - I 6.2 6.2.1 6.2.2 GENERAL The Bidders shall furnish letter of authorisation as per format I-A. The, Bidders shall furnish the information relating to particulars of their Company/ Consortium, names and addresses of Lead and Associate Companies, their status, (whether sole proprietary/partnership/private limited/public sector etc., as per format I-B. A separate format shall be submitted in respect of each constitute member of the Consortium/ Joint Venture (as applicable). The Bidders shall provide replies to questions as per format I-C. CHAPTER - II 6.3 FINANCIAL STRENGTH The Bidders shall submit the details to assess the financial strength of their Company, subsidiaries (if any), Parent/Group Companies and Associated Companies, if any, in format II-A to II-D. 6.3.1 6.3.2 6.3.3 6.4 6.4.1 6.4.2 6.4.3 Details of Assets and Liabilities as per Format II-A. Full name and address of all Bankers and Financial Institutions with whom the Bidder deals, as per format II-B and II-C. The Bidders shall provide replies to questions as per format II-D. TECHNICAL STRENGTH The Bidders shall give details regarding design/consultancy services provided by them as per format-III A. The Bidders shall provide replies to questions as per format-III-B. The Bidders shall provide complete details of key technical personnel in their Company/Organisation. 47

6.2.3

6.5

PROJECT DEVELOPMENT EXPERIENCE. The Bidders shall furnish the details of their experience in detailed designs, civil construction, equipment supply, erection and commissioning, operation and maintenance of Hydro-electric and other Power Projects in format-IV-A and IV-B.

6.5.1 6.5.2 6.6

The Bidders shall furnish the details of their experience in each of the Project executed by them as per format IV-A. The Bidders shall provide replies to questions as per format IV-B. MISCELLANEOUS. The Bidder shall submit a brief description of methodology proposed to be adopted for carrying out Survey and Investigations for the Project. The Detailed Project Report shall be prepared as per guidelines issued for River Valley Schemes by the Central Electricity Authority, Govt. of India. The Bidder shall submit a tentative time schedule for various activities to achieve the objectives of Implementation Agreement. A periodic review of progress of these activities as per time schedule submitted shall be done by the Govt. of HP.

Note 6.7

In case of Consortium Bidders, the information as per Bid formats shall be furnished separately for each constituent member of the Consortium. PRICE BID. Price Bid shall be submitted in separate envelope as per APPENDIX-III.

48

CHAPTER - 7 SELECTION CRITERIA AND PROCESS 7.1

The Government proposes to follow the selection criteria and process as described hereafter. However the Government reserves the right to modify, delete or add any of the conditions, criteria, at its own discretion. The Bidders must demonstrate their experience in the development, financing, design, construction and operation of Projects of capacity similar to the proposed Projects. If the Bidder has insufficient experience in a specific area, he may associate itself with other Companies or Organizations, whose experience may be demonstrated. The Technical Bids will be assessed on the basis of following parameters. Financial Strength This will be based on assessment of the Bidders regarding their ability to raise equity and debt for the Project and their experience in arranging equity/loans either internally or from capital markets and the financial institutions. In the case of Consortium Bidding, each member will be rated proportional to his proposed equity stake.

7.2

7.3 7.3.1

7.3.2

Technical Strength This will be judged on the basis of competence of key personnel proposed to be deployed by the Bidder for the implementation of the Project in the areas of engineering, construction, finance, legal and Project management and existing facilities available with the Bidder /Consortium to manage these activities. In lieu of key personnel the Bidder may associate or engage a reputable engineering Company or a firm with the necessary background. A duly notarised MOU between the Bidder and the Consultant proposed by him/them shall have to be submitted by the Bidder to get the benefit of this weightage.

7.3.3

Project Development Experience

7.3.3.1 Experience in Hydel Power Projects The Govt. seeks to assess the prior experience of Bidder/Consortium member in the various responsibilities during execution of Hydro-electric Projects such as lead development, co-development, detailed design and engineering, civil construction, equipment supply, operation and maintenance etc. Experience in the execution of Projects in Himalayas or hilly terrain would be preferred. 7.3.3.2 Experience in other Power Projects The Govt. seeks to assess the prior experience of Bidder /Consortium member in the various responsibilities during execution of Power Projects based on other sources of 49

energy e.g. Gas, Nuclear, Solar etc. as lead development, Co-development Detailed design and Engineering, Civil Construction, Equipment Supply, Erection, Operation and Maintenance etc. SELECTION CRITERIA AND PROCESS 7.4 The selection process will be in two stages. In the first stage the Technical Bids submitted by the Bidders shall be scrutinized and evaluated for Pre-qualification. The Bids shall be assessed on the basis of following two criteria viz. Financial Strength & Technical Strength.. The following shall be the qualifying parameters for eligibility1. Financial Strength:For evaluation purpose, the Net Worth of a Bidder as a Company or a Consortium/ Joint Venture of Companies or a Corporation, shall be assessed on the basis of proportionate equity participation by each constituent members in accordance with the following two parameters by considering financial position as depicted in the duly audited Balance Sheets and Profit & Loss accounts for the FY 2008-09, 2007-08 & 2006-07 in original/ certified copies submitted in original/ certified true copies of the respective Companies. Note:All eligible bidders who are not registered as companies under the Companies Act 1956 are also required to submit their audited Financial Statements in same manner and same formats required under the act for a registered Company. Net Worth = Equity (paid up share-capital) (+) Reserves & Surplus (excluding Re-evaluation Reserves & Deprecation Reserves) (-) Intangible assets like, good will patents, deferred revenue expenditure, preliminary expenses or preoperative expenses to the extent not written off fully, losses including past losses etc.) 1. For Projects involving a capital expenditure upto Rs. 1000 Crore, the Networth should not be less than 25 % of the total cost of the Project:( assuming per MW cost of the project = Rs. 6.0 crores) Only such bidders will be eligible to be considered for second stage of biding process who possess Net Worth in crores for the latest Financial Year 200809, at-least equivalent to one and half times the installed capacity in megawatt, of the Project applied for. Illustration:For a 10 MW Project the Net-Worth should be at least Rs. 15 crore (i.e Rs 1.5 crore/MW) 2. For Projects involving a capital expenditure exceeding Rs. 1000 Crore, the Net-worth should not be less than 15 % of the total cost of the Project:( assuming per MW cost of the project = Rs. 6.0 crores) 50

i.

Only such bidders will be eligible to be considered for second stage of biding process who possess Net Worth in crores for the latest Financial Year 200809, at-least equivalent to point nine(0.9) times the installed capacity in megawatt, of the Project applied for. Illustration:For a 1000 MW Project the Net-Worth should be at least Rs. 900 crore (Rs. 0.9 crore/MW). ii. Profit after Tax: For evaluation purpose, the Profit after Tax of a Bidder as a Company or a Consortium/ Joint Venture of Companies or a Corporation, shall be assessed on the basis of proportionate equity participation by each constituent members in accordance with the following parameters by considering financial terms as depicted in the duly audited Balance Sheets/audited financial statements, for above defined three consecutive years submitted in original/ certified true copies by the respective Companies. Only such bidders will be eligible to be considered for second stage of biding process who possess a cumulative profit after tax (in crore) for the last three consecutive years totaling to at least a crore, where a shall be equivalent to 25% of the installed capacity in mega-watt, of the Project applied-for. Illustration:- For a 10 MW Project the cumulative Profit After Tax for last three years should be at-least Rs.2.50 Crore.(i.e Rs. 0.25crore/MW).

2. Technical Strength:Only such Bidders will be eligible to be considered for second stage of bidding process who possess any of the following three technical strength criteria:a). In case of Bidders who are in the business of Power Generation: i. ii. Developer/ Owner of x no of megawatts;
(OR)

Contractor with y amount of turnover;

(OR)

iii. Consultant in z no of megawatts. x shall be equivalent to the one fifth of the installed capacity in mega-watt of the Project applied for. y shall be equivalent to two times the installed capacity in mega-watt of the Project applied-for in crores in INR. z shall be equivalent to the half of the installed capacity in mega-watt of the Project applied for.
(OR)

51

b).

Those in consortium with partner having not less than 26% equity stake meeting above criteria.
(OR)

c).

Those with MOU with consultants meeting double of criteria as per (a) (iii) above i.e. twice the z no of megawatts.

A Bidder, who has the above financial and technical strength, will be considered as pre-qualified/eligible for participation in second stage of the bidding process. In the second stage, Price Bids of the Pre-qualified Bidders will be opened on specific date (which shall be intimated to all pre-qualified bidders) in presence of the eligible bidders or their authorized representative(s) who are willing to be present. 7.5 The Projects will be allotted to the Bidders quoting highest amount of Additional Free Power at a uniform percentage of the deliverable energy in all three time-bands of Royalty charges during the operation period of the Project to the Government of Himachal Pradesh over and above the royalty charges of (12%+1%), (18%+1%) & (30%+1) of the deliverable energy upto 12 years, next 18 years and balance 10 years, in lieu of this concession. After Evaluation of Bids, a Letter of Intend (LoI) shall be issued to the successful Bidder inviting him to deposit the fixed upfront premium of Rs. 20.00 lakh per MegaWatt capacity of the project, in following two installments :i. First Installment comprising 50% (less 5% amount deposited as Bid Security) amount of total fixed upfront premium payable for the project, shall required to be deposited within 30 days from the date of issuance of Letter of Intent.

ii. Immediately after deposit of first installment, a Letter of Allotment shall be issued. to the successful Bidders asking them to sign a Pre Implementation Agreement with the Government of Himachal Pradesh for achieving various benchmarks and submission of final DPR. The draft Pre-Implementation Agreement is attached at Appendix-II iii. Second Installment comprising balance 50% of total fixed upfront charges shall required to be deposited within a period of 12 months from the date of issuance Letter of Allotment. Note: i). Additional Free Power Royalty of 1% from the Hydel Power Projects would be provided and earmarked for a Local Area Development Fund(LADF) as per the notification issued by the Govt. of H.P. 52

ii). The tariff would be determined by the appropriate regulatory commission in accordance with the rules and guidelines prevailing at that time. As on today only (12%+1%) free power is allowed to pass through tariff. Therefore additional free power/upfront premium would have to be paid for from earning out of merchant sale or own resources of the developer.

53

APPENDIX-I FORMATS FOR BIDDERS FORMAT GENERAL Format-I-A Format-I-B Format-I-C Format-I-D Letter of Authorisation Bidder s Organisation Power of Attorney General Questionnaire 55 56-58 59 60 DESCRIPTION PAGE NO.

FINANCIAL STRENGTH Format-II-A Statement of Assets, Liabilities & Profits etc. Banker's Information. Financial Strength (Questions) 61-62 63 64

Format-II-B Format-II-C

TECHNICAL STRENGTH Format-III-A Format-III-B Technical Strength (Data sheet) Technical Strength (Questions) 65 66

PROJECT DEVELOPMENT EXPERIENCE. Format-IV-A Format-IV-B Project Development Experience (Data Sheets). Project Development Experience (Questions) 67-68 69

54

FORMAT I-A LETTER OF AUTHORISATION

Know all men by these presents, we

.(name and address of the .

registered office) do hereby constitute, appoint and authorize Mr. / Ms

(name and residential address) who is presently employed with us and holding the position of as our attorney, to do in our name and on our behalf, all such acts, deeds and things necessary in connection with or incidental to our bid for the project on BOOT basis in the Himachal Pradesh including signing and submission of all documents and providing information/responses to Directorate of Energy, Govt. of HP and generally dealing with Directorate of Energy in all matters in connection with our bid/proposal for the said project. We hereby agree to ratify all acts, deeds and things lawfully done by our said attorney pursuant to this Power of Attorney and that all acts, deeds and things done by our aforesaid attorney shall always be deemed to have been done by us.

For

Accepted .. (Signature)

(Name, title and address) of the Attorney

Note: The mode of execution of the Power of Attorney should be in accordance with the procedure, if any, laid down by the applicable law and the charter documents of the executants(s) and when it is so required the same should be under common seal affixed in accordance with the required procedure.

55

FORMAT I-B BIDDER S ORGANIZATION I) NAME OF PROJECT APPLIED FOR II) BIDDER S ORGANIZATION (Or Consortium Organization) 1. 2. 3. 4. 5. 6. Name of Company / Organization whether registered company or society or Partnership or any other: Date of Incorporation : Name of Parent/Group Company : Relationship with the Main Company (Equity holding) : Country in which Incorporated : Type of Organization : (Whether Sole proprietary/ partnership, Private Ltd. /Public Sector). Attach:i) Copy of Registration Certificate. ii) Memorandum & Articles of Association. of the Company. Communication Address : Head Office Address : Other Contact Means : Cable Address: Telephone No. Telefax No. Telex No. Electronic Mail:

7. 8. 9.

10. 11.

Name of Contact Person(s) : (a) Corporate objectives or purposes of the Company : (b) Detailed description of the Company (c) Highlights of current activities (d) Experience in infrastructure Sector

56

FORMAT I-B(Contd.) 12. Provide in the table below the name and address of Lead and Associated Companies to be involved in this Project (to the extent known at this point) : Table-I: Bidder s Team & Responsibilities Role in this Project Company (Name and address) Equity proposed in the Project

Lead Developer Co-Developer EPC Contractor Equipment Supplier O&M Contractor Others 13. 14. Give the names & designations of Members of the Board of Directors. Specify, who is actively managing the affairs of the Company. Name : Designation: Address: Even if it is other than a company the composition including names and addresses of owners and the person who is managing, be given above Additional pages be attached be required. 15. In case of a Consortium, Memorandum of Association & Power of Attorney signed by each Consortium partner, clearly indicating the Lead Partner as per the format prescribed below:

57

FORMAT I-B(Contd.) AFFIDAVIT (To be given separately by each consortium member in case of a consortium or otherwise by the Bidder on a Stamp paper of Rs. 10) I,, ..S/o ..resident of .. , the .. (Insert designation) of the .. (Insert name of the single bidder/consortium member if a consortium), do solemnly affirm and state as under:1. That I am the authorized signatory of .(insert name of company/consortium member) (hereinafter referred to as Bidder/Consortium Member ) and I am duly authorized by the Board of Directors of the Bidder/Consortium Member to swear and depose this Affidavit on behalf of the bidder /consortium member. That I have submitted information with respect to our eligibility for the setting up of ..Hydro Electric Project on Boot basis ( hereinafter referred to as Project ) and I further state that all the said information submitted by us is accurate, true and correct and is based on our records available with us. That I hereby affirm to furnish any information, which may be requested by Directorate of Energy to verify our credentials/information provided by us under this tender and as may be deemed necessary by Directorate of Energy /Govt. of HP. That if any point of time including the Concession Period, in case Directorate of Energy requests any further /additional information regarding our financial and /or technical capabilities, or any other relevant information, I shall promptly and immediately make available such information accurately and correctly to the satisfaction of Directorate of Energy. That I fully acknowledge and understand that furnishing of any false or misleading information by us in our RFP shall entitle us to be disqualified from the tendering process for the said project. The costs and risks for such disqualification shall be entirely borne by us. I state that all the terms and conditions of the Request for Proposal (RFP) Document has been duly complied with. DEPONENT VERIFICATION:I, the above named deponent, do verify that the contents of paragraphs 1 to 6 of this affidavit are true and correct to my knowledge. No part of it is false and nothing material has been concealed. Verified at 2010. DEPONENT 58 , on this .day of

2.

3.

4.

5.

6.

FORMAT I-C POWER OF ATTORNEY TO WHOMESOEVER IT MAY CONCERN WHEREAS we have decided to participate in the bidding process for the setting up of ..Hydro Electric Project on Private Participation on Boot basis (the Project ) as member of ..[name of the Consortium] independently, we, .[ name of authorising company/agency ], a .incorporated under the laws of , the registered address of which is .., to lawfully represent and act on our behalf as the Lead Member of the Consortium to sign any qualification statement, proposal, conduct negotiations, sign contracts, incur liabilities and receive instructions for us and on our behalf and execute all other necessary matters in connection with the Project. We hereby confirm that we are jointly and severally liable, together with other members of the Consortium, to the Directorate of Energy/State Govt. for all of the obligations of the Consortium in respect of our qualification statement, technical and financial proposal for the project, in accordance with the RFP document for the Project issued on and as amended prior to date hereof. We hereby ratify and confirm that all acts done by our said attorney .[ name of lead member ] shall be binding on us as if the same has been done by us personally. We hereby also ratify and confirm that if we are selected as Preferred Bidder, we shall incorporate a Company under the Companies Act, 1956 as per the following shareholding pattern: Party %Shareholding

IN

WITNESS

WHEREOF, day of

we

have hereunto set our respective hands this ..2008 in the presence of the following witnesses. Witness2

Witness1 Signature .

Signature

Name Address By Signature Name Title

. . . . . .

Name Address [the Authorising Company] [Signature of authorized signing officer] [Name of authorized signing officer] [Title of authorized signing officer]

. .

59

FORMAT I-D GENERAL QUESTIONNAIRE a. Has the Bidder clearly identified the Lead Company and its relationship to the Parent Company? Yes No Has the Bidder clearly identified his Organisation? Yes c. No

b.

Has the Bidder clearly identified the role of other Companies that comprise the Consortium or Joint Venture and provided letters of Agreement from those members? Yes No

d. e.

Is there any existing litigation/arbitration against the Bidder? Yes Does your Consortium comprise a Public Sector Company? Yes

No

No

f.

Is the Bidder in a position to incorporate a separate Company for the implementation of the Project? Yes No

60

FORMAT II-A FINANCIAL STRENGTH Statement of Assets, Liabilities and Profits etc. Financial Information Actual Previous Three Years ---------------------------------------------------------------------------------------2006-07 Annual 2007-08 Annual 2008-09 Annual A/c s. A/c s. A/c s Schedule/ Schedule/ Schedule/ Page No. Page No. Page No.

1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13.

Total Assets Current Assets Share Capital Free Reserves Total Liabilities Current Liabilities Turnover Profit before Taxes Profit after Taxes Net Cash Accrual (Flow) Net Worth Current Ratio Debt Equity Ratio

Attachments: i. Attach one copy of annual report and audited financial statements alongwith notes on accounts for the aforesaid three years (for the individual Bidder or each member of the Consortium of the Parent Company).

61

ii.

Companies owned by individuals, and partnerships, may submit their balance sheets certified by a registered accountant and supported by copies of tax returns, in case audits are not required by the laws of their countries of origin. Income tax clearance certificates for the last latest year. In case accounts are maintained on Calendar Year basis, then information for the years 2006, 2007 & 2008 be given. Any commitments against the income of next 10 years be also given. Any default with any bank/financial institution as on date. Any criminal proceeding against any company or partner or bidding entity.

iii. iv.

v. vi. vii.

62

FORMAT II-B BANKER S INFORMATION 1. 2. 3. 4. 5. 6. Name of Banker/Financial Institution : Address : Telephone Contact Name and Title Telex No. Attachment : A letter of authorisation (Format II- C), by the Bidder to authorise the Bank/Financial Institution to furnish such information as desired by the Government for assessing the credit-worthiness of the Bidder. (Separate sheets for each bank/financial institution be submitted) Fax No.

63

FORMAT II-C FINANCIAL STRENGTH (Questions) Questionnaire a. b. c. Has the Bidder as a developer ever provided equity in any Independent Power Project? Yes No Has the Bidder as a developer raised debt in any Independent Power Project? Yes No Has the Bidder defaulted in repayment of loans to any financial Institutions during the last five Years? Yes No Has the Bidder been ever referred to the B.I.F.R? Yes No

d.

64

FORMAT III-A TECHNICA L STRENGTH PROJECT DATA SHEET (Separately for Each completed Project) 1. 2. 3. 4. 5. 6. Sr. No. 1. PROJECT NAME: ___________________________ LOCATION (City & Country): ___________________________ OVERALL CAPACITY (MW): ___________________________ TYPE:(HYDRO/THERMAL/OTHERS): ___________________________ DATE OF START & FINISH ___________________________ TOTAL COMPLETED COST :- (Rs in million) ______________________ Characteristic Description Equity Provided ( in percentage) WHICH COMPANIES PLAYED THESE ROLES ON THE PROJECT INCLUDING BIDDERS OWN: a) b) 2. Design Services Consultancy Services Description Cost Completion (Rs. million) period in months

TECHNICAL DETAILS A) Major Equipment Installed a) b) c) Turbines Generators Transformers

B) CIVIL WORKS: a) b) c) Dam (______m high) Tunnel (______m long, ____mdia) Pressure Shafts (_____Nos._____m Long, ___mdia)

C) Power House (whether surface or Underground) I/We hereby certify that the information furnished by me/ us is a true statement of facts.

Date: Place.

Name, Designation of person signing.

65

FORMAT- III-B TECHNICAL STRENGTH (Questions) Questionnaire a. Whether the Bidder has got the technical organisation for carrying out the objects of the Implementation Agreement? Yes No

b.

Has the Bidder enclosed a letter of intent from a Consultant Organisation to take up the assignment for the Bidder? Yes No

66

FORMAT IV-A PROJECT DEVELOPMENT EXPERIENCE PROJECT DATA SHEET (Separately for Each completed Project) 1. 2. 3. 4. 5. 6. Sr. No. 1. PROJECT NAME: LOCATION (City & Country): OVERALL CAPACITY (MW): TYPE: (HYDRO/THERMAL/OTHERS): DATE OF START & FINISH ___________________________ ___________________________ ___________________________ ___________________________ ___________________________

TOTAL COMPLETED COST :- (Rs in million) ________________________ Characteristic Description Equity Provided ( in percentage)

WHICH COMPANIES PLAYED THESE ROLES ON THE PROJECT INCLUDING BIDDERS OWN: a) Lead Developer b) Co-Developer c) Equity Participant d) Debt Participant e) EPC Contractor f) Contractor (Mention component) g) O&M Contractor h) Equipment Supplier FINANCING DETAILS: a) Total Equity b) Bidder s Equity c) Total Debt. d) Bidder s Debt e) Time taken for Financial Closure (months). (Rs. in million)

2.

67

3.

TECHNICAL DETAILS A) Major Equipment Installed a) b) c) Turbines Generators Transformers

Description

Cost (Rs. million)

Completion Period in months

B) CIVIL WORKS: a) b) c) Dam (______m high) Tunnel (______m long, ____m dia) Pressure Shafts (_____Nos.___m Long, ___m dia)

C) POWER HOUSE (whether Surface or Underground)

I/We hereby certify that the information furnished by me / us is a true statement of facts.

Date: Place.

Name, Designation of person signing.

68

FORMAT IV-B PROJECT DEVELOPMENT EXPERIENCE (Questions) Questionnaire a. Has the Bidder as a developer executed any Hydro Electric Project? Yes b. c. Has the Bidder ever constructed a Dam? Yes No No

Has the Bidder got an experience of working in the Himalayan/Hilly Region? Yes No

d.

Does the Bidder have a proper Design Organisation already in position to take up the Designs of the Project? Yes No

69

APPENDIX-II PRE-IMPLEMENTATION AGREEMENT

PRE-IMPLEMENTATION

AGREEMENT

BETWEEN

GOVERNMENT

OF

HIMACHAL PRADESH AND M/S _______________________________ FOR THE INVESTIGATION AND IMPLEMENTATION OF ________________________ HYDROELECTRIC PROJECT (______MW) IN HIMACHAL PRADESH.

This PRE IMPLEMENTATION AGREEMENT (PIA) entered into on this _________ day of ______ in the year Two Thousand and_________ between the Governor of Himachal Pradesh through the Principal Secretary, Department of Multipurpose Projects and Power (MPP & Power) to the Government of Himachal Pradesh having its office at Civil Secretariat, Shimla-171002 (which expression, unless repugnant to the context or meaning thereof, shall include its successor(s), administrator(s) or permitted assigns) of the FIRST PART( hereinafter referred to as the First Party ). AND

M/s______________________, a generating Company within the meaning of section 2(28) of the Electricity Act, 2003 having its registered office at _________________, (which expression shall, unless repugnant to the context or meaning thereof, include its holding company, subsidiaries, associates, successor(s), administrator(s), and permitted assigns) through Shri __________________ who has been duly authorized by the Company vide their resolution dated ______________ to execute this Pre Implementation Agreement, of the SECOND PART (hereinafter referred to as the Second Party ).

WHEREAS the First Party has decided in line with the policy guidelines of the Government of India (GOI), to allow power generation in the Private Sector and has invited proposals for private investments in such Projects, interalia __________________ Project in _____________ District (Himachal Pradesh) of the capacity of _______ MW, (hereinafter referred to as the Project ); and

70

WHEREAS the Second Party is desirous of setting up _____________ Hydro-electric Power Project (_____ MW) in District ______________ (Himachal Pradesh on river___________; and

WHEREAS the First Party has allotted _________ Project to the Second Party for investigations and implementation of the said Project and are desirous of reducing in writing the terms and conditions of the said Agreement.

NOW THIS PRE IMPLEMENTATION AGREEMENT BETWEEN THE PARTIES HERETO WITNESSETH AS FOLLOWS:

1. The Second Party is desirous of and has submitted its proposal to the First Party for investigations and implementation of the proposed________ Hydro-electric Power Project (_____ MW) in ________ District of Himachal Pradesh. 2. The First Party has accepted the proposal of the Second Party and has agreed, in principle, to allow them to investigate the Project subject to fulfillment of terms and conditions of this Pre-Implementation Agreement by the Second Party.

Following milestones shall be achieved by the Second Party failing which consequential action as mentioned will be taken by the First Party. The Second Party shall be required to submit monthly progress report to the Directorate of Energy. At the end of each quarter the Second Party shall be required to submit a quarterly report to the First Party The First Party will be at liberty to cancel the Pre Implementation Agreement, after affording due opportunity to the Second Party in case the First Party is not satisfied about the progress made by the Company. (However, in Project-sites located in the remote areas as defined in the Definition), As a special case projects at Sr No. 4,5,6,8,9&10 of Chapter 1, shall be allowed one year extra time period for preparation and submission of Detailed Project Report (DPR) as prescribed in the Column V below.

71

Sr. No

Milestones

Time Period For Projects where DPR/PFR ready. For Projects where Feasibility is to be ascertained by IPPs.
(iv)

For Projects where Feasibility is to be ascertained by IPPs falling under remote area s.
(v)

Conseque ntial Action.

(i)

(ii)

(iii)

(vi)

1. Upfront Premium

First Installment comprising 50% (less 5% amount deposited as Bid Security) amount of total fixed upfront premium payable for the project, shall required to be deposited within 30 days from the date of issuance of Letter of Intent. Immediately after deposit of first installment, Letter of Allotment shall be issued Second Installment comprising balance 50% of total fixed upfront premium shall required to be deposited within a period of 12 months from the date of issuance of Letter of Allotment

First Installment comprising 50% (less 5% amount deposited as Bid Security) amount of total fixed upfront premium payable for the project, shall required to be deposited within 30 days from the date of issuance of Letter of Intent. Immediately after deposit of first installment, Letter of Allotment shall be issued

First Installment comprising 50% (less 5% amount deposited as Bid Security) amount of total fixed upfront premium payable for the project, shall required to be deposited within 30 days from the date of issuance of Letter of Intent. Immediately after deposit of first installment, Letter of Allotment shall be issued

Cancellati on of Allotment

Second Installment comprising balance 50% of total fixed upfront premium shall required to be deposited within a period of 12 months from the date of issuance of Letter of Allotment

Second Installment comprising balance 50% of total fixed upfront premium shall required to be deposited within a period of 12 months from the date of issuance of Letter of Allotment

72

2.

A Compendium giving details of Hydrological data/observati ons.

One year from the date of signing of Pre Implementation Agreement.

3.

4.

Topographical sheets prepared after conducting surveys. A Compendium giving details of Geological/Ge ophysical observations.

One year from the Two(one year + 12 Cancellati date of signing of months) year on of the Pre Implementation PreAgreement Implement ation Agreemen t and forfeiture of Upfront Premium deposited. One year from One year from the Two(one year + 12 -dothe date of date of signing of months) year signing of Pre Pre Implementation Implementation Agreement Agreement One year from One year from the Two(one year + 12 -dothe date of date of signing of months) year signing of Pre Pre Implementation Implementation Agreement. Agreement.

5.

6.

7.

Conveyance of Feasibility/No n-feasibility of the Project. A report on the Power Evacuation Arrangement envisaged by the Second Party. Submission of Detailed Project Report.

--

One year from the Two(one year + 12 date of signing of months) year Pre Implementation Agreement. One year from the date of signing of Pre Implementation Agreement.

-do-

One year from the date of signing of Pre Implementation Agreement.

-do-

18 months (for projects upto 50 MW) or 24 months (for projects above 50 MW) from the date of signing of PreImplementation Agreement.

24 months (for projects upto 50 MW) or 30 months (for projects above 50 MW) from the date of signing of Pre-Implementation Agreement.

42 months from the date of signing of Pre-Implementation Agreement.

Extension of prescribed period in the PreImplement ation Agreemen t upto maximum of six months subject to deposit of prescribed

73

8.

Signing of the Implementatio n Agreement with the First Party.

36 months (30 months for Projects where DPR is prepared by HPSEB & is ready) after the date of signing of P.I.A.

42 months after the date of signing of Pre Implementation Agreement.

54 months after the date of signing of Pre Implementation Agreement.

9.

10.

11.

Submission of necessary inputs for obtaining TEC, proposal (s) for obtaining other statutory/ nonstatutory clearances (Diversion of Forest Land, Environmental & Forest Clearance, Pollution Clearance) and Acquisition of Land by the Second Party to the First Party. To obtain required sanctions/ approvals/clea rances to the proposals submitted by the Second Party as per Sr. No.9 above. Achieving Financial

Within 8 months Within 8 months Within 8 months from the date the from the date the from the date the IA IA is signed. IA is signed is signed

Extension fees of Rs.10,000/ - per MW per month. Cancellati on of the allotment of the Project and forfeiture of Upfront Premium deposited. Terminati on of Implement ation Agreemen t and forfeiture of Security Deposit/ Upfront Premium deposited.

Within 10 months from the date of submission of proposal(s) by the Second Party.

Within 10 months from the date of submission of proposal(s) by the Second Party.

Within 10 months from the date of submission of proposal(s) by the Second Party.

Within 24 Within 24 months Within 36 months Terminati months from the from the date of from the date of on of the

74

Closure, signing of PPA, establishment of site office etc. and start of construction work on the Project.

date of signing of the IA or six months of obtaining the approvals/ clearances mentioned at 10 above whichever is earlier.

signing of the IA or six months of obtaining the approvals/clearance s mentioned at 10 above whichever is earlier.

signing of the IA or six months of obtaining the approvals/clearances mentioned at 10 above whichever is earlier.

12.

Project commissionin g (scheduled Commercial Operation Date of the Project) Handing over of the Project to the First Party free of cost.

As per Technoeconomic Clearance of the DPR.

As per Techno- As per IA economic Clearance of the DPR.

IA in case the constructi on work on the Project is not started and forfeiture of Security Deposit / Upfront Premium. Disincenti ve as per Clause stipulated in the IA.

13.

The date falling 40 years after the Scheduled Commercial Operation Date of the Project.

The date falling 40 years after the Scheduled Commercial Operation Date of the Project.

The date falling 40 Action as years after the deemed Scheduled fit. Commercial Operation Date of the Project.

4.

In case of failure of the Second Party to adhere to the benchmarks as per PreImplementation Agreement resulting in extension of time, the extension fees specified shall be made payable to the Principal Secretary (Power), to the Government of Himachal Pradesh and deposited in the accounts of First Party. In case of breach of any provision/Clause of this Pre-Implementation Agreement, or any part thereof, the amount paid on account of up front premium at the time of allotment of the Project shall be liable to be forfeited by the First Party. The Second Party agrees that the Fixed Upfront Premium @ Rs. 20.00 lakh per MW amounting to Rs._______________, AFE and other security deposits deposited by the Second Party shall not form part of the project cost in the DPR and financial closure, which shall be borne by the Second Party out of the financial strength of the Second Party. Within Two year of signing of Pre-Implementation Agreement the Second Party shall furnish to the Government the following:i. A Compendium giving details of hydrological data/observation.

5.

6.

75

ii. iii. iv.

Topographical sheets prepared after conducting surveys. A Compendium giving details of Geological/Geophysical observations. A report on the Power Evacuation Arrangement envisaged by the Second Party.

In case the Second Party is not able to furnish the above documents within the stipulated period, the First Party will be at a liberty to cancel the Pre-Implementation Agreement after affording due opportunity to the Second Party. No compensation whatsoever shall be payable by the First Party in this regard. The Upfront Premium deposited by the Second Party shall also be liable for forfeiture. 7. The Second Party agrees to supply free of cost the Hydrological and Meteorological data observed at the project site to the First Party on quarterly basis. The First Party shall have the right to use this data for any purpose whatsoever. The Second Party shall carry out the techno-economic studies of the Project and submit a Detailed Project Report (hereinafter called the DPR ) to the First Party within a period of eighteen (18) months (for Projects upto 50 MW) and twenty four (24) months (for Projects above 50 MW) where PFR/DPR prepared by HPSEB is available, or twenty four (24) months (for Projects upto 50 MW) or thirty (30) months (for projects above 50 MW) for the projects where the feasibility is to be ascertained by the Second Party, 42 months for projects falling in Remote/Difficult area s from the date of signing of this Pre-Implementation Agreement failing which, the First Party will be at a liberty to cancel this Pre-Implementation Agreement after affording due opportunity to the Second Party. No compensation whatsoever shall be payable by the First Party in this regard. The Upfront Premium deposited by the Second Party shall be forfeited.
The Second Party shall be free to dispose of such power as remains after meeting

8.

9.

commitments of royalty in the shape of Free Power and Additional Free Power, upto maximum of forty percent (40%) of deliverable energy through merchant sale. The State Govt. shall have right of first refusal on sale of such power as remains after meeting commitments of royalty in the shape of Free Power, Additional Free Power and Merchant sale of power, on the tariff to be determined by the appropriate regulatory commission. The state Government s. right of first refusal shall be decided and conveyed immediately after grant of Techno-economic Clearance (with in 20 days). 10. In case of the delay being unavoidable, to the satisfaction of the First Party, the Second Party may be granted an extension up to maximum of six months for the submission of the DPR upon payment of fees of Rs.10,000/- (Rupees Ten thousand) per MW per month. The Second Party shall carry out the requisite detailed investigations and identify the transmission system for evacuation of power from the Project in consultation with the 76

11.

First Party/State Transmission utility (STU) keeping in view, the integrated system requirement, which shall form a part of the Project. 12. The Second Party shall make arrangements for evacuation of power from the Project to the Board s/ PGCIL s sub station (designated as Interconnection Point) as per the provisions in the DPR. For evacuation of power beyond the interconnection point, the Second Party shall tie up with STU/PGCIL for arrangements of a suitable integrated transmission system at mutually agreed Wheeling Charges. Subject to the First Party and the Second Party having satisfied themselves about the techno-economic feasibility of the Project, an Implementation Agreement shall be signed between the First Party and the Second Party within a period of Thirty six (36) months (30 months for Projects where PFR/DPR prepared by HPSEB is available) or forty-two (42) months (54) months for Projects falling in Remote/Difficult area s for Projects where feasibility of the Project is to be ascertained by the IPPs, from the date of signing of Pre-Implementation Agreement for the Project. The Company will have to deposit a Security Deposit of sum of Indian Rupees equivalent to Rupees One Lac (Rs. 1,00,000) per MW of installed capacity as cash/Bank Draft within one month of signing the Implementation Agreement with the First Party. The Agreement shall remain in force upto a period of 40 years from the Scheduled Commercial Operation Date of the project, thereafter, the project shall revert to the First Party free of cost and free from all encumbrances. The project assets would be maintained by the Second Party in a condition that would ensure a residual life of the Project at the rated capacity for at least 30 years at any point of time. During the 10th, 20th, 30th & 35th years of operations, the First Party or one of its appointed agencies would carry out a mandatory inspection of the project site to ensure that the project assets are maintained to the required standards to ensure the specified generation capability and residual life of the project. If such inspections find that the project capacity and/or life are being undermined by inadequate maintenance, the First Party will be entitled to seek remedial measures from the Second Party. If the Second Party fails to comply with the requirement, the First Party will have the right to take over the commercial operation of the project and shall have full right upon the sale of power including Second Party share. The cost on account of suggestive remedial measures shall be deducted including the operation & maintenance cost for such a period till the project s assets are restored to the required standards to ensure the specified generation capability and residual life of the project as specified above. Thereafter, the project shall be handed over to the Second Party. 15. The validity of this Pre-Implementation Agreement shall be up to a period of maximum of 42 months from the date of signing of Pre Implementation Agreement. In the event, the Project is not found viable by the Second Party after the submission of DPR and the First Party is satisfied that the Second Party has sufficient ground to establish that the Project is not techno-economically viable, the Company will be permitted to withdraw from the Project within a maximum period of 24 months, without any compensation or liability of First Party for the expenditure incurred by the 77

13.

14.

Second Party before the expiry of this period. The 50% amount of the first installment fixed upfront premium deposited at the time of allotment of project shall be refunded without any interest and the balance 50% of the upfront premium shall be forfeited by the First Party. This will ensure the commitment of the Second Party towards the execution of the project and loss of time for the revenues which could have otherwise accrued. 16. The Second Party agrees to carry out the investigations of the Project keeping in view all stipulated quality control measures as well as safety standards as per prudent utility practices. The Second Party shall allow access to the authorized representative(s) of the First Party to all the locations of the Project to ensure compliance in this respect. The First Party agrees to provide to the Second Party, at its request the copies of all available documents, data, information, reports relating to the Project including copies of all investigations and studies carried out since the inception of the Project to enable them to use this information in the best interest of the implementation of the Project. The Government further agrees to render all possible assistance to facilitate the Second Party in obtaining necessary statutory clearances from the concerned authorities. The Second Party shall provide royalty in the shape of free power from the Project to the First Party in lieu of surrender of potential site @(12%+1%) of the Deliverable Energy of the Project for the period starting from the date of synchronization of the first generating unit and extending up to 12 years from the date of Scheduled Commercial Operation of the Project, @(18%+1%) of Deliverable energy of the Project for a period of next 18 years and @(30%+1%) of the Deliverable Energy for the balance agreement period beyond 30 years. The royalty in the shape of free power shall start accruing to the First Party from the Scheduled Commercial Operation Date/ synchronization of first generating unit whichever is earlier. The Second Party shall provide to the First Party, Additional Free Power quoted in the Price Bid at a uniform percentage of the deliverable energy, in all three time bands of royalty charges during operation of the project over and above the royalty charges @ (12%+1%) of deliverable energy for first 12 years, @ (18%+1%) of deliverable energy for a period of next 18 years and @ (30%+1%) of deliverable energy for the balance agreement period beyond 30 years from the Scheduled Commercial Operation Date/synchronization of first generating unit, whichever is earlier. Employment: 20.1 The Second Party agrees to provide employment to Bonafide Himachalis whose names are registered on live register of any Employment Exchange located in the First Party, in respect of all the unskilled/skilled staff and other nonexecutives as may be required for execution, operation and maintenance of the Project, through the local Employment Exchanges or from other than such live registers from anywhere within the State or outside the State, who are bonafide Himachalis or through the Central Employment Cell at Shimla. However, the 78

17.

18.

19.

20.

first preference shall be given to oustees. In the event of non-availability of the requisite skilled manpower at various levels with requisite qualification and experience, non-availability certificates will be obtained from the Labour Commissioner/Director Employment, Himachal Pradesh and only thereafter the Second Party will be free to recruit such persons from outside the State of Himachal Pradesh. 20.2 The Second Party agrees that the contractors/sub-contractors engaged by them for the Project shall give employment to local people/Himachalis for appointment as supervisors, workmen and labourers/workers in the Project. 20.3 In regard to direct recruitment of engineers and other executives, other things being equal in terms of eligibility criteria, qualification, experience etc, the Second Party shall give preference to the candidates well conversant with customs, culture, language and dialect of Himachal Pradesh. The advertisement regarding employment shall be issued in two English dailies and three Hindi daily papers having wide circulation within Himachal Pradesh, besides advertising through Parsar Bharti and Giriraj.

20.4 The Second Party shall ensure that the deployment of Himachalis in respect of Executive/Non-Executive/Skilled/Non-Skilled categories at any stage of the Project implementation, if it is not possible to recruit 100% staff from Himachalis for justifiable reasons, only then the Second Party shall maintain not less 70% of the total employees/officers/executives from Bonafide Himachali persons. 20.5 The Second Party shall provide employment to one member of each of the displaced families or adversely affected as a result of the acquisition of land for the Project, during construction of the Project. During the operation and maintenance of the Project, the Second Party shall give preference to members of the displaced families for employment in the Project. The petty contracts of the road work, retaining walls, buildings construction, carriage of construction material like sand, aggregate, cement, steel etc, engagement of all categories of other service providers, taxis for the staff deployed to the sites, engagement of other light and heavy vehicles, running of canteens/mess, engagement of security personnel through ex-servicemen shall normally be awarded to locals/Himachalis. The Second Party shall provide training programme to the locals affected by the Project so that they are in a position to get employment as various technical/administrative jobs in the Project. All the above mentioned stipulations shall be monitored strictly by the Labour Commissioner and Director, Employment as well as at the Government level by the Labour Department.

20.6

20.7

20.8

79

21.

The Second Party shall reimburse to the Board/appropriate State Power Utility the amount, spent by the Board upto the date of signing of Implementation Agreement, on investigations and infrastructural works of the Project along with compound interest @ 10% per annum before the signing of Implementation Agreement. This shall form a part of the Project cost. The First Party shall intimate details of all such expenditure within twelve months of the date of signing of Pre-Implementation Agreement to the Second Party. Subject to security and operational factor, the Second Party shall permit free use by the First Party and general public, of all service roads, constructed and maintained by it for the Project. Other facilities like hospitals, post offices, schools etc., shall also be made available to the general public as per policy of the Second Party. However, the needs and requirements of local people shall be kept in view. The Second Party shall bear the cost of improvement/widening of the existing roads required to be carried out for the construction of the Project. The First Party shall have the right for withdrawal of water from the river course for the consumptive use by pumping or by gravity for the purpose of potable water supply and irrigation to the affected villagers. The Second Party if ROR Project shall ensure minimum flow of 15% water immediately downstream of the diversion structure of the project all the times including lean seasons from November to March, keeping in mind the serious concerns of the State Govt. on account of its fragile ecology & environment and also to address issues concerning riparian rights, drinking water , health, aquatic life, wild life, fisheries, silt and even to honour the sensitive religious issues like cremation and other religious rites etc. on the river banks.. However, the Second Party is at liberty to install mini Hydel projects to harness such water for their captive use, for their utilities, systems and colonies The First Party will be required to follow the quality control and project safety norms specified by CEA/CWC or Directorate of Energy authorities from time to time and allow the access to conduct the inspection of the projects or supply information as may be required by the Directorate of Energy, Govt. of HP, from time to time. The First Party will constitute a multi-disciplinary committee under the Chairmanship of Chief Minister. Other members shall be State Power Minister (Vice Chairman), Minister/MLA of the area where projects are being executed, representatives of the Second Party, representatives from various concerned departments of the Government, Chairman/Managing Director of the concerned Power Utility and Chairman, Local Area Development Committee (LADC). The Committee shall be monitoring the issues arising during the implementation of the Project, Employment related monitoring, Relief and Rehabilitation, review of Progress of LADC schemes, implementation of Catchment Area Treatment (CAT) Plan, Compensatory Afforestation, Environmental Management Plan, Environment Impact Assessment (EIA) Plan, and restoration of facilities which get damaged because of the implementation of the Project, quality control mechanism of the Projects. The committee shall also review the recommendations and implementation 80

22.

23. 24.

25.

26.

27.

thereof of the Forum of Hydroelectric Power Producers. The Committee shall review the progress of all statutory clearances, time and cost overruns of the project, if any. The Committee shall also draw up the methodology to regulate the payments to be made by the Company to the various departments of the Government in connection with the implementation of the Projects. The Committee shall meet at such intervals, preferably quarterly at such places as is decided by it. 28. The Company shall follow environmental related issues concerning disposal of blasting muck and soil etc. In Himachal Pradesh, because of the peculiar topography, the availability of land is scarce to have dumping sites. The Second Party agrees to use such material for the Project and the remaining material and disposal of the blasting and muck shall be allowed to be used by other development departments like PWD, I&PH and several others for the execution of their areas developmental schemes including the channelization of the river waters by the concerned development agencies. Not only that, even private crusher owners etc. and other private users shall also be allowed to remove such material from the site free of cost. The prescribed norms will be available with the Pollution Control Board. The Second Party agrees not to dump such material on the Project site or any other inappropriate place which flows further to downstream and rivers causing serious environmental concern, which will attract punishment under various laws of Pollution Control Board. The Second Party shall ensure that the material excavated from the site shall be dumped in the area duly approved by the MOEF, GOI/State Pollution Control Board. 28. It has been observed that after the setting up of various Hydroelectric Projects in Satluj basin, numbers of technical and socio-economic problems have arisen due to post effects of hydroelectric projects in the State. To mitigate any eventuality with regard to the execution of Hydroelectric Projects in the Satluj Valley, a forum of Hydro Power Producers of Satluj basin has come into existence on 5.11.2005. The main function of the forum relates to (i) Environment (ii) Operation of power Stations and Sharing of Technical Expertise & Experience (iii) Data Sharing (iv) Disaster Management and Planning and (v) Common Issues with First Party & Government of India. The guidelines of the forum wherever applicable, the attempt shall be made to abide by the recommendations of Forum and applicable to all the Power Producers/Second Parties in the State of Himachal Pradesh. If however, any such more forums are constituted for other river basins, the guidelines of the same shall also be applicable on Second Parties/Power Producers, executing projects in that area. The Second Party shall prepare Disaster Management Plan and its implementation taking into consideration the different flood eventualities, cloud bursts or any kind of natural calamity at various stages of construction and operation of the Project and their mitigation measures. The Company shall include this in the DPR to be submitted to the First Party.

29.

81

30.

In case any existing facilities including but not limited to, irrigation systems, water supplies, roads, bridges, buildings, communication system(s), power systems and water mills are adversely affected because of the implementation of the Project, the Second Party shall be responsible for taking remedial measures to mitigate such adverse effects. The cost of the above remedial measures shall become a part of the Project cost. Such facilities shall be as mutually identified and agreed upon between the Second Party and the First Party. The Second Party shall not interfere with any of the existing facilities till an alternate facility, as identified, is created. The Second Party shall ensure to protect the water rights of the local inhabitants for drinking and irrigation purposes etc. by verifying the revenue entries and activities of I&PH department so as to ensure that such rights are not infringed upon. Any dispute in the matter shall be referred to a committee to be appointed by the First Party involving Irrigation & Public Health and Revenue departments. However, the decision of the First Party shall be final and binding on all the parties. The Second Party shall make suitable financial provisions for mitigation of adverse impacts as per the approved EIA plan and mitigation of degradation of environment due to disturbance of eco-system in watershed area, at the cost of the Project. The Second Party shall have no claim on any Project upstream and downstream of the Project. The First Party shall put in place a committee comprising of experts from Directorate of Energy determining the impact, if any, on the existing projects due to allotment of any upstream and/or down-stream project. In the event of a dispute, the decision of First Party in the matter shall be final and binding on all the parties. The Second Party has an option to develop the Project either as run of the river (ROR) schemes or storage Projects. However, in case of a storage Projects, approval of the First Party shall ensure that such Project causes minimum submergence of habitations and agricultural holding of the people of the area. The second party agrees to share the cost and benefits of additional power generation from the project consequent upon any development of storage Hydro-electric scheme upstream of the project in the future. The extent of cost to be shared by the Developer on account of such development and the benefits to be shared with the Govt. of H.P. on similar account shall be determined by the Principal Secretary (MPP & Power) to the Govt. of H.P. whose decision in the matter shall be final. No suit/claim/proceedings or litigation against this decision of the Principal Secretary (MPP & Power) to the Govt. of H.P. shall lie in any civil or other court or forum. The First Party shall constitute a Local Area Development Committee (LADC) for Project(s) being implemented in each river valley. The Deputy Commissioners will be the Chairman of the LADC and other members shall be nominated by the First Party. Concerned SDM shall be the Member Secretary. The LADC will be entrusted with, but not limited to, the following activities in the Project affected areas, which are those 82

31.

32.

33. 34.

35.

36.

37.

areas/villages surrounding/falling in the catchment/ watershed areas extending from the Reservoir to the Tail Race of the Project.:a) Oversee the restoration of facilities adversely affected due to implementation of the Project. b) Oversee the implementation of Rehabilitation and Relief Plan. c) Oversee the implementation of Catchment Area Treatment (CAT) Plan and Compensatory Afforestation. d) Local Development activities related to development of Agriculture, Horticulture, Animal Husbandry, Fisheries, Rural Development, I&PH, Health, Forest, Education, PWD, Power and other social, religious and cultural activities etc. However, PWD/other roads leading to the Project areas shall not form part of LADC activities. The activities of the LADC during execution shall be financed by the Project itself and for this purpose the Second Party shall make a provision of 1.5% of final cost of the Project. The LADC activities shall be financed from the above provision and not from free power as royalty. The amount on account of Local Area Development shall be paid by the Second Party to the Deputy Commissioner of the Project Affected Areas (Chairman LADC) in equal annual instalments during the Construction Period of the Project and shall be payable in 1st quarter of every financial year, starting from the date of financial closure. The Second Party shall keep the First Party informed of any change in the construction cost of the Project and for any increase in the construction cost of the Project from time to time, the Second Party shall release the instalments accordingly. 38. In pursuance to the provisions of clause 10.1(d) and Clauase 10.1(b), of the new Hydro Power Policy, 2008, of Govt of India, the State Govt, has issued a notification dated: 30.11.2009, that an Additional Free Power of 1% from the Hydel power Projects would be provided and earmarked for a Local Area Development Fund (LADF)aimed at providing regular stream of revenue for income generation and welfare schemes, creation of addition infrastructure and common facilities etc. on a sustained and continued basis over the life of the Project. This fund would be available in the form of an annuity over the entire life of the Project. It has further been notified that:a. The Second Party shall provide an additional 1% free power from the hydel power project for a Local Area Development Fund (LADF) aimed at providing regular stream of revenue for income generation and welfare schemes, creation of additional infrastructure and common facilities etc. on a sustained and continued

83

basis over the life of the project. This fund would be available in the form of an annuity over the entire life of the project. b. This additional 1% free power over and above12% free power, to be provided to the host State will be a pass through in tariff. c. That the second party shall provide 13% such free power i.e. to the First party, which will provide revenue received from such 1% free power to the Local Area Development Fund for the project, to be operated by a Standing Committee to be constituted by the First party. d. The First Party may also provide a matching 1% from its share of 12% free power through plan/ budgetary provisions for schemes where the normal plan/ budgetary provisions and the 1% free power provided by the Second Party to the LADF is not adequate to meet the requirement for infrastructure or schemes which benefits the project area in the cluster or across more than one Panchayat as identified/ recommended by District Level Standing Committee for the project to the State Power Department/ Planning Department . 39. The Company shall open a Police Station/Chowki and a Labour office in Projects above 50MW capacity. The Company shall also bear the cost of deployment of Police Personnel during the construction phase of the Project. For all the projects above 5MW, the Company shall inform the local police station about the details of the labourers and other work force engaged who are both from within the state, country or outside the country, regularly. The Second Party has been selected for the Project on the basis of their equity participation in implementation of the Project as under:Sr. No. Name of Company/Consortium Equity Participation i) The Second Party agrees that they shall retain their equity participation till three years after commissioning of the Project. Any change in Consortium/ equity participation would automatically result in termination of this agreement and the Project shall revert back to the First Party. No compensation whatsoever shall be payable by the First Party in this regard. It may be further noted that all the correspondence shall be made with the party which signs the Pre-Implementation Agreement till such time as the authority vested with gives authorization to any other person with valid authorization of Board of Directors of the Second Party. ii) The First Party may consider the request of the Second Party for changing name of the Second Party or Consortium subject to the condition that Principal Promoter shall retain the controlling interest. In the event of contravention, the Government of Himachal Pradesh shall terminate Implementation Agreement forthwith at any stage. the the any the

40.

84

iii) The Second Party shall be permitted to incorporate a Special Purpose Vehicle for the implementation of the Project with its registered office with-in Himachal Pradesh with the same equity participation as stated above. All rights and obligations under this agreement shall thereafter be transferred to the new Company. 41. 42.

The Second Party agrees to implement the Project strictly as per the schedule/ milestones stipulated by the First Party. The Second Party agrees to take engineering services of a reputed design consultancy organization to oversee the Project planning, its layout design of various Project components and quality of construction to ensure safety of the Project components/ structures during execution and operation of the Project in such a way that there is no loss of human life, property of the people, energy generation etc. The Second Party agrees to have its Corporate Office within the State of Himachal Pradesh. The First Party agrees that till this Pre Implementation Agreement is in force, it shall not entertain any proposal in respect of the Project from any other party. This Pre-Implementation Agreement is exclusive to the Parties hereto and neither of them shall assign its rights and benefits hereunder to third party except with mutual consent. Each party hereto agrees that it shall not divulge any trade, commercial or technical secrets or confidential matters of one another to any third party, save for the purpose of implementing the understanding arrived at in this Pre-Implementation Agreement. No party shall be considered to be in default under this Pre-Implementation Agreement for breach of any of the terms thereof due to the imposition of restrictions and onerous regulations by any Government or statutory authority or agency or other cause beyond its reasonable control. Both the parties hereto shall do and execute all such acts, deeds, assurances and things, as may be necessary and proper for carrying out the terms of this Pre Implementation Agreement. The parties agree to negotiate and enter into such agreements as may be required to give effect to the understanding arrived at under this agreement. The Second Party assures the First Party that there is no misrepresentation in the information supplied by it to the First Party as a part of their Bid or during the subsequent selection process. The First Party reserves the right to cancel the Pre-Implementation Agreement after giving an opportunity to the Second Party in case it is found that there was some such misrepresentation by the Second Party and/or in the event of breach of any of the provisions of this Pre-Implementation Agreement. The Second Party shall abide by the provisions as contained in Hydro Power Policy of First Party. 85

43. 44. 45. 46.

47.

48.

49.

50.

51. 52. 53.

Any violations of the above mentioned issues concerning policy parameters, PIA/IA may results into monetary penalty including cancellation of the Project. The Projects located in the Chenab river basin, shall be governed the provisions stipulated in the Indus Water Treaty. Any difference and/or disputes arising at any time between the parties out of this PIA/IA or interpretation thereof shall be endeavoured to be resolved by the parties hereto by mutual negotiations, failing which the matter shall be referred to the Arbitrator to be appointed as per the provisions of the Arbitration & Conciliation Act, 1996. However, all disputes shall be settled within the jurisdiction of Courts of Himachal Pradesh.

IN WITNESS WHEREO F the parties hereto have set their hands unto this on the day, month and year first above written in the presence of : For and on behalf of Government of Himachal Pradesh Principal Secretary (Power) to the Government of Himachal Pradesh Witnessed by 1. 2. For and on behalf of M/s______________ Mr._______________ Witnessed by 1. 2.

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APPENDIX-III PRICE BID (Letter Head of Bidder) To The Chief Engineer (Energy) Thakur Vatika, Khalini, Shimla (HP)-171002. Subject: Dear Sir, With reference to the Notice Inviting Proposal(NIP) published on ___________, we accept the amount of fixed Upfront Premium @Rs. 20 lakh/MW and uniform percentage of the deliverable energy as additional free power to the Govt. of HP annually, over and above the royalty charges of (12%+1%), (18%+1%) & (30%+1) of the deliverable energy upto 12 years (1st time-band), next 18 years(2nd time-band) and balance 10 years(3rd time-band), in lieu of this concession, in respect of ____________________________ Hydro-electric Project (_____MW) as under:Additional Free Power above Royalty :Sr. No Description Percentage of additional free Power quoted (one uniform figure upto two decimal points only to be quoted) In Figures In words Price-Bid for ____________________________HEP (______MW).

1.

Uniform percentage rate of the deliverable energy in all three timebands of Royalty charges during the operation period of the Project to the Government of Himachal Pradesh over and above the royalty charges of (12%+1%), (18%+1%) & (30%+1) of the deliverable energy upto 12 years(1st time-band), next 18 years(2nd time-band) and balance 10 years(3rd time-band), in lieu of this concession.

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Note:- If there is any discrepancy in percentage of quantum of free power quoted in figures & words, the percentage quoted in words shall be considered to be final. If our bid is accepted and the Project is allotted, we shall deposit a security of sum of amount(Indian National Rupees) equivalent to 5% of the total upfront charges payable for the Project, in shape of DD/Banker s Cheque, on the spot, at the time of opening of Financial Bids and the total amount of fixed upfront premium upon receipt of the Letter of Allotment of the Project. It is also confirmed that we agree to the terms and conditions of the advertisement/ corrigendum s issued from time to time in this behalf and bid document. Unless and until a formal agreement is executed, this bid, together with your written acceptance thereof, shall constitute a binding contract between us. We further confirm the acceptance of following Terms/ Conditions:i. The Government of Himachal Pradesh reserves the right to reject the bid without assigning any reason thereto and the Government shall not be liable for any compensation whatsoever under such circumstances

ii. The Government of Himachal Pradesh reserves the right of equity participation in the Project upto 49% on selective basis. iii. The Security Amount, Processing fees, Upfront Premium & additional free power quoted, shall not form part of the Project Cost in the DPR and financial closure for the Project. iv. The decision of the Government of Himachal Pradesh regarding allotment of Project shall be final and binding on us.

Yours faithfully,

Name of Authorized Signatory Designation of Authorized Signatory Date: Place:

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