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    Michael Andersen

    Public Private Partnership Proposal

    October 2012

    TRAINING - LONDON

    Kogi State Government

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    Michael Andersen

    Public Private Partnership Proposal

    October 2012

    TRAINING - LONDON

    Kogi State Government

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    Disclaimer

    9/10/2012 3Michael Andersen

    This Proposal is made by Michael Andersen Advisory Services, a Nigerian Accounting and Audit practice,

    is in all respects subject to the negotiation, agreement, and signing of a specific engagement letter or

    contract.

    This Proposal contains confidential material proprietary to Michael Andersen Advisory Services. The

    materials, ideas, and concepts contained herein are to be used to assist Kogi State in conducting a Public

    Private Partnership Training for some of its Commissioners, Permanent Secretaries, Directors and Special

    Assistants.

    This information and the ideas herein may not be disclosed to anyone outside the intended parties or be

    used for any other purpose, except with the prior consent of Michael Andersen Advisory Services.

    This proposal is subject to the satisfactory completion of Michael Andersens customary evaluation of

    prospective clients and engagement.

    Should you decide not to engage Michael Andersen Advisory Services, please return this Proposal along

    with any photocopies, and ensure that this document is not distributed to, or shared with other parties.

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    9/10/2012 Michael Andersen 4

    His Excellency

    Governor Idris Wada

    The Executive Governor of Kogi State

    Government House, Lokoja

    Kogi State, Nigeria.

    28th September 2012

    Dear Sir,

    On behalf of Michael Andersen Advisory Services (MichaelAndersen), we would like to thank you for the

    opportunity to submit this proposal to provide training on the methodologies and Best Practices of establishingviable Private Public Partnerships (PPP) in the State.

    Michael Andersen is delighted to submit this formal response which presents our scope of work, approach and

    methodology, experience and capability with respect to assisting you in achieving your goals in these respects.

    Michael Andersen Advisory Services

    No 228B , Eti Osa Way

    Ikoyi

    Lagos

    Nigeria.

    Telephone : +44 7818366186, +234 7033420653;

    +234 8056667569;

    Email: [email protected]

    Internet: www.michaelandersen.biz

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    9/10/2012 Michael Andersen 5

    We have carefully considered your requirements and believe that we are ideally placed to provide you with the services

    you require. We are putting forward a team that comprises seasoned professionals with deep transaction experience.

    These professionals understand the salient local market conditions and technical issues associated with the proposed

    engagement and are expected to bring their expertise to bear towards a successful execution.

    Accordingly, we would like to draw your attention to the following aspects of our business:

    Michael Andersen is amongst the leading advisors in the Public and Private Sectors in Nigeria, offeringunrivalled experience in the areas of Audit and Accounting support services.

    Michael Andersen is currently executing numerous related training and advisory services.

    The team is ready to commence work when instructed and enthusiastic about the prospect of working with you. We

    look forward to demonstrating our commitment for this engagement and we trust that this is reflected in our proposal.

    Yours faithfully

    Michael Olujitan

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    Outline

    9/10/2012 Michael Andersen 6

    Who Are We?

    What We Can Do

    Why Michael Andersen?

    Team Structure

    Business Arrangements

    Key Contacts

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    Who Are We?

    We are a leading Audit,

    Accounting, Taxation and

    Consulting group of firms located

    in Abuja.

    Our main focus is Training,

    Business Consulting, Auditing,

    Accounting, Financial Advisory

    and Taxation for Public andPrivate Sector Organizations.

    We are Accounting Solution

    Providers with public and private

    sector focus and we create valuefor our clients and maximize our

    Audit

    Tax

    AccountingConsulting

    FinancialAdvisory

    9/10/2012 Michael Andersen 7

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    Who Are We?

    Our Competence

    We are a team of diligent professionals with excellent track record

    and drive for continual success. We have a global vision and our

    principal activities include :

    Training

    Private - public partnership advisory;Providing advisory services on business re-engineering and

    restructuring;

    Crafting of business plans;

    Audit and Assurance services;

    Accounting Support services;

    Rendering due diligence and financial modelling services;

    Advisory services on enhancement of internally generated

    revenue.

    9/10/2012 Michael Andersen 8

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    Outline

    9/10/2012 Michael Andersen 9

    Who Are We?

    What We Can Do

    Why Michael Andersen?

    Team Structure

    Business Arrangements

    Key Contacts

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    What We Can DoOur Proposed Services

    Our aim, at the end of the training, is to ensure that all participants: obtain a basic understanding of PPP;

    understand the advantages of PPP procurement;

    know the typical projects for which PPP financing is used;

    gain appreciation of the contract options and deal structures used

    for PPP procurement;

    appreciate the key principles underpinning PPP, as well as the key

    players and their roles in PPP procurement; and

    know the critical factors necessary for successful PPP

    implementation.

    9/10/2012 Michael Andersen 10

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    What We Can DoOur Proposed Services

    Some of the topics, in addition to others, that will be discussed in theTraining include:

    9/10/2012 Michael Andersen 11

    Definition of PPP

    Features of PPP

    PPP vs Other Methods

    Range of PPP Options

    Benefits of PPP

    Key Principles

    Key Structures, Players and Roles

    Types of PPP

    Success Factors

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    Public Private Partnership (PPP)

    9/10/2012 Michael Andersen 12

    Competencies and

    Know-how of thePrivate Sector

    Private

    Capital

    Roles and

    Responsibilities

    of the Public

    Sector

    Fiscal

    Resources

    Cooperation with thePrivate Sector

    Contracting Public-Private

    Partnership

    Privatisation

    Contractual

    arrangements

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    Public Private Partnership

    What It Is

    Long-term contractual

    arrangement

    Public sector retains strategic

    control over service delivery

    Private Sector contractor takes full

    responsibility for design, delivery

    and operations

    Private Sector contractor accepts

    the responsibilities and risks of

    delivering the project

    Payments are made by the public

    sector partner (or the public) for

    performance and availability and

    in some cases usage

    Whole life costs are minimised

    What It Is Not

    Simple outsourcing of

    functions where substantial

    financial, technical and

    operational risk is retained by

    the public sector

    Donations by a private sector

    institutions for a public good

    Privatisation or divesture of

    state assets and/or liabilities:

    the public sector retains

    ownership and shares

    risk/reward

    Commercialisation of a public

    function by the creation of a

    state owned enterprise9/10/2012 Michael Andersen 13

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    Public Private Partnership (PPP)PPP vs. Traditional Procurement

    9/10/2012 Michael Andersen 14

    Traditional Procurement

    The Public sector:

    Writes project specifications

    Manages construction ordevelopment contract

    Pays capital over the

    development period

    Operates and manages the asset

    The private sector:

    Builds to specifications produced

    by the public sector

    In some cases, provides services

    outsourced to it by the publicsector

    PPP

    The Public sector:

    Specifies (with consultants and

    advisors) its service requirements

    Waits for specified services to be

    provided through the PPP

    contract

    Monitors service delivery and

    performance

    Retains overall responsibility forservice provision

    The private sector:

    Manages the PPP contract

    Funds the capital cost, which it

    recoups through servicea ments

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    Public Private Partnership (PPP)PPP vs. Traditional Procurement

    9/10/2012 Michael Andersen 15

    Why PPP may be better than

    traditional procurement

    Estimated

    costs

    Government

    exposure

    Time

    Exposure to

    construction time

    overrunsExposure to

    operating cost

    overruns

    Traditional Public Funding

    Exposure to

    construction costoverrunsN

    Amount of the

    service payments

    locked-in prior to

    commencement

    PPP Funding Approach

    Time

    No payments until

    facilities are available

    for useN

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    Public Private Partnership (PPP)PPP vs. Privatisation/Divestiture

    9/10/2012 Michael Andersen 16

    Privatisation

    Publicly owned assets are not

    sold off to the private sector

    In many cases, assets initially

    funded by the private sector are

    eventually transferred to the

    public sector

    Public sector retains ownership

    and ultimate responsibility for

    service provision

    Core services continue to beprovided by the public sector,

    while ancillary service provision is

    shared with the private sector

    Public authorities responsible for

    policy and levels of service

    Private sector is paid according toperformance in reaching agreed

    PPP

    The Public sector:

    Specifies (with consultants and

    advisors) its service requirements

    Waits for specified services to be

    provided through the PPP

    contract

    Monitors service delivery and

    performance

    Retains overall responsibility forservice provision

    The private sector:

    Manages the PPP contract

    Funds the capital cost, which it

    recoups through servicea ments

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    Public Private Partnership (PPP)Range of PPP Options

    9/10/2012 Michael Andersen 17

    Public SectorOwnership

    2-3 yrcontracts

    Typical Characteristics of PPP Options (contract length is indicative)

    Risk Transfer to Private Sector

    THE PPP SPECTRUM

    Leasi

    ng

    Divestitu

    re

    Includes

    arrangements such

    as Concession,

    BOT, BOO, PFI,

    DBFO, PPI

    Private SectorOwnership

    3-5 yr

    contracts contracts

    permanent20-30 yr

    Note: Different countries use different terminology to refer to essentially similar

    arrangements.

    Managem

    ent

    Contract

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    Public Private Partnership (PPP)Range of PPP Options (2)

    9/10/2012 Michael Andersen 18

    Fully

    Private

    Operation &Maintenancecontract

    DesignBuild

    DesignBuildOperate

    LeaseDevelopOperate

    Buy BuildOperate

    BuildTransferOperate

    BuildOperateTransfer

    Build OwnOperate

    Roles, Skill Requirements, and Risks of Private Sector

    Low High

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    Public Private Partnership (PPP)Typical Deal Structure

    9/10/2012 Michael Andersen 19

    Special purpose vehicle

    Public sector partnerLenders Advisers

    AdvisersPrivate sector partner

    Design and constructionOperation and maintenance

    Direct agreement

    Equity agreement

    Service contract

    Sub-contracts

    Loans

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    Public Private Partnership (PPP)Parameters and Rationale

    9/10/2012 Michael Andersen 20

    Serious (i) service delivery and (ii) infrastructure backlogs

    Internationally a new approach to service delivery whereby

    Governments should ensure delivery, and not necessarily deliver it

    themselves

    Expenditure demand is outstripping income (almost all over the

    world)

    PPP is clearly and unambiguously seen by Governments to be

    part of the solution to these backlogs

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    Public Private Partnership (PPP)Parameters and Rationale (2)

    9/10/2012 Michael Andersen 21

    Fiscal

    Quality of service

    Financial

    Political

    Ideological

    Management

    Technological

    To provide better value for money and give government expenditure

    (capital and recurrent) more impact

    To provide more effective, efficient, reliable and responsive

    services to clients

    To mobilise capital markets to provide long-term funding at competitive rates

    To enhance community, client or pressure group involvement in the

    provision of services

    To increase private sector involvement in government operations

    To empower and motivate employees and make operations more

    businesslike

    To apply new information technology, innovative design, new construction and

    materials technology

    Specific goals

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    Public Private Partnership (PPP)Key Principles of PPP

    Value for MoneyThis is achieved when the required quality of service is delivered at

    a cost that is cheaper than the cost of conventional public sector

    delivery of the same services. It means that the provision of a public

    sector function by a private party results in a net benefit to the

    institution, defined in terms of cost, price, quality, quantity, or risktransfer, or a combination of these.

    Risk and Responsibility Transfer

    A PPP contract transfers many of the risks of ownership of theproject to the private sector, which puts its capital behind the

    successful delivery of the facilities and service.

    The payment structure (or mechanism) is the principal means of

    defining the risk allocation within the project.9/10/2012 Michael Andersen 22

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    Public Private Partnership (PPP)Key Principles of PPP (2)

    CompetitionBids should be compared for:

    Value

    Contractors ability to accept risk

    Benefits compared to a conventional solution

    Innovation

    Suitability as a long-term supply partner

    The Specification of Service Outputs

    The public sector partner should concentrate on stipulating therequired service outputs, allowing the PPP Contractor as much

    latitude as possible as to how these output requirements are met

    9/10/2012 Michael Andersen 23

    ( )

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    Public Private Partnership (PPP)Key Principles of PPP (3)

    Affordability

    Particular PPP projects must be affordable to the public sector

    partner. Affordability is whether the cost of the project over the whole

    project term can be accommodated within budgetary limits, given

    existing commitments. It involves considerations such as the extentof any capital contribution by the public sector partner to the PPP

    project, the annual limits of the unitary payment, and the costs of

    managing the PPP agreement.

    9/10/2012 Michael Andersen 24

    P bli P i t P t hi (PPP)

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    Public Private Partnership (PPP)Benefits

    9/10/2012 Michael Andersen 25

    Government

    Reduces borrowing

    Capital freed for otherexpenditures

    Encourages public sectorreform new ways of working

    and new approaches toservice delivery

    Improves project deliverytime, cost and quality

    Defers payments over thecontract period

    Improves cost estimatesgiven robust analysis

    Strategic control of the projector service delivery remainswith the public sector

    Risk transfer to the privatesector

    Private Sector

    Greater scope for doingpublic sector business

    Expertise can be used andfurther developed

    Goes to profitability

    Growth and job creation Leverage

    Increased debt capacity

    Lower financing costs

    Public

    Earlier access to improvedfacilities or services

    Tax rates remain unaffected

    Higher finish standards

    Ability to maintain desired

    service standardsAny savings equal more

    efficient use of public money

    Operators incentivised todeliver service standards forwhole-life of the asset

    Develops long-term outlooksand better understanding of

    total project costs

    P bli P i t P t hi (PPP)

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    Public Private Partnership (PPP)Key Structures

    9/10/2012 Michael Andersen 26

    PPP

    IMPLEMENTATION

    PLAN

    Ministry

    PPP Units

    Infrastructure

    Development Plan

    Inter-cabinet

    PPP Group

    Public/Private

    PPP Panel

    Local government

    PPP Units

    Central PPP Taskforce

    Cabinet

    Sub-Committee

    Budgetary, Legal &

    Regulatory

    Framework

    P bli P i t P t hi (PPP)

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    PPP units/ taskforces at various levels of government comprisingprocurement, finance and legal experts from the private sector,

    working alongside civil servants. The taskforce is responsible for:

    promoting a wider understanding of the principles of the PPP

    within the public sector; setting a framework for identifying projects that are suitable/not

    suitable for PPP (including selection of pilot projects);

    acting as a one-stop advice centre for potential private sector

    bidders/investors;

    developing templates (such as standard contractual terms) for

    addressing problems that arise on PPP projects;

    identifying ways in which the public sector can use PPP to

    provide more and better services; etc.

    Public/ Private PPP panel comprising representatives from the publicand rivate sectors. This consultation rou should onl meet about

    Key structures, players and roles [2]

    Public Private Partnership (PPP)Key Players and Roles

    P bli P i t P t hi (PPP)

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    External advisers and consultants comprising a a team ofspecialists who will bring financial, legal, technical and

    project management experience to the analysis,

    negotiations and implementation of PPP projects on behalf

    of the public.

    Inter-cabinet (ministerial) PPP group comprising

    representatives from all the PPP units. The group will meet

    regularly to:

    report on a regular basis to the Cabinet Sub-Committee;

    debate common policy issues and agree a public sectorposition; and

    initiate the development of policy guidance.

    Private sector participants who need to be actively cultivated

    for successful execution of a PPP scheme.

    Public Private Partnership (PPP)Key Players and Roles

    P bli P i t P t hi (PPP)

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    Public Private Partnership (PPP)Types of PPP Projects

    PPPs may be used for a wide variety of projects, provided that they arejustified by a demand or existing need for which a business case can bemade, and the proposed partnership does not compromise governmentsfinancial targets.

    The project may involve the delivery of physical infrastructure or ancillary

    services.

    Transport - roads; light rail; ports; airports; water & sewerage treatment

    plants; schools; hospitals; defence; residential housing; governmentoffices; conference centres; sports stadia and leisure facilities; prisons,

    etc.Services which complement physical infrastructure may also provide

    opportunities for PPPs, either in conjunction with an agreement to

    provide the physical infrastructure or through an independent

    arrangement, e.g. revenue cycle management in water or wastemanagement.

    Physical

    Infrastructure

    Ancillary services

    P bli P i t P t hi (PPP)

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    Public Private Partnership (PPP)Success Factors

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    Outline

    9/10/2012 Michael Andersen 31

    Who Are We?

    What We Can Do

    Why Michael Andersen?

    Team Structure

    Business Arrangements

    Key Contacts

    Wh Michael Andersen?

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    Why Michael Andersen?Our Value Proposition

    9/10/2012 Michael Andersen 32

    Helps

    increasecomplianc

    e to

    relevant

    statutory

    requireme

    nts

    Identifying key business issues,risks and mitigating factors up-

    front

    Being properly prepared

    Capitalising on our significant audit

    experienceHaving access to additional

    resources

    Prompt

    identificationand

    communication

    of key

    business

    issues and

    risks

    Helps

    minimisedisruption to

    the

    Commission

    s operations

    Helps

    increasethe speed

    of

    execution

    Helps

    maintaincontrol of

    the

    process

    our previous collaborative experience results in value maximization

    Why Michael Andersen?

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    Why Michael Andersen?

    9/10/2012 Michael Andersen 33

    Experienced Team

    Market Leading

    Adviser

    Value Focused

    Scope &

    Efficient Approach

    Our multi-disciplinary team has very deep public and private sectors experienceacross business re-engineering, strategy, audit, accounting and human resources.

    Relevant

    Experience

    Members of Michael Andersen team have recent experience of advising in

    many states of the federation in a wide variety of geographies with diverse

    market, socio-economic and regulatory regimes.

    Members of our team have advised on similar requests in the past, both in Nigeria and

    abroad, and are currently in talks with several Corporations and Government Agencies.

    Within Michael Andersen we have a range of market, financial and regulatory reporting

    specialist with relevant experience.

    We have adequate local resources, sector specialists within the Michael Andersen

    network to deploy. We have tested competence to ensure efficient delivery on this

    transaction.

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    Outline

    9/10/2012 Michael Andersen 34

    Who Are We?

    What We Can Do

    Why Michael Andersen?

    Team Structure

    Business Arrangements

    Key Contacts

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    Our Team Structure

    9/10/2012 Michael Andersen 35

    Our Approach to Client Service

    The experience to anticipate risks

    The confidence to provide honest advice

    Thinking outside the box to develop alternatives

    Vision

    Experienced and committed teams

    Focused on putting the client first

    A depth of additional expert resource available

    Flexibility

    Building long-term relationships with clients

    Frequent informal interaction

    Regular formal progress reports

    Communication

    Focused on timely completion of tasks

    Proactive in driving processes forward

    A reputation for never compromising quality

    Delivery

    Michael Olujitan

    Engagement Partner

    Our Team

    Our team draws together specialists from our

    Abuja office to provide you with the full range of

    skills and experience to help ensure the success

    and the timely completion of this assignment.

    ...Our team is constituted based on

    experience and qualifications

    Engagement Director

    Associates

    Our Service Team

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    Our Service TeamMr Michael Olujitan

    9/10/2012 Michael Andersen 36

    Name Michael Olujitan

    PositionChief Executive Officer, Michael Andersen Advisory Services

    Education andQualifications

    B.Sc. Petroleum Engineering, University of Ibadan, Ibadan, Nigeria Fellow, Association of Chartered Certified Accountants, UK Associate, Institute of Chartered Accountants of Nigeria

    Area ofexpertise

    Financial Services; Telecommunications, Public Sector and Energy (Oil, Gas &

    Years ofexperience

    and trackrecord

    23 years

    Michael specialises in value for money reviews, capital projects, Audit Tests of

    Financial Systems using Rex and IDEA 5.0 Audit software, preparation of Audit

    Reports including recommendations for improving existing systems,

    Accounting and Taxation , Banking, Corporate Finance , Project Appraisals andFunding.

    He is experienced in International Project Finance, review of viability of

    mergers and takeovers, involving the review of Balance sheets and Accounts

    of merging organisations and making recommendations for improvements.

    Michael is the CEO of Michael Andersen Advisory services & Head of our

    Accounting Advisory Services.

    He has overall responsibility for our Accounting Support Services and

    function. In this role he has been involved in rovidin accountin services

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    Outline

    9/10/2012 Michael Andersen 37

    Who Are We?

    What We Can Do

    Why Michael Andersen?

    Team Structure

    Business Arrangements

    Key Contacts

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    Business Arrangements

    Our fees are competitive, negotiable and are based on

    the time spent on your assignment. However, in view of

    our intention to build a relationship with the Kogi State,

    we are willing to offer a discount, which is negotiable.

    Kogi State will be responsible for the transportation and

    accommodation of the participants.

    The fees are exclusive of VAT9/10/2012 Michael Andersen 38

    Number of Participants

    Number of Training

    Days

    Cost per Participant

    () Total Cost ()

    10 5 5000 50000

    Training Location: London, UK

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    Outline

    9/10/2012 Michael Andersen 39

    Who Are We?

    What We Can Do

    Why Michael Andersen?

    Team Structure

    Business Arrangements

    Key Contacts

    Key Contact

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    40

    We welcome enquiries and will be happy to discuss your specific needs with you. Please feel free to contact any of

    the individuals listed below:

    i h l d

    y

    Michael Olujitan

    CEO, Michael Andersen

    Andersen Consulting Company

    Company Ltd

    +44 7818366186, + 234 7033420653 or

    7033420653 or +234 8056667569

    8056667569

    [email protected]

    [email protected]

    Muyiwa Olufemi Johnson

    Johnson Head, Client Services

    Client Services Department

    Department

    +234 (0) 7030066660 [email protected]

    Tope Ogbonyomi

    Head, Business Development

    Development

    +234 (0) 8098930402 [email protected]

    mailto:[email protected]:[email protected]:[email protected]:[email protected]