noida metro rail corporation limited...

NOIDA METRO RAIL CORPORATION LIMITED (NMRC)

Name of Work: Internal Audit of NMRC for the period starting from 01.01.2016 till 31.03.2019

Tender No. : NMRC/Internal Audit/01/2016

Disclaimer The information contained in this Request for Quotation (RFQ) document or information provided subsequently to the Proposers or Applicants whether verbally or in documentary form by or on behalf of NOIDA METRO RAIL CORPORATION LIMITED (NMRC) is provided to the Proposers or Applicants on terms and conditions set out in this RFQ document and all other terms and conditions subject to which such information is provided. This RFQ document is not an agreement and is not an offer or invitation by NMRC to any parties other than the applicants who are qualified to submit the Applications (Proposers”). The purpose of this RFQ documents is to provide proposers with information to assist the formulation of their respective proposals. This RFQ document does not claim to contain all the information each Proposer may require. Each Proposer should conduct its own assessment and should check the accuracy, reliability and completeness of the information in this RFQ document and where necessary obtain independent advice. NMRC makes no representation or warranty and shall incur no liability under any law, statute, rules or regulations as to the accuracy, reliability or completeness of this RFQ document is concerned. NMRC may in its absolute discretion, but without being under any obligation to do so, update amend or supplement the information in this RFQ document.

INDEX PART‐A SECTION‐I NOTICE INVITING TENDERS (NIT) SECTION‐II INSTRUCTIONS TO BIDDERS (ITB) Clause No. 1.0 GENERAL Clause No. 2.0 ELIGIBLE BIDDERS Clause No. 3.0 COST OF BIDDING Clause No. 4.0 PRICE BASIS, CURRENCIES & LANGUAGE OF BID Clause No. 5.0 SIGNATURE OF BIDS & DOCUMENTARY PROOF Clause No. 6.0 CHECK LIST Clause No. 7.0 DEVIATIONS Clause No. 8.0 SUBMISSION OF BIDS Clause No. 9.0 BID VALIDITY Clause No. 10.0 ALTERNATIVE PROPOSALS BY BIDDERS Clause No. 11.0 CURRENT, FRAUDULENT, COLLUSIVE OR COERCIVE

PRACTICES. Clause No. 12.0 BID EVALUATION CRITERIA SECTION‐III GENERAL TERMS & CONDITIONS OF CONTRACT (GCC)

Clause No. 1.0 DEFINITION OF TERMS Clause No. 2.0 FIRM/CONSULTANTS AGENTS/EMPLOYEES Clause No. 3.0 AWARD OF CONTRACT Clause No. 4.0 EFFECT AND JURISDICTION OF CONTRACT Clause No. 5.0 DURATION OF CONTRACT Clause No. 6.0 TERMINATION OF CONTRACT Clause No. 7.0 TAXES, DUTIES LEVIES ETC Clause No. 8.0 EXTENSION OF TIME Clause No. 9.0 FORCE MAJEURE Clause No. 10.0 SUSPENSION OF WORK

Clause No. 11.0 PAYMENT DURING FORCE MAJEURE AND SUSPENSION OF WORK Clause No. 12.0 OBLIGATIONS OF FIRM/CONSULTANT

Clause No. 13.0 FIRM/CONSULTANTS ACTIONS REQUIRING NMRCS PRIOR APPROVAL Clause No. 14.0 DOCUMENTS PREPARED BY THE FIRM/CONSULTANT TO BE PROPERTY OF NMRC

Clause No. 15.0 OBLIGATION OF NMRC Clause No. 16.0 DURATION OF LIABILITY Clause No. 17.0 VARIATIONS Clause No. 18.0 PAYMENT TO FIRM/CONSULTANT

Clause No. 19.0 CONFLICT OF INTEREST Clause No. 20.0 DEFENCE OF SUITS Clause No. 21.0 SETTLEMENT OF DISPUTES Clause No. 22.0 COST OF TENDER FORM SECTION‐IV SPECIAL CONDITIONS OF CONTRACT (SCC) Clause No. 1.0 SCOPE OF WORK Clause No. 2.0 PAYMENT TERMS AND CONDITIONS SECTION‐V TENDER FORMS & ANNEXURES FORM I TENDER FORM FORM II DETAILS OF THE BIDDER FORM III FORM OF DECLARATION FORM IV DECLARATION OF ELIGIBILITY FORM V CONTRACT AGREEMENT ANNEXURE‐A CHECK LIST

SECTION‐I: NOTICE INVITING TENDERS (NIT)

NOIDA METRO RAIL CORPORATION LIMITED Tender Notice No. NMRC/Internal audit/2016/01

Tender consisting of Technical e‐bid and Financial e‐bid to be duly submitted online on

the e‐Procurement website http://etender.up.nic.in and NOIDA web site at e‐link on or

before the date mentioned below.

BID SUMMARY SECTION

Tender Notice No NMRC/Internal audit/2016/01

Organization Name Noida Metro Rail Corporation Limited

Department Name Finance and Accounts department

Name of Work Internal Audit of NMRC for the period starting from 01.01.2016 till 31.03.2019

Tender Notice NMRC/Internal audit/2016/01

Tender Type Online Submission

Bidder Nationality Local Competitive Bidding (LCB)

Product Internal Audit of NMRC for the period starting from 01.01.2016 till 31.03.2019

Type of Contract Single Work

Bidding Currency Indian National Rupees

Downloading of

Tender

Documents

02/03/2016 to 08/03/2016 up to 5.00 hrs. Schedule of E‐

Tender

Last date for

submission of

Technical and

Financial Bid

09/03/2016 at 11.00 AM

Physical

submission of E‐

Tender fee

The scanned copy of Demand Draft or Banker’s

Cheque must be enclosed along with the e‐Bid but

the original Demand Draft or Banker’s Cheque

should reach the office of NMRC situated at NMRC

office 3rd floor Ganga Shopping Centre Block‐III

Sector‐29, Noida before the opening of the

technical e‐Bid.

Submission of

Earnest Money

Deposit

Earnest Money should be submitted in the form of

FDR duly pledge in favour of NMRC. The scanned

copy of FDR must be enclosed along with the e‐Bid

but the original FDR should reach the office of

NMRC situated at NMRC office 3rd floor Ganga

Shopping Centre Block‐III Sector‐29, Noida before

the opening of the technical e‐Bid.

Opening of

Financial Bid

To be intimated later only for the technically

qualified bidder. NMRC will open the eligible

financial e‐bids, at NMRC office 3rd floor Ganga

Shopping Centre Block‐III Sector‐29, Noida.

Bid validity period 90 days from the date of submission of Bid

Project Duration Internal Audit of NMRC for the period starting from 01.01.2016 till 31.03.2019

Payment Details E‐tender Fee Rs 5000/‐ (Rupees Five Thousand Only) in form of

a non refundable Account Payee Demand Draft or

Bankers Cheque in favor of Noida Metro Rail

Corporation Limited, payable at New Delhi / Noida

will be non‐refundable.

General Terms &

Conditions

For participating in e‐Bid through the e‐tendering system, it is necessary

for the bidders to be the registered users of the e‐Procurement website

http:// etender.up.nic.in. The bidders must obtain a User Login Id and

Password by registering themselves with U.P. Electronics Corporation

Limited, Lucknow if they have not done so previously for registration.

Information for

online participation

OPENING OF TENDER:‐

NMRC will open all technical e‐Bids, in the presence of bidders

representatives who choose to attend at 11:00 hrs on 09/03/2016 at

NMRC office 3rd floor Ganga Shopping Centre Block‐III Sector‐29, Noida.

Only one authorized representative of each firm will be allowed to be

present.

1 Internet site address for downloading Tender will be http://

etender.up.nic.in

2 Interested bidders can view detailed tender notice and download

tender document from the above mentioned website.

3 Bidder has to register with his/her Digital Signature Certificate (DSC)

in the e‐tendering system and subsequently he/she will be allowed

to carry out his/her e‐Bid submission activities. Registering the

Digital Signature Certificate (DSC) is a onetime activity. Before

proceeding to register his/her DSC, the bidder should first log on to

the e‐tendering system using the User Login option on the home

page with the Login Id and Password with which he/ she has

registered.

4 For successful registration of DSC on e‐Procurement website

http://etender. up.nic.in the bidder must ensure that he/she should

possess Class‐2/ Class‐3 DSC issued by any certifying authorities

approved by Controller of Certifying Authorities, Government of

India, as the e‐Procurement website http:// etender.up.nic.in is

presently accepting DSCs issued by these authorities only. The

bidder can obtain User Login Id and perform DSC registration

exercise above even before e‐Bid submission date starts. NMRC

shall not be held responsible if the bidder tries to submit his/her e‐

Bid at the last moment before end date of submission but could not

submit due to DSC registration problem.

2. The bidders who wish to submit their bids for the aforesaid work shall have to

meet the Eligibility Criteria given as given in SECTION II: INSTRUCTION TO BIDDERS (ITB) Clause‐2 ELIGIBLE BIDDERS.

3. The bidder or any partner there of must have not been subjected to any

disciplinary proceedings initiated by the Institute of Chartered Accountants of India and no such proceedings should be pending as on the date of appointment.

4. In the event of the specified date for the submission of bids being declared a

holiday for the NMRC, the Bid will be received upto the specified time on the next working day.

5. At any time prior to the deadline for submission of bid, the NMRC may amend

the Tender Document by issuing corrigendum/addendum which shall be notified on NMRC website. Therefore, the bidders are advised to visit the site regularly before deadline for submission of bids.

6. Bids will be opened as per the schedule at the aforesaid venue. In case the office

happens to be closed on the date of opening of bid as specified, the same will be opened on the next working day at the same time and venue.

7. The bids, as well as all correspondence and documents relating to the

qualification exchanged by the bidders and the NMRC, shall be in the English Language.

8. NMRC reserves the right to cancel the tendering process at any time before

award of work without assigning any reasons thereof.

General manager (Finance) & CFO

Noida Metro Rail Corporation Limited 3rd floor Ganga Shopping Centre Block‐III

Sector‐29, Noida ‐201301

SECTION‐II: INSTRUCTION TO BIDDERS (ITB) 1.0 GENERAL 1.1 The Company, Noida Metro Rail Corporation Limited (NMRC) was incorporated as public limited company with the Registrar of Companies Uttar Pradesh on 5th November 2014 by New Okhla Industrial Development Authority and Greater Noida Industrial Development Authority. The company has undertaken two major projects namely Metro Rail between Noida and Greater NOIDA and City Bus Service between Noida and Greater Noida and in the cities of Noida and Greater Noida. 1.2 NMRC intent to solicit the services of a professional who will take up the Internal Audit function in accordance with the Scope of work as detailed out in “Section‐IV Special Conditions of Contract (SCC)”. 1.3 Issuances of bid documents will not automatically mean that such parties are considered qualified. NMRC shall not be responsible for loss/delay of any quotation in transit. 1.4 The bidders should note and bear in mind that the NMRC shall bear no responsibility for the lack of acquaintance of bid conditions or any information relating thereto, on their part. The consequences of the lack of any knowledge, as aforesaid, on the part of the bidder shall be at their risk and cost and no charges or claims whatsoever consequent upon the lack of any information knowledge or understanding shall be entertained or payable by the NMRC. 1.5 The set of bid (tender) documents comprises of followings documents and addenda issued : PART‐A i) Section‐I : Notice Inviting Tenders (NIT) ii) Section‐II : Instruction to Bidder (ITB) iii) Section‐III : General Terms and conditions of the Contract GCC) iv) Section‐IV : Special Conditions of Contract (SCC) v) Section‐V : Tender Forms & Annexures PART‐B PRICE SCHEDULE

2. ELIGIBLE BIRDDERS

2.1 The invitation of bid is opened to all bidders who are eligible as per the

qualifying criteria given below.

2.2. The bidder shall meet the qualifying criteria set forth to be eligible for the bid as

hereunder:

a) The Bidder must be a reputed firm of Indian Charted Accountants or LLP in

practice in India. Copy of certificate of registration issued by the Institute of Chartered

Accountants of India shall be submitted along with the Bid; and,

b) The Bidder must have H.Q./office in Delhi/NCR. Proof of registered address of

the firm be provided; and

c) The Bidder or any partner thereof must have not been subjected to any

disciplinary proceedings initiated by the Institute of Chartered Accountants of India and

no such proceedings should be pending as on the date of application; and,

d) The Bidder must have taken and completed the statutory/internal audit of public

company having paid‐up share capital of Rs. 200.00 crore or more for minimum one

financial year during last three financial years.

e) Average minimum turnover of the bidder during last three years not be less than

Rs. 50.00 lacs. Copies of audited financial statement for Financial year 2012‐13, 2013‐14

and 2014‐15 should be enclosed as proof of turnover and,

f) The Bidder must have minimum experience of 15 year; and,

g) The Principal Partner/ sole proprietor of the firm must have at least 15 years of

experience.

h) Each bidder must produce:

(a) The Service Tax registration no., PAN No., Registration certificate issued from the

appropriate Govt./agency for the Partnership firm.

(b) A declaration that the information furnished with the bid documents is correct in

all respects in form iii, and

2.‐3 Supportive documentary proof is to be attached herewith as per Annexure‐C

3. COST OF BIDDING :

The Bidder shall bear all costs associated with the preparation and submission of its bid,

including any negotiations with or visits to the NMRC, and the NMRC shall not be

responsible or liable for those costs, regardless of the conduct or outcome of the

bidding process.

4. PRICE BASIS, CURRENCIES & LANGUAGE OF BID

4.1 The bidder shall quote in ‘Part‐B‐ Price schedule’ for the entire Scope of work as

detailed out in CLAUSE 1.0 of “Section IV‐ Special Conditions of Contract (SCC)”. Bids

based on a system of pricing other than that specified shall be rejected. The bid prices

shall be in Indian rupees only. Rates are to be quoted both in figures and words. In case

of any discrepancy in rates between figures and words, the rates quoted in words will

prevail over rates quoted in figure. All information in the bid shall be in English. Failure

to comply with these requirements will render the bid liable for rejection.

4.2 No additional payment will be admissible on any account. However, service tax

on fees as applicable shall be paid extra.

5. Signatures of bids & Documentary proof

The bid must contain the full name, designation and complete address of place of

business of the person(s) signing the bid. Satisfactory evidence of authority of the

person signing on behalf of the Bidder should be furnished in the tender form.

6. Check –List

The bidders are requested to duly fill in the checklist as per Annexure‐C. The checklist is

only a reminder of certain important items, to facilitate the Bidder. This, however, does

not relieve the bidder of its responsibility to make sure that his proposal is otherwise

complete in all respects.

7. Deviations

The firm/Consultant must comply with the tender specification and all terms and

conditions of contract. No deviation shall be entertained.

8. Submission of e‐Bid

a. The Bid Submission module of e‐Procurement website http://etender.up.nic.in

enables the bidders to submit the e‐Bid online in response to this e‐tender

published by NMRC. Bid Submission can be done only from the Bid Submission start

date and time till the Bid Submission end date and time given in the e‐tender.

Bidders should start the Bid Submission process well in advance so that they can

submit their e‐Bid in time. The bidders should submit their e‐Bid considering the

server time displayed in the e‐Procurement website. This server time is the time by

which the e‐Bid submission activity will be allowed till the permissible time on the

last/end date of submission indicated in the e‐tender schedule. Once the e‐Bid

submission date and time is over, the bidders cannot submit their e‐Bid. For delay in

submission of e‐Bid due to any reasons, the bidders shall only be held responsible.

b. The bidders have to follow the following instructions for submission of their e‐Bid:

i. For participating in e‐Bid through the e‐tendering system, it is necessary for the

bidders to be the registered users of the e‐Procurement website http://

etender.up.nic.in. The bidders must obtain a User Login Id and Password by

registering themselves with U.P. Electronics Corporation Limited, Lucknow if

they have not done so previously for registration.

ii. In addition to the normal registration, the bidder has to register with his/her

Digital Signature Certificate (DSC) in the e‐tendering system and subsequently

he/she will be allowed to carry out his/her e‐Bid submission activities.

Registering the Digital Signature Certificate (DSC) is a onetime activity. Before

proceeding to register his/her DSC, the bidder should first log on to the e‐

tendering system using the User Login option on the home page with the Login

Id and Password with which he/ she has registered.

iii. For successful registration of DSC on e‐Procurement website http://etender.

up.nic.in the bidder must ensure that he/she should possess Class‐2/ Class‐3

DSC issued by any certifying authorities approved by Controller of Certifying

Authorities, Government of India, as the e‐Procurement website http://

etender.up.nic.in is presently accepting DSCs issued by these authorities only.

The bidder can obtain User Login Id and perform DSC registration exercise

above even before e‐Bid submission date starts. NMRC shall not be held

responsible if the bidder tries to submit his/her e‐Bid at the last moment before

end date of submission but could not submit due to DSC registration problem

iv. The bidder can search for active tenders through "Search Active tenders" link,

select a tender in which he/she is interested in and then move it to ‘My Tenders’

folder using the options available in the e‐Bid Submission menu. After selecting

and viewing the tender, for which the bidder intends to e‐Bid, from "My

Tenders" folder, the bidder can place his/her e‐Bid by clicking "Pay Offline"

option available at the end of the view tender details form. Before this, the

bidder should download the e‐tender document and Price Schedule/Bill of

Quantity (BOQ) and study them carefully. The bidder should keep all the

documents ready as per the requirements of e‐tender document in the PDF

format except the Price Schedule/Bill of Quantity (BOQ) which should be in the

XLS format (Excel sheet).

v. After clicking the ‘Pay Offline’ option, the bidder will be redirected to the Terms

and Conditions page. The bidder should read the Terms & Conditions before

proceeding to fill in the Tender Fee and EMD offline payment details. After

entering and saving the Tender Fee and EMD details, the bidder should click

"Encrypt & Upload" option given in the offline payment details form so that "Bid

Document Preparation and Submission" window appears to upload the

documents as per Technical (Fee details, Qualification details, e‐Bid Form and

Technical Specification details) and financial (e‐Bid Form and Price

Schedule/BOQ) schedules/packets given in the tender details. The details of the

Demand Draft or any other accepted instrument which is to be physically sent in

original before opening of technical e‐Bid, should tally with the details available

in the scanned copy and the data entered during e‐Bid submission time

otherwise the e‐Bid submitted will not be accepted.

vi. Next the bidder should upload the Technical e‐Bid documents for Fee details (e‐

tender fee and EMD), Qualification details. Before uploading, the bidder has to

select the relevant Digital Signature Certificate. He may be prompted to enter

the Digital Signature Certificate password, if necessary. For uploading, the

bidder should click "Browse" button against each document label in Technical

and Financial schedules/packets and then upload the relevant PDF/XLS files

already prepared and stored in the bidder's computer. The required documents

for each document label of Technical (Fee details, Qualification details, e‐Bid

Form and Technical Specification details) and financial (e‐Bid Form and Price

Schedule/BOQ) schedules/packets can be clubbed together to make single

different files for each label.

vii. The bidder should click "Encrypt" next for successfully encrypting and uploading

of required documents. During the above process, the e‐Bid documents are

digitally signed using the DSC of the bidder and then the documents are

encrypted/locked electronically with the DSC’s of the bid openers to ensure that

the e‐Bid documents are protected, stored and opened by concerned bid

openers only.

viii. After successful submission of e‐Bid document, a page giving the summary of e‐

Bid submission will be displayed confirming end of e‐Bid submission process.

The bidder can take a printout of the bid summary using the "Print" option

available in the window as an acknowledgement for future reference.

ix. NMRC reserves the right to cancel any or all e‐Bids without assigning any

reason.

x. The bidders are required to upload all the technical forms given in the RFP as

part of the Technical Bids.

9. BID VALIDITY

The bid shall remain valid for a period of 90 Days from the date of opening.

NMRC will make its best effort to complete the award within the proposal’s validity

period. However, should the need arise, the NMRC may request, in writing, all bidders

who submitted bid prior to the submission deadline to extend the bid’s validity.

10. ALTERNATIVE PROPOSALS BY BIDDERS

Bidders shall submit offers that comply with the requirements of the bidding

documents, including the ‘Part B‐Price Schedule’. Alternative proposals will be rejected

as non‐responsive.

11. CORRUPT, FRAUDULENT, COLLUSIVE OR COERCIVE PRACTICES

It is expected from the bidders that they will observe the highest standard of ethics

during the bidding and currency of the contracts.

12. BID EVALUATION CRITERIA

12.1 During bid evaluation, the NMRC may, at its discretion, ask any bidder for a

clarification of its bid which shall be submitted within a stated reasonable period of

time. The request for clarification and response shall be in writing.

12.2 If a bidder does not provide clarifications of the information requested by the

date and time set in the NMRC’s request for clarification, its bid may be rejected.

Section III: GENERAL TERMS AND CONDITIONS OF CONTRACT (GCC)

• DEFINITION OF TERMS

• “Contract Price” shall mean this bid (tender) document and minutes of

clarifications to the extent they have been accepted by NMRC prior to the

award of the contract and contract agreement. A Performa of the

agreement to be executed between NMRC and the Firm/Consultant is

given in FORM V in Section V.

• “Contract Price” is a Lump Sum amount as stated in Letter of Award.

• “NMRC” shall mean the NMRC.

• “Firm/Consultant” shall mean the bidder whose bid will be accepted by

NMRC and shall include such successful bidder’s legal representatives,

successors and permitted assigns, from time to time for the purpose of

the contract.

• “Letter of Award (LOA)” shall mean the official notice issued by the

NMRC notifying the Firm/Consultant that his proposal has been accepted.

• “NCR Area” means Delhi, Noida, Greater Noida, Ghaziabad.

• “Officer in charge” shall mean NMRC officer dealing with the

Performance and operations of the contract.

• FIRM/CONSULTANT’S AGENTS’ EMPLOYEES

• No other person except firm’s /Consultant’s authorized representative

shall be allowed into NMRC premises and they shall not do any

private work other than their normal duties.

2.2 firm’s /Consultant’s shall be directly responsible for any/all disputes

arising between him and his personnel and keep NMRC indemnified against all

losses, damages and claims thereof.

2.3 The personnel engaged by the Firm/Consultant shall be on the duty of

the firm/Consultant and under no circumstances shall be deemed to be on the

NMRC duty. NMRC shall have no relationship of Master and Servant or principal

and Agent or nexus of any kind whatsoever with such staff deployed by the

firm/Consultant. Such staff shall not be entitled to claim any right, privilege or

benefit from NMRC and in the event of any such claim, the Firm/Consultant

undertakes to indemnify NMRC for any loss or damage, financial or otherwise.

2.4 The personnel engaged by the firm/Consultant shall be subject to security

staff while entering/leaving the premises. Such personnel shall have to abide by

the instructions of the security staff and other officers of NMRC authorized in

this behalf. Failure to faithfully follow instruction would be deemed infringement

of tender conditions.

3.0 AWARD OF CONTRACT

3.1 NMRC will intimate the award of work in writing to the successful bidder by

issuing letter of acceptance award accepting the proposal of the bidder. The contract

will be awarded to the eligible and responsive bidder . and NMRC shall be the sole judge

in this regard.

3.2 NMRC reserves the right of rejecting/accepting either whole or any part of the

proposal. The firm/Consultant shall be fully responsible and shall be bound to perform

the job allocated to him at his quoted rates and terms and conditions that have been

accepted by Firm/Consultant.

4.0 EFFECT AND JURISDICTION OF CONTRACT

4.1 The contract shall be considered as having come into force the date of issue of

Letter of Acceptance/Award by NMRC.

4.2 The laws applicable to this contract shall be laws in force in India. The Courts of

Gautam Buddha Nagar shall have exclusive jurisdiction in all matters arising out of and

under this contract.

5.0 DURATION OF CONTRACT

The duration of the contract for work to be undertaken by the Firm/Consultant will be

for starting from 01.01.2016 till 31.03.2019, starting from the date of issue of letter of a

Award by NMRC. The audit will be completed on submission and acceptance by Audit

Committee of Audit Report.

6.0 TERMINATION OF CONTRACT.

6.1 If at any time either party makes any material default in proceeding with the

work with due diligence and continues to do so even after the notice in writing is served

on him or commits any default in complying with any of the terms and conditions even

after the notice in writing is given on that behalf by the Officer‐in‐charge. The other

party may, without prejudice to any other right or remedy which shall have accrued or

shall accure therafter by written notice, terminate the contract as a whole or a part of

the Contract.

6.2 Either party may terminate this contract by not less than thirty (30) days’ written

notice of termination to the other party.

7.0 Taxes, Duties, Levies Etc.

The Bidders shall be registered with the Commissioner of Central Excise for the purpose

of service‐tax and shall furnish a copy of the registration certificate along with the bid

documents. Firm/consultant shall pay all income tax, surcharge on income tax and any

other tax. Further, the firm/Consultant shall be liable and fully responsible for payment

of all Indian duties, levies, VAT and any other taxes attracted/assessed on them under

the provisions of the Indian laws. NMRC shall not bear any tax liability under any

circumstances whatsoever except service tax . NMRC shall deduct income tax or any

other tax at source from all the payments to be made to the firm/ consultant in

accordance with the provision of Indian tax laws, as applicable from time to time, and

deposit the same to the concerned Govt. Authorities. Documentary evidence towards

having paid the taxes to the Govt. shall have to be produced by the Firm/Consultant, if

so required by NMRC.

8.0 EXTENSION OF TIME

Extension of time for the delay not attributable to the Firm/Consultant can be

considered by the officer in charge of the NMRC.

9.0 FORCE MAJEURE

9.1 For the purposes of this Contract, “Force Majeure” means an event which is

beyond the reasonable control of a Party, and which markes a Party’s performance of its

obligations under the Contract impossible or so impractical as to be considered

impossible under the circumstances.

9.2 The failure of a Party to fulfuill any of obligations under the contract shall not be

considered to be a breach of, or default under this contract insofar as such inability

arises from an event of force majeure, provided that the Party affected by such an event

(a) has taken all reasonable precautions, due care and reasonable alternative measures

in order to carry out the terms and conditions of this Contract, and (b) has informed the

other Party as soon as possible about the occurrence of such an event.

10.0 SUSPENSION OF WORK

The firm/Consultant shall on the order of the officer‐in charge suspend the progress of

the works or any part thereof for such time or time and in such manner as the Officer‐

in‐Charge may consider necessary. The firm/Consultant has no right to suspend the

work at any stage unilaterally.

11.0 PAYMENTS DURING THE FORCE MAJEURE OR SUSPENSION OF WORK.

11.1 During the period of their inability to perform the Services as a result of an event

of force majeure under clause 9.0 or Suspension of work under clause 10.0, the

firm/Consultants shall be entitled for compensation as may considered reasonable by

the officer‐in‐charge in respect of salaries or wages paid only by the firm/Consultant to

his such employees who are exclusively retained for the NMRC’s work during the

periods of such force majeure and suspension. In case employee(s) of firm/consultant

are engaged partially for the NMRC’s work, the wages or salaries shall be reduced

proportionally as decided by the officer‐in‐charge. Firm/consultant shall not be entitled

for payment for such employee(s) who are diverted to perform other work during the

periods of such force majeure and suspension.

12.0 Obligation of the firm/consultant

12.1 The firm/consultants shall perform the services set out in the scope of work in

accordance with the timetable set out in special conditions of contract (SCC).

Firm/Consultant shall notify the NMRC in writing within 10 working days if the

firm/consultant thinks any other circumstance is a variation. The notice shall include

details of the estimated cost of the services, likely or estimated impact on the

programme and completion date for the services and make recommendations on how

to proceed.

12.2 The firm/Consultant undertakes to perform the Services with the highest

standards of professional and ethical competence and integrity. The firm/consulant shall

promptly replace any employees assigned under this contract that the NMRC considers

unsatisfactory.

12.3 The firm/Consultants and his personnel shall not, either during the term or

within two (2) years after the expiration of this contract, disclose any proprietary or

confidential information relating to the project, the services, this contract or the

NMRC’s business or operations without the prior written consent of the NMRC.

13.0 Firm/Consultant’s actions requiring NMRC’s prior approval

In exceptional circumstances, NMRC may allow taking up of part services through an

expert or sub consultant. The firm/consultant shall obtain the NMRC’s prior approval in

writing before taking such action.

14.0 Documents prepared by the firm/consultants to be the property of the NMRC.

Any studies, reports or other material, graphic, software or otherwise, prepared by the

firm/consultant for the NMRC under the contract shall belong to and remain the

property of the NMRC. The firm/consultant may retain a copy of such documents and

software.

15.0 Obligations of the NMRC

The NMRC shall provide necessary space and information required to fulfill the

firm/consultant’s obligations under the scope of work.

16.0 Duration of liability

Neither party shall be liable for any loss or damage occurring after the completion of the

services.

17.0 VARIATIONS

17.1 The NMRC may order a Variation to the Services, in writing, or may ask the Firm

/ Consultant to propose a Variation to the Services, the impact of which on the

cost, programme and completion date for the Services shall be agreed as stated

above in Clause 12.0.

17.2 Where the Firm / Consultant notifies the NMRC under clause 17.0 that any

direction or circumstance should be treated as a Variation, the NMRC shall as

soon as practicable after receiving such notice, but within 30 Working Days,

notify the Firm / Consultant in writing whether or not it considers the direction

or other circumstances to be a Variation.

17.3 If the NMRC does not consider the direction or other circumstance to be a

Variation then the NMRC and Firm / Consultant shall attempt to resolve the

matter as soon as practicable, and if a Variation entitlement is agreed, proceed

as in Sub‐clause 17.4.

17.4 The NMRC and the Firm / Consultant shall agree, in writing, the value of the

Variation and its impact on the programme and completion date for the Services,

or the mechanism under which the value and impact on the programme and

completion date for the Services will be derived.

17.5 Where practicable the value of the Variation and impact on the programme and

completion date for the Services shall be agreed between the parties prior to the

Variation works progressing.

17.6 In the event that the Parties are unable to reach agreement on the value and

impact on the programme and completion date for the Services, the matter shall

be treated as a dispute and resolved in

accordance with clause 21.0. Under no circumstances, the Firm / Consultant

shall suspend the work on account of non‐settlement of issues between the

parties (i.e. NMRC & Firm / Consultant).

18.0 PAYMENT TO THE FIRM / CONSULTANT

The Firm / Consultant’s total remuneration shall not exceed the Contract Price

and will be released in accordance with the Clause 20‐Payment terms &

conditions of Section IV Special conditions of Contract (SCC), and there shall be

no other payment. Firm / Consultant shall be solely responsible for payment of

wages / salaries and allowances to his personnel that are payable or might

become payable under any new Act or order of Government and also comply

with all the statutory laws / acts i.e. PF, ESI etc. relating to their employees,

NMRC shall have no liability, whatsoever, in this regard.

19.0 CONFLICT OF INTEREST.

The Firm / Consultant and its affiliates shall not engage in consulting activities

that conflict with the interest of the NMRC under the contract.

20.0 DEFENCE OF SUITS.

If any action in court is brought by a third party against NMRC or an officer or

agent of the NMRC for the failure or neglect on the part of the Firm / Consultant

to perform any acts, matter, covenants or things under the contract, of for any

damage or injury caused by the alleged omission or negligence on the part of the

Firm / Consultant, his agents / representatives or his sub‐Firm / Consultants,

drivers or employees, the Firm / Consultant shall in all such cases be responsible

and indemnify and keep NMRC and / or his representative harmless from all

losses, damages, expenses or decrees arising out of such action.

21.0 SETTLEMENT OF DISPUTES.

21.1 A notice of the existence of any dispute or difference in connection with this

Contract, shall be served by either party within 30 days from the date of

existence of such dispute or difference or after the attempt by the parties to the

Contract for amicable settlement as per clause 21.2 has failed, whichever is later,

failing which all rights and claims under this Contract shall be deemed to have

been forfeited and absolutely barred.

21.2 No dispute or difference arising between the parties relating to or in connection

with the Contract shall be referred to arbitration unless an attempt has first been

made to settle the same amicably.

21.3 Notwithstanding any dispute between the parties, the Firm / Consultant shall

not be entitled to withhold, delay or defer its obligation, under the contract, and

the same shall be carried out strictly in accordance with the terms and

conditions of contract.

21.4 All questions, disputes or differences arising between the Firm / Consultant and

the NMRC, in relation to or in connection with the Contract shall be referred to

arbitration in the manner provided as provided in Arbitration and reconciliation

act 1996 and its subsequent amendments.

21.4.1 The language of the arbitration proceedings and that of all documents and

communications between the parties shall be English. The arbitration award

shall be written speaking award.

21.4.2 The cost and expenses of Arbitration proceedings, the expenses incurred by each

party in connection with the preparation, presentation etc. of its proceedings

shall be borne by each party itself. Fee of the sole arbitrator including clerkage

charges & TA / DA if applicable shall be equally borne by the NMRC and the Firm

/ consultant.

21.4.3 Performance under the Contract shall continue during the arbitration

proceedings and payments due to the firm/consultant by the NMRC shall not be

withheld, unless they are the subject matter of the arbitration proceedings.

22.0 COST OF TENDER FORM

The bidder is required to pay Rs.5,000/‐ (Rupees One Thousand Only) as cost of

Tender Form. the fee shall be paid by way of demand draft in the favor of

NMRC….. Payable at NOIDA. This fee shall be nonrefundable.

SECTION IV: SPECIAL CONDITIONS OF CONTRACT (SCC)

• SCOPE OF WORK OF INTERNAL AUDIT

• Period & Frequency of Audit: the appointment of the Audit Firm will be for the

period starting from 01‐01‐2016 to 31‐03‐2029. Internal Audit at corporate

office shall be conducted in 4 phases. Phase‐I covering January to March, Phase‐

II covering April to June, Phase‐III covering July to September and Phase‐IV

covering October to December). The commencement of Phase‐I audit will be on

/ around 1st May, Phase‐II audit will be on / around 1st February and the reports

for Phase‐I, II, III & IV are to be submitted by 15th of the month following the

month of start of the Audit.

• Planning: The Internal Auditor should develop and document a plan for each

Internal Audit engagement to help him, conduct the engagement in an efficient

and timely manner and as per the pronouncement of the Institute of Chartered

Accountants of India. the firm shall provide the auit schedule well in advance (at

least one week before start of audit) for proper arrangements for audit.

• Key Objectives:

The key objectives of the Internal Audit include:‐

• To ensure voucher / evidence based payments to improve transparency.

• To ensure accuracy and timeliness in maintenance of books of accounts

and financial reporting.

• To ensure adequacy and accuracy of periodical financial statements.

• To ensure compliance with laid down systems, procedures and policies.

• To assess, establish & improve efficiency of operations and overall

internal control systems for prevention of frauds.

• To confirm on the reliability and integrity of financial and operational

information.

• To shorten the interval between transaction and its examination by an

independent person not involved in its documentation.

• To perform substantive checking in key areas and on the spot

rectification of deficiencies to prevent the incidence of serious errors and

fraudulent manipulations.

• To supplement the efforts of the organization in carrying out

simultaneous internal checks of the transactions and compliance with the

laid down systems and procedures of the organization.

• To confirm on the safeguarding of assets and overall gross block.

• To confirm on managements compliance with laws, regulations and

contracts.

• Additional objectives, if any, as would be deemed fit by the management.

• Scope of Work:

The responsibilities of the Internal Auditors shall include reporting on the

adequacy of internal controls, the accuracy and propriety of transactions, the

extent to which assets are accounted for and safeguarded, the leval of

compliance with financial norms and procedures for the operational guidelines.

• Internal Audit (Quarterly)

• Verify the adequacy and accuracy of accounting, financial controls

including application of accounting standard.

• Verification of authorization policy, budgeting of Capex, 100% capital

expenditure vouchers with procedure, approvals, progress reports etc.

• Verification of investments and interest paid or accrual thereon.

• Verification of Bank Reconciliation Statements and financial statements.

• Verification of latest trial balance available at the time of Audit.

• Verification of 100% income & expenses vouchers, bills for services

rendered to ensure of statutory compliances like TDS (salary & others),

Service Tax, Provident Fund and proper accounting collection and

authorization along with supporting.

• Verification of Transactions properly recorded, documented and

vouched.

• Verification of Revenue Leakage if any.

• Review and analysis of the Age wise and Party wise Advances Report.

• Spot rectification of the irregularities and implementation of system and

procedure.

• Verification of Legal and Taxation Matters.

• Verification of other employee benefit related matters.

• Verification of HR & Administration related processes and decisions.

• Provide suggestions on Finance, HR and Administration for improvement.

• Certification of the Statement of Expenditure on monthly basis.

• Carry out Compliance audit of pending observations and to issue

Compliance Certificate thereon, on Quarterly basis.

• Physical verification of Assets. (Annually)

• Physical verification of all the assets installed at various locations of

NMRC.

• Reconciliation of amount with Books of Account.

• Verification of Insurance of Fixed Assets.

• Management Audit (Annually)

• Carry out Management Audit on Admin. Board Secretariat, Finance, HR &

Procurement and submission of related reports.

• Review of budgeting activities, Capex, MIS Reports, Systems and

compliance of Internal Policies and Procedures. (in detail)

• Review investment management and treasury operations related

decisions, process & policies and provide assurance on laid down

procedures and policies.

• Review the RFQ Procedure & Processes.

• Review the relevant Agreements, transactions, documents and other

records maintained.

• Verification of services outsourced and related documentations.

• Ensure compliance with Indian Contract Act, 1872.

• Ensure Compliance with Companies Act, 2013.

• Ensure Compliance with Indian Accounting Standards.

• Ensure correct reporting as required under Income Tax Act, 1961.

• Suggesting cost savings measures.

• Value addition with timely and practical recommendations.

• Highlighting deviations and suggesting areas of improvement.

• Carry out the compliance audit on pending issued.

• RFQ/RFP Audit (as per requirement.

• End to end verification of RFQ / RFP process and procedure followed for

the floated RFQs / RFPs.

• End to end verification of Procurement process of any expenditure more

that 1 crore.

• Regulatory Compliances (Annually)

• Review the regulatory compliance framework and provide suggestions on

post review.

• Verification of compliances on Regulatory Compliance activities.

• Reporting Requirements:

• The Reports will be addressed to the Executive Director, Noida Metro Rail

Corporation Limited.

• Observation on the works covered under para 1.4.A above shall be

reported by way of quarterly report.

• Observations on the works covered under para 1.4.B, 1.4.C, 1.4.D and

1.4.E shall be reported in the annual report.

• Audit Term

Auditors should deploy a suitable team for undertaking the audit, after a thorough

perusal of the requirements of the appointment letter, terms & conditions contained

therein, ensuring that the size of the audit team is commensurate with the size of the

audit unit and the volume of work involved.

The Internal Audit department at Corporate Office and Head of Finance of the Unit will

coordinate with the Audit team for smooth functioning of the audit.

It should be ensured that the audit team is headed at all times by a Chartered

Accountant (who may be a Partner) and prior experience of auditing on the Tally / SAP‐

ERP platform and should consist of at least two semi qualified assistants or Article

Assistants.

• PAYMENT TERMS & CONDITIONS

Payment schedule for the Internal Audit Fee quoted by the bidder shall be as under:

Bills for each quarterly audit shall be submitted only after completion of the Audit and

submission of Quarterly Audit Report to the Management. NMRC shall make payment

within 7 days of receipt of bill.

SECTION V: PROPOSAL FORMS AND ANNEXURES

FORM I

TENDER FORM

To The General Manager (Finance) Noida Metro Rail Corporation Limited, Second Floor, Ganga Shopping Centre, Block‐III, Sector‐29, NOIDA. Sub: Proposal for the work ‘Internal Audit of NMRC for the period starting from 01‐01‐2016 till 31‐03‐2019’. Dear Sir, • I / We, hereinafter called “The Bidder”, have read and examined the following

tender documents relating to the work “Internal Audit of NMRC for the period

starting from 01‐01‐2016 till 31‐03‐2019”.

PART‐A

• Section‐I: Notice Inviting Tenders (NIT);

• Section‐II: Instruction to Bidder (ITB);

• Section‐III: General Terms and Conditions of the Contract (GCC)

• Section‐IV: Special Conditions of Contract (SCC)

• Section‐V: Tender forms & Annexures

PART‐B

2. I / We hereby tender for execution of the Services referred to in the documents

mentioned in Paragraph‐1 above upon the terms and conditions contained or

referred to in the aforesaid documents and in accordance in all respects with

the specifications, designs, drawings and other details given herein and at the

rates contained in “PART‐B, Price Schedule” and within the period (s) of

completion as given in GCC and subject to such terms and conditions as

stipulated in the contract.

3. I / We agree to keep the tender open for acceptance for a period of 90 days

from the date of opening of bid. I / We hereby further undertake that during

the said period I / we shall not vary / alter or revoke my / our bid.

4. Should this tender be accepted, I / we agree to abide by and fulfill all the terms

and conditions and provisions of the above mentioned tender documents.

5. I / We certify that the Tender submitted by us is strictly in accordance with the

terms, conditions, specifications etc. as contained in your Tender Documents,

referred to in Paragraph‐1 above, and it does not contain any deviations to the

aforesaid documents. It is further certified that information furnished in the

Tender submitted by us is correct to the best of our knowledge and belief.

6. Unless and until a formal agreement is prepared and executed, this offer

together with your written acceptance thereof shall constitute a binding

contract between us. I / We understand that NMRC is not bound to accept the

lowest or any offer it may receive. If our offer is accepted, we undertake to

complete the whole / or part portions of the work as awarded to us within the

time stated herein.

7. The particular of our Organization & other relevant details as per the

requirement of bid documents are enclosed.

(Signature of person duly authorized to sign the Tender on behalf of the Bidder along

with seal of bidder).

Name ________________________ Signature ______________________ Designation _____________ Date __________________________ Name of Bidder __________

FORM II

DETAILS OF THE BIDDER

• Name of the Firm:

• Registration No. of the Firm:

• Date of Registration of the Firm:

• Details of Head Office & Branch Office(s):

Head Office:

Address Date of establishment Contact No(s)/Fax E‐mail

Branch Office 1

Address Date of establishment Contact No(s)/Fax E‐mail

• Details of Partners in the Firm / Limited Liability Partnership:

Sl. No.

Name of Partner Membership No. Membership Status ACA/FCA

Date of joining the firm as Partner

1.

2.

3.

• Details of Qualified Assistants:‐

Sl. No.

Name of Partner

Membership No. Membership Status ACA/ACMA/FCA/FCMA/CISA

Date of joining the firm as Partner

1.

2.

• Details of Semi‐Qualified Assistants:‐

Sl. No.

Name of the Assistant Whether Cost/Chartered Intermediate

Date of joining the firm as a Semi‐Qualified Assistant

1.

2.

• Details of Audit of Public Companies having paid‐up Share capital INR 200.00

crore or more

Sl. No.

Name of the Company/Unit Year of Audit Type of Audit‐whether Statutory or Internal Audit

1.

2.

10. Details of working experience with any Government’s Undertaking/Unit.

Sl. No.

Name of the Undertaking/Unit Period Type of Assignments

1.

2.

11. income Tax PAN No. of the Firm:

12. Service Tax Registration No. :

Signature of Partner with

Name & Seal of the Audit Firm.

FORM III

FORM OF DECLARATION

M/s______________________________having its Registered office

at______________________________________(hereinafter referred to as ‘the Bidder)

having carefully studied all the Bid documents relating to the “Internal Audit of NMRC

for the period starting from 01‐01‐2016 till 31.03‐2019”,

DO HEREBY DECLARE THAT:

• The Bidder is familiar with all the requirements of the Contract.

• The Bidder has not been influenced by any statement or promise of any person

of the NMRC but only the Contract Documents.

• The Bidder is financially solvent.

• The Bidder is experienced and competent to perform the Contract to the

satisfaction of NMRC.

• The Bidder is familiar with all general and special laws, acts, ordinances, rules

and regulation of the Municipalities, District, State and Central Government of

India that may affect the work, its performance or personnel employed therein.

• The statement submitted by the Bidder is true and correct.

For and on behalf of the Bidder

Sd/‐

Dated:

(To be Signed by Power of Attorney Holder)

FORM IV

Declaration of Ineligibility

(By the Bidder)

I, We, M/s___________________________________hereby certify that the bidder or

no partner thereof have been subjected to any disciplinary proceedings initiated by the

Institute of Chartered Accountants of India and no such proceedings are pending as on

the date of application.

(Seal & Signature of the Bidder)

FORM V

CONTRACT AGREEMENT

Name of the Work: “Internal Audit of NMRC for the period starting from 01‐01‐2016

till 31‐03‐2019”

This contract agreement is made on the_______Day of________2016, between, on the

one hand, Noida Metro Rail Corporation Limited (hereinafter called the “NMRC”)

through its authorized signatory, General Manager (Finance)/CFO, which expression

shall unless excluded by or repugnant to the subject or context include their successors

in office and assigns of the ONE PART and, on the other hand,

M/S______________(hereinafter called the “Firm/Consultant”) which expression shall

unless excluded by or repugnant to the subject or context include their heirs, executors,

administrators, legal representatives and assingns of the SECOND PART.

WHEREAS

• The NMRC has requested the Firm/consultant to provide certain consulting

services as defined in this contract (hereinafter called the “Services”).

• The firm/Consultant, having represented to the NMRC that it has the

required professional skills, expertise and technical resources, has agreed to

provide the Services on the terms and conditions set forth in this Contract.

NOW THEREFORE the parties hereto hereby agrees as follows:

• The following documents attached hereto shall be deemed to form an integral

part of this Contract and the parties hereby agree to abide with them .

• Letter of Award:

• Bid Document (Tender Document) as referred to in clause 1.5 of Section II‐

Instruction to Bidders (ITB) and any amendment / corrigendum issued in

relation thereto.

• The final contract price for the assignment shall be

Rs.________(Rupees________________) However, service tax on fees as applicable

shall be paid extra.

• The mutual rights and obligations of the NMRC and the Firm/Consultant shall be as

set forth in the Contract, in particular:

• the firm/Consultant shall carry out the Services in accordance with the

provisions of the Contract and

• the NMRC shall make payments to the Firm/Consultant in accordance with

the provisions of the Contract.

IN WITNESS WHEREOF, the Parties hereto have caused this Contract to be signed in

their respective names as of the day and year first above written.

For and on behalf of

NOIDA METRO RAIL CORPORATION

And on behalf of “Firm/Consultant”

Partner

ANNEXURE‐A CHECKLIST

Bidders Name……………………………………………

SNo. Items Description Enclosed

1. Tender Form in original (duly signed & stamped) YES/NO

2. Details of Bidder in Form II YES/NO

3. Duly signed Form III YES/NO

4. Duly signed Form IV YES/NO

5. Duly filled Form V YES/NO

6. Firm certificate of registration issued by the Institute of Chartered Accountants of India

YES/NO

7. Proof of registered address of firm YES/NO

8. Copy of letter of award issued by the NMRC to be submitted as proof of satisfactory for Statutory Audit of Public Companies having paid UP Share capital 200.00 crore or more.

YES/NO

9. Copy of letter of award issued by the any Govt. Undertaking/Authorities/Unit to be submitted as proof of satisfactory of working experience with any Government’s Undertaking/Authorities/Unit.

YES/NO

10. Copy of Service Tax Return for last three F/Y (i.e. 2012‐13, 2013‐14, 2014‐15)

YES/NO

11. Audited Financial Statements for last three F/Y (i.e. 2012‐13,

2013‐14, 2014‐15).

YES/NO

12. Copy certificate of practicing issued by the Institute of

Chartered Accountants of India of principal

YES/NO

13. Other Certificates YES/NO

14. Authorisation letter in favour of person signing the bid

documents

YES/NO

15. Registration Certificate of Service Tax YES/NO

16. Price Schedule YES/NO

17. Complete bid document duly signed by bidder YES/NO

(In case answer to any of the above is ‘NO’ the bid shall be liable to be rejected) *The Bid document should be serially numbered and properly indexed.

PART B

PRICE BID The bidder is required to quote LUMPSUM PRICE in the following table for Professional Charges/Audit Fee or the period starting from 01.01.2016 till 31.03.2019 for the entire scope of work as per clause 1 of Section IV : Special Conditions of Contract. No additional payment will be admissible on any account. SNo. Particulars Amount in figures

(Rs.) Amount in words (Rs.)

1. Annual Internal Audit Fees for the period starting from 01.0.2016 to 31.03.2016

2. Annual Internal Audit Fees for the financial year 2016‐2017

3. Annual Internal Audit Fees for the Financial year 2017‐2018

4. Annual Internal Audit Fees for the financial year 2018‐2019

Total

Service Tax on fees as applicable shall be paid extra. *Rates to be quoted in figures as well as in words. In case of difference between quotes in figures and words the quotes in words shall prevail.