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Request for Empanelment(RfE) of Asset Monetization Consultants 1 June 28, 2021 Request for Empanelment (RfE) of Consultants for the purpose of Asset Monetization Study/Commercialization Strategy/ Business Plan, Specific Techno-Economic Feasibility Study and Transaction Advisory/Bid Process Management by Mumbai Port Trust

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Page 1: Request for Empanelment (RfE) of Consultants

Request for Empanelment(RfE) of Asset Monetization Consultants

1 June 28, 2021

Request for Empanelment (RfE) of Consultants for the purpose of

Asset Monetization Study/Commercialization

Strategy/ Business Plan,

Specific Techno-Economic Feasibility Study

and Transaction Advisory/Bid Process

Management

by

Mumbai Port Trust

Page 2: Request for Empanelment (RfE) of Consultants

Request for Empanelment(RfE) of Asset Monetization Consultants

2 June 28, 2021

BID SCHEDULE

Sr

No.

Particulars Date Time

1 Tender e-publication date 28.06.21 10.00 Hrs

2 Document Download start date 28.06.21 10.00 Hrs

3 Document Download End date 19.07.21 15.00 Hrs

4 Pre- bid Meeting date

(Through V.C. Link)

08.07.2021 15.00 Hrs

5 Bid Submission Start date 12.07.2021 10.00 Hrs

6 Bid Submission End date 19.07.21 15.00 Hrs

7 Technical Bid Opening date 20.07.21 15.00 Hrs

Note :

1. Pre-bid queries can be sent to [email protected]. 2. Contact Person Shri. Sarbodaman Mukherjee- ADSM, MbPT- 9819876228 3. Interested Bidders may obtain further information inspect the tender documents at

the e-Procurement website https://epublish.gov.in and www.mumbaiport.gov.in 4. Bid Submission

The bid submission will be in physical mode. The sealed bid documents will be received by the office of Estate Manager, Estate Division,3rd floor, Vijaydeep, S.V. Marg, Ballard Estate, Mumbai - 400 001 by post /courier or in person up to 3.00 PM on bid submission end date. Late bids will not be accepted.

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Table of Contents

2. Introduction .......................................................................................... 4

3. Proposal ................................................................................................ 4

4. Scope of Work ....................................................................................... 5

5. Eligibility ............................................................................................... 7

6. Period of Empanelment ......................................................................... 8

7. Pre-Bid Meeting ..................................................................................... 8

8. Technical Bid ........................................................................................ 8

9. Key Personnel ..................................................................................... 10

10. Procedure for Obtaining Bid Documents .......................................... 12

11. Submission of Bids .......................................................................... 12

12. Selection Process ............................................................................. 13

13. Termination ..................................................................................... 15

14. Right to Accept and to Reject any or all Bids: ................................... 15

15. Disclaimer ........................................................................................ 16

16. Dispute ............................................................................................ 18

17. Jurisdiction...................................................................................... 18

18. Annexure-1: Covering Letter ............................................................ 20

19. Annexure-2: Power of Attorney ......................................................... 21

20. Annexure-3: Undertaking for Substitution of Key Personnel ............. 22

21. Annexure-4: Affidavit-cum-Undertaking ........................................... 23

22. Annexure-5: Experience of the Bidder .............................................. 30

23. Annexure-6: Summary and Curriculum Vitae of Key Personnel ....... 31

24. Annexure-7: Financials of the organization ...................................... 32

25. Annexure-8: Asset Monetization Methodology .................................. 33

26. Annexure-9: Bid Security Declaration .............................................. 34

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1. Introduction Mumbai Port is located on the West Coast of India. Most of its landed estate

lies in South Mumbai on the Eastern waterfront. South Mumbai is one of the

most premium locations in the country and thus the economic value of

Mumbai Port's land parcel is expected to be significant. MbPT is in the process

of revamping its activities with an introduction of Tourism, public and office

spaces by way of the Master planning of about 500 Ha. This will open up the

Eastern Waterfront to the residents of Mumbai and suburbs.

The assets of Mumbai Port Trust(MbPT) are diverse and spread across the

eastern waterfront and other areas of Mumbai and at Titwala .

These assets could be categorized broadly, into the following classes:

a) Land & Buildings

b) Port Operational Assets such as berths, launches, etc.

c) Brown-field operational assets such as pipelines, rail and roads, mobile

towers, industrial tank farms, etc.

Many of the assets are sub-optimally utilised and can be appropriately

monetised to create greater financial leverage and value for MbPT.

MbPT intends to monetize the non-core and undervalued assets using

appropriate model.

2. Proposal

1.1 Mumbai Port Trust (MbPT) proposes to empanel International

Property Consultancy firms (IPCs) or any other firms engaged in

transaction advisory services and asset monetization who will assist

MbPT in formulating the monetization strategy w.r.t. land and

building, conducting techno-economic feasibility studies of each of

the assets, provide end-to-end transaction advisory services and

ensure completion of transactions for monetization of the same.

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1.2 In pursuance of above, MbPT invites proposals from interested firms

(the “Proposals”) for Empanelment as Consultant (the “Consultant”)

who shall assist and undertake delivery of services as listed above in

Paragraph 2.1, and detailed further under the section “Scope of

Work”.

1.3 In the first stage of the process, technically qualified firms will be

empanelled. Bids will be called from amongst these empanelled

technically qualified firms for conducting the asset monetization

study, feasibility studies and providing transaction advisory services

for monetization of specific assets.

1.4 However, MbPT reserves the right to entrust the monetization of any

asset including Land and Buildings in the case of specific cases,

through open tender for technical and financial bids for conducting

the feasibility studies and providing transaction advisory services or

otherwise.

3. Scope of Work

4.1 Phase 1 – Preparation of Asset Monetization Strategy / Business Plan for Land, Buildings and other Assets

4.1.1 This would include a study of existing reports, detailed market

assessment and regional study as well as benchmarking of similar assets. The consultant shall study the present status of all the available

assets, proposal of Development plan, DCPR, permissible activities, constraints on the development, other statutory provisions, Land policy guidelines of MbPT. The output of the study would be a Business Plan

and Strategy Document consisting of a detailed mapping of assets with valuation. The document would recommend the timing and appropriate

model of monetization after a detailed analysis of all possible use cases, present and future revenues. The output shall finally provide the short-

term, mid-term and long-term plan. 4.1.2 The above scope of work is indicative and the detailed scope of work

shall be provided at the time of bid.

4.2 Phase 2 – Preparation of Asset-Specific Techno-economic Feasibility Study and Transaction Advisory

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4.2.1 Based on the broad level business plan, MbPT would identify specific assets for a techno-economic feasibility study followed by transaction

advisory. 4.2.2 In case of Land and Buildings, the Asset-Specific Techno-Economic

Feasibility study would involve a detailed site level analysis, real estate micro-market assessment, analysis of all possible uses such as

logistics, clean industry, hospitality, commercial office, retail, etc. and benchmarking of similar asset transactions and developments. In case the technical and financial study concludes that the subdivided land

will have more potential for leasing, the consultant shall prepare detail proposal for approval of subdivision, infrastructure designs, and obtain

all the necessary approval of statutory authorities including the planning authority.

4.2.3 In case of brownfield operational assets or other assets, the Asset-

Specific Techno-Economic Feasibility study would involve an asset-

specific study conducted by a suitable expert including a detailed market assessment, analysis of possible target segments, accurate

valuation of the asset through a Government approved valuer, benchmark development and transaction of similar assets.

4.2.4 The Asset-specific Feasibility study would end with a detailed financial

analysis of all possible use cases, target segments and transaction

models.

4.2.5 Based on consideration and approval of the techno-economic feasibility study and recommended model of transaction, the consultant shall

proceed to create the bid documents complete with the detailed asset datasheet/project report, the legal agreement, eligibility criteria and payment terms.

4.2.6 After floating of the tender, the consultant shall assist in reaching out

to bidders through marketing and publicity efforts such as advertisements, roadshows, creation of attractive hard and digital

brochures and pamphlets, etc., the cost of which will be borne by the Consultant. The consultant shall attempt to increase participation in the e-tender-cum-e-auction (using the portal being used for all other

tenders by MbPT), conduct the pre-bid meeting of all bidders, etc.

4.2.7 The consultant shall assist MbPT in the conduct of the e-tender-cum-e-auction. On receipt of bids, the consultant shall evaluate the bids

received for completeness and accuracy of submitted information and inform the winner of the bid to MbPT.

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4.2.8 The Consultant shall ensure the legality of all documents for the transaction and also ensure the transaction is completed up to the

deposit of funds in the treasury of MbPT.

4.2.9 While inviting bids for specific asset monetisation, MbPT may add or modify the scope depending on its requirement.

4.2.10 Under the Phase-2 scope of work, the Maximum Number of

assignments which a Consultant can carry out at one point of time is

restricted to 04 (Four). The consultant carrying out 04 (Four) Nos. of assignments of MbPT at a time, shall not be allowed to participate in

tendering process. Unless otherwise decided by MbPT, the asset for which the transaction has been completed up to deposit of funds in the

treasury of MbPT shall be treated as completed assignments. MbPT reserves the right to modify the cap of 04 assignments per Consultant depending on the total number of assets to be monetized.

Note: MbPT may take the services included in Phase-2 of the Scope of

Work without inception/completion of Phase -1 which is the Business

plan from the empaneled consultants, however, the consultant in such

cases shall be required to review the business plan in its draft or

completed stages and suggest any alternate changes which may be

required for highlighting the current dynamics and/or improving the

returns from the project.

4. Eligibility

In this document, unless the context otherwise requires, reference to a firm

shall be construed as reference to any International Property Consultant Firm

(IPC) or any other firms engaged in transaction advisory services for asset

monetization.

5.1 The firm should have completed at least 7 transaction advisory

projects in the last 10 calendar years (1.1.2010 to 31.12.2020) w.r.t.

monetization of land and building or experience in ReIT listing or any

other mode of monetization of property assets of reputed Public/ Private

organizations or PPP (Public Private Partnership) transactions

5.1.1 Out of the above 7 projects, at least two projects should be at the

International level and at least one project should be from Maharashtra.

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5.1.2 The minimum transaction amount should be INR 100 crore per project

Note: The experience of the projects where the final agreement is signed

shall only be considered.

5.2 The firm should have received a minimum of INR 20 crores (Rupees

Twenty crores) per annum as professional fees* during each of the last

five financial years (01.04.2016 to 31.03.2021). Professional fee*

received by Indian firm/subsidiary only shall be considered.

*Professional fee should be duly certified by statutory body like Chartered

Accountant or Independent Auditors who are competent to do so as recognized

by the State concerned.

5.3 The firm should not have been blacklisted/ debarred by any Govt.

entity or any PSU in India as on the date of bid submission.

5. Period of Empanelment

Period of engagement will be initially for 1 year. Period of engagement can be

extended for a period of 3 years, with same terms and conditions. Each

extension will be for a maximum period of 1 year.

6. Pre-Bid Meeting

The interested parties are required to send in their queries, if any, by e-mail

to [email protected]. A pre-bid meeting will be held on

08th July, 2021 at 1500 hours (IST) over video conference. Interested parties

may attend the pre-bid meeting, if they so desire. The details of the VC on

Zoom are as follows: https://bit.ly/3gPXxH2

7. Technical Bid

Each respective technical bid will be attributed a technical score as per

following breakup:

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Sr.

No.

Description Weightage

8.1 Financial Capacity of the Applicant –

Average Professional fee in crores per

annum for the last five years

5 marks

(3 marks for Min req of

INR 20 crores and 1

marks for each

additional 10 crores up

to a max. of 5 marks)

8.2 Empanelment as Consultant with a govt

body/organization/undertaking of

Government

10 marks

(6 marks for one

organization and 2

marks for each

additional one with a

max upto 10 marks)

8.3 Experience of key professionals in the field

of monetization of land and building,

property assets, ReIT listing or PPP (Public

Private Partnership) transactions. See

detailed table of Key personnel.

25 marks

(2 marks per personnel

as a min for fulfilling

basic criteria and a max

of up to 5 marks per

personnel detailed out

in table under section 8

– Key Personnel)

8.4 Firm’s Experience – projects/assignments

of State/Central Government or its

agencies, organizations, undertakings,

reputed Private company, municipal

agencies, etc. in the field of monetization

of land and building, property assets, ReIT

listing or PPP (Public Private Partnership)

transactions. At least one project from

Maharashtra to be provided.

25 marks

(15 marks for minimum

5 projects and 2 marks

for each additional one

up to a max of 25

marks)

8.5 Firm’s International Experience - similar

projects/assignments/consultancy

services for International Projects in the

field of monetization of land and building,

10 marks

(6 marks for minimum

2 projects and 3 marks

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property assets, ReIT listing or PPP (Public

Private Partnership) transactions

for each additional one

up to a max of 10

marks)

8.6 Presentation on Approach and

Methodology - firm’s understanding of the

client requirements and methodology to

achieve the desired goals as set out in the

RFE

25 marks

8. Key Personnel

9.1 The consultant shall submit the resume of the key personnel who

will be assigned as part of the panel.

Sr. No. Role Core Competency/

Skill

Educational

Experience

Work

Experience

9.1.1 Architect &

Urban Planner

Generalist with a

good understanding

of urban planning

principles, local and

statutory bye laws,

DCR & land use, etc.

along with financial

analysis and

markets,

transactions, etc.

Bachelor of

Architecture or

equivalent

Masters in

Planning or

equivalent

More than 10

years of work

experience in

asset

monetization/

feasibility

studies and

experience of at

least two

transactions

worth 100

crore each or

more.

9.1.2 Real Estate

Expert

Specialist with strong

background and

understanding of real

estate in the national

as well international

commercial and

residential markets

Post

graduation in

Management or

MBA / Master

in Urban

Planning or

equivalent

More than 10

years of

experience with

at least five

transactions of

100 crore each

or more in the

commercial

and residential

space

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9.1.3 Industrial/

Warehousing/Lo

gistics/

Infrastructure

Expert

Specialist with strong

background and

understanding of real

estate in the national

and international

industrial,

warehousing and

logistics markets

Post

graduation in

Management or

MBA / Master

in Urban

Planning or

equivalent

More than 10

years of

experience with

at least five

transactions of

100 crore each

or more in the

industrial,

infrastructure,

logistics and

warehousing

space

9.1.4 Finance cum

Transaction

Expert

Generalist with a

strong understanding

of financial models

and arrangements in

large scale

infrastructure,

industrial and

warehousing

transactions

MBA(Finance)

/ CA / CFA

More than 10

years

experience in

at least five

asset

monetization /

project

feasibility

studies as well

as transactions

worth 100

crore each or

more

9.1.5 Legal & PPP

Expert

Specialist with a

strong understanding

of legal aspects of

lease agreements,

PPP contracts, JV

based developments,

etc.

Bachelor of

Law

More than 10

years of

experience with

experience as

legal expert for

at least 3

projects worth

100 crore each

or more

9.2 Team Leader shall be decided based on project specific criteria.

9.3 MbPT may demand to have additional experts of suitable

qualification depending on the specific requirement.

9.4 MbPT expects the Key Personnel to be available for the entire term

of the contract. The Authority will not consider substitution of the

Key Personnel except for reasons of any incapacity due to health or

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resignation. Such substitution shall ordinarily be limited to one Key

Personnel subject to equally or better qualified and experienced

personnel being provided to the satisfaction of the Authority/MbPT.

9.5 The Key Personnel 9.1.2(Real Estate Expert), 9.1.3(Industrial/

Warehousing/Logistics/ Infrastructure Expert) and 9.1.4(Finance

cum Transaction Expert) shall be on the payroll of the firm for at

least one year from the date of empanelment.

9. Procedure for Obtaining Bid Documents

Interested Bidders may obtain further information inspect the tender

documents at the e-Procurement website https://epublish.gov.in and

www.mumbaiport.gov.in. The downloading of the tender documents shall be

carried out strictly as provided on the web site. No editing, addition / deletion

of matter shall be permitted, if such action is observed at any stage, such bid

is liable for outright rejection.

The bidder is responsible to download Addendums/ Amendments/ Errata/

replies to the queries of the bidder etc. if any, issued by the employer, from

web site before the submission of the Bid Document. Any shortfall in

submissions of the said Addendum/ Amendments/ Errata/ replies to the

queries of the bid document, etc. along with the downloaded documents while

submitting the bid documents will not be considered. Incomplete Bid

documents shall be rejected outright.

10. Submission of Bids

11.1 The Applicants are required to submit the proposal in physical

mode. The sealed bid documents will be received by the office of

Estate Manager, Estate Division, 3rd floor, Vijaydeep, S.V. Marg,

Ballard Estate, Mumbai - 400 001 by post /courier or in person up

to 3.00 PM on bid submission end date. Late bids will not be

accepted. Each document is to be page-numbered. Proposal shall

contain the following:

11.1.1 Annexure-1: Covering letter on the Letter-head of

Company/Firm submitting the Technical Bid by enlisting the

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documents attached, indicating the page number, profile of the

organization with full particulars of the constitution, ownership

and business activities, together with unabridged Annual Reports

or audited financial accounts as required in the eligibility criteria.

11.1.2 Annexure-2: A Power of Attorney in favor of any person

authorizing him to sign the proposal and other documents on

behalf of the bidder.

11.1.3 Annexure-3: An Undertaking to the effect that in case any

of the key personnel indicated in RFE is not available for any

reason like resignation, health or leave of absence, etc. a person

of equal qualification and experience would be made available

with the concurrence of MbPT.

11.1.4 Annexure-4: An Affidavit-cum-Undertaking regarding ‘no

conviction’ and ‘no conflict of interest’.

11.1.5 Technical Bid comprising of Annexure-5 – Experience of

the Bidder, Annexure-6 (Key Personnel – Summary and CVs),

Annexure-7 (Financial Capability), Annexure-8 (Asset

Monetization Methodology)

11.1.6 No EMD or Tender fee is required from the Bidder as per

notification from Ministry of Finance. However, Bidder shall

submit a bid security declaration (Annexure-9) on the bidder’s

company letterhead.

11.2 The EoI/bids will be opened by the Bid Evaluation Committee at

1500 Hrs (IST) on the bid on bid opening date. Bidders or their

representatives may remain present at the time of opening of bids, if

they so desire.

11.3 MbPT reserves the sole right to accept or reject any or all proposals

thus received, without assigning any reasons thereof.

11. Selection Process

12.1 Mumbai Port Trust (MbPT) will adopt a two-stage process for the

selection of firms. The first stage process involves pre-qualification and

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shortlisting (the “Empanelment”) of successful Applicants by the Bid

Evaluation Committee (BEC) on the basis of technical bids and in

accordance with the provisions of this Request for Empanelment (RFE).

The selection process shall be as follow:

12.1.1 Initially the bidders shall be selected on the basis of the minimum

eligibility criteria as section 4

12.1.2 The technical qualifications shall be evaluated of each bidder as

per the para 7.1 The Bidders getting min 40 marks shall be invited

before the evaluation committee as will be constituted by MbPT.

12.2 The eligible bidders would be required to demonstrate their credentials

before the BEC through a presentation, covering the areas/criteria

listed above, and to bring along 10 hard copies of the presentation, at

the time of presentation. The date, time and venue for the presentation

will be intimated in due course.

12.3 The BEC would evaluate the Bidders on the criteria mentioned above

based on their presentation and the proposals received and shortlist

them for empanelment.

12.4 On basis of the marks given by the evaluation committee and the marks

obtained under technical evaluation ranks will be given to each bidder.

12.5 Top ten ranking bidders shall be selected for empanelment. These firms

shall be eligible for participation in the second stage wherein they will

be required to submit the financial bids for the asset monetization

study, specific cases/transactions, etc.

12.6 However, MbPT reserves the right to entrust the monetization of Land

and Building/Property in the case of specific cases, through open

tender for technical and financial bids for conducting the feasibility

studies, providing transaction advisory services and ensuring

completion of transactions for monetization of specific assets, or

otherwise.

12.7 Consortium bids will not be allowed.

12.8 Sub-contracting of the assignment will not be allowed. The appointed

Advisor shall be solely responsible for all the required final deliverables.

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12.9 MbPT reserves to modify and prepare detail scope of work while calling

participation in the second stage.

12. Termination

Mumbai Port Trust (MbPT) can terminate the contract at any time without

prior notice and without providing any reason for it. However, in the normal

course it will provide one month's notice to the empaneled firms. The

empaneled firms can also seek for termination of the contract upon giving one

month's notice to MbPT. However, there shall be no suspension of service

during the notice period.

13. Right to Accept and to Reject any or all Bids

13.1. MbPT reserves the right to verify all statements, information and

documents submitted by the Bidders in response to the bidding

documents and the Bidders will, when so required by MbPT, make

available all such information, evidence and documents as may be

necessary for such verification. Any such verification or lack of such

verification, by MbPT will not relieve the Bidder of its obligations or

liabilities hereunder nor will it affect any rights of MbPT thereunder.

13.2. Notwithstanding anything contained in the bidding documents,

MbPT reserves the right to accept or reject any Bid and to annul the

Bidding Process and reject all Bids at any time without thereby

incurring any liability or any obligation for such acceptance, rejection

or annulment, and without assigning any reasons thereof. In the event

that MbPT rejects or annuls all the Bids, it may, in its discretion, invite

all eligible Bidders to submit fresh Bids hereunder.

13.3. MbPT reserves the right to reject any Bid and take necessary

action including suspension of the respective bidder/s from being

eligible for bidding / award of all future contract(s) of MbPT for a period

of three years from the date of committing such breach if, at any time,

a material misrepresentation is made or uncovered or the Bidder does

not provide, within the time specified by the Licensor, supplemental

information sought by MbPT for evaluation of the Bid. Such

misrepresentation/ improper response will lead to the disqualification

of the Bidder. If such disqualification/ rejection occurs after the Bids

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have been opened and the Selected Bidder gets disqualified/ rejected,

then MbPT reserves the right to:

(a) invite the remaining Qualified Bidders to submit Bids; or

(b) take any such measure as may be deemed fit in the sole

discretion of MbPT, including annulment of the Bidding Process.

13.4. In case it is found during the evaluation or at any time before or

after empanelment, and during the period of empanelment thereof,

that one or more of the Minimum Eligibility Criteria have not been met

by the Bidder or the Bidder has made material misrepresentation or

has given any materially incorrect or false information, the Bidder will

be disqualified forthwith and be liable to be terminated, by a

communication in writing by MbPT to the Bidder, without MbPT being

liable in any manner whatsoever to the successful Bidder. In such an

event, MbPT will have right to take action against such bidder

including suspension of the respective bidder/s from being eligible for

bidding / award of all future contract(s) of MbPT for a period of three

years from the date of committing such breach for, inter alia, time, cost

and effort of MbPT, without prejudice to any other right or remedy that

may be available to the Authority.

14. Disclaimer

8.1 Mumbai Port Trust (MbPT) reserves the sole right to accept or reject

any or all proposals thus received without assigning any reason

thereof.

8.2 MbPT will not be responsible for any delay on account of late

submission of Bid.

8.3 The information contained in this Request for Empanelment (“RFE”)

or subsequently provided to Bidder(s), whether verbally or in

documentary or any other form by or on behalf of the Authority or

any of its employees or advisors, is provided to Bidder(s) on the terms

and conditions set out in this RFE and such other terms and

conditions subject to which such information is provided.

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8.4 This RFE is not an agreement and is neither an offer nor invitation

by the Authority to the prospective Bidders or any other person. The

purpose of this RFE is to provide interested parties with information

that may be useful to them in making their financial offers pursuant

to this RFE. This RFE includes statements, which reflect various

assumptions and assessments arrived at by the Authority in relation

to the grant of the Assignment. This RFE document and any

assumptions, assessments and statements made herein do not

purport to contain all the information that each Bidder may require.

8.5 This RFE may not be appropriate for all persons, and it is not

possible for the Authority, its employees or advisors to consider the

investment objectives, financial situation and particular needs of

each party who reads or uses this RFE. The assumptions,

assessments, statements and information contained in the Bidding

Documents may not be complete, accurate, adequate or correct.

Each Bidder should, therefore, conduct its own investigations and

analysis and should check the accuracy, adequacy, correctness,

reliability and completeness of the assumptions, assessments,

statements and information contained in this RFE and obtain

independent advice from appropriate sources.

8.6 Information provided in this RFE to the Bidder(s) is on a wide range

of matters, some of which may depend upon interpretation of law.

The information given is not intended to be an exhaustive account

of statutory requirements and should not be regarded as a complete

or authoritative statement of law. The Authority accepts no

responsibility for the accuracy or otherwise for any interpretation or

opinion on law expressed herein.

8.7 The Authority, its employees and advisors make no representation

or warranty and will have no liability to any person, including any

Bidder or Bidder(s) under any law, statute, rules or regulations or

tort, principles of restitution or unjust enrichment or otherwise for

any loss, liquidated damages, cost or expense which may arise from

or be incurred or suffered on account of anything contained in this

RFE or otherwise, including the accuracy, adequacy, correctness,

completeness or reliability of the RFE and any assessment,

assumption, statement or information contained therein or deemed

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to form part of this RFE or arising in any way for participation in

this Bid.

8.8 The Authority also accepts no liability of any nature whether

resulting from negligence or otherwise howsoever caused arising

from reliance of any Bidder upon the statements contained in this

RFE. The Authority may in its absolute discretion, but without being

under any obligation to do so, update, amend or supplement the

information, assessment or assumptions contained in this RFE.

8.9 The issue of this RFE does not imply that the Authority is bound to

select a Bidder or to appoint the Selected Bidder, as the case may

be, and the Authority reserves the right to reject all or any of the

Bids without assigning any reason whatsoever.

8.10 The Bidder will bear all its costs associated with or relating to the

preparation and submission of its Bid including but not limited to

preparation, copying, postage, delivery fees, expenses associated

with any demonstrations or presentations which may be required by

the Authority or any other costs incurred in connection with or

relating to its Bid. All such costs and expenses will remain with the

Bidder and the Authority will not be liable in any manner whatsoever

for the same or for any other costs or other expenses incurred by a

Bidder in preparation or submission of the Bid, regardless of the

conduct or outcome of the Bidding Process.

15. Dispute

In case of any dispute, the decision of the Chairman, MbPT shall

be final.

16. Jurisdiction

This Agreement shall be construed and interpreted in accordance

with and governed by the laws of India, and the courts in Mumbai will

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have exclusive jurisdiction over matters arising out of or relating to this

Agreement.

*******

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17. Annexure-1: Covering Letter

1. Covering letter on the Letter-head of Company/Firm submitting the

Technical Bid

2. A Table of Contents enlisting the documents attached (including page

numbers).

3. The Introduction of the company giving the performance and financials

including annual reports, etc. may be included here.

4. Financial Certificates to certify financial capability as per eligibility

criteria

5. Work Completion certificates for all the projects submitted under work

experience

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18. Annexure-2: Power of Attorney

Know all persons by these presents, [We ……………………………………………..

(name of the company) incorporated under the laws of India and having its

registered office at [__________________] “Company”] do hereby irrevocably

constitute, nominate, appoint and authorize Mr. /Ms (name), ……………………

son/daughter/wife of ……………………………… and presently residing at

…………………., who is presently employed with us and holding the position

of ……………………………. , as our true and lawful attorney (hereinafter

referred to as the “Attorney”) to do in our name and on our behalf, all such

acts, deeds, matters and things as are necessary or required in connection

with or incidental to submission of our Bid for “Empanelment for Asset

Monetization with MbPT” pursuant to the RFE dated [_______] (“RFE”) issued

by the Mumbai Port Trust (the “Authority”) and for our selection as Successful

Bidder including but not limited to signing and submission of all Bids and

other documents and writings, participate in pre-bid conferences and other

conferences and providing information/responses to the Authority,

representing us in all matters before the Authority, signing and execution of

all contracts including the Concession Agreement and undertakings

consequent to acceptance of our Bid, and generally dealing with the Authority

in all matters in connection with or relating to or arising out of our Bid for the

said Project and/or upon award thereof to us and/or till the entering into of

the Concession Agreement with the Authority. AND we hereby agree to ratify

and confirm and do hereby ratify and confirm all acts, deed, matters and

things lawfully done or caused to be done by our said Attorney pursuant to

and in exercise of the powers conferred by this Power of Attorney and that all

acts, deeds and things done by our said Attorney in exercise of the powers

hereby conferred shall and shall always be deemed to have been done by us.

Capitalised terms not defined herein shall have the meaning assigned to them

under the RFE.

IN WITNESS WHEREOF, …………………………., THE ABOVE NAMED

PRINCIPAL HAVE EXECUTED THIS POWER OF ATTORNEY ON THIS ………

DAY OF …………., 2021

For ………………………….. (Signature)

(Name, Title and Address)

Witnesses: (Notarised) Accepted …………………………… (Signature)

(Name, Title and Address of the Attorney)

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Notes: 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 executant(s) and when it is so required the same should be under common seal affixed in accordance with the required procedure.

Wherever required, the applicant should submit for verification the extract of

the charter documents and other documents such as a resolution/power of attorney in favour of the person executing this Power of Attorney for the delegation of power hereunder on behalf of the applicant.

For a Power of Attorney executed and issued overseas, the document will also

have to be legalized by the Indian Embassy and notarized in the jurisdiction where the Power of Attorney is being issued. However, the Power of Attorney

provided by Applicants from countries that have signed the Hougue Legislation Convention, 1961 are not required to be legalised by the Indian Embassy if it carries a confirming Appostille Certificate.

19. Annexure-3: Undertaking for Substitution of Key Personnel

We, the undersigned, hereby declare that

1. the Key Personnel will be available for the entire term of the

empanelment.

2. Key Personnel will not be substituted except for reasons of any

incapacity due to health or resignation. Such substitution shall ordinarily be limited to one Key Personnel subject to equally or better qualified and experienced personnel being provided to the satisfaction

of the Authority/MbPT.

3. We understand that substitution of experts will not normally be considered during the period of empanelment. We have proposed only

such Expert who will be in a position to commit the time required for and be available for delivering the Consultancy during the period of empanelment.

Signature

Name, Title and Place

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20. Annexure-4: Affidavit-cum-Undertaking

We, the undersigned (“Bidder”) are submitting our bid in respect of the

Request for Empanelment No. [●], Dated [●] (“Bid”) issued by Mumbai Port

Trust (MbPT) in relation to [●] and in this connection we hereby solemnly

affirm, declare and undertake as follows:

(1) Details of the Bidder as disclosed in Appendix-A enclosed herewith are

true and correct as on date.

(2) There has been no conviction by any court of law or indictment or

adverse order by any statutory or regulatory authority for a Grave

Offence against us or any of our Indian Sister Concern(s) or any of our

promoters or directors or that of our Indian Sister Concern(s) during the

last ten financial years.

(3) No enquiry or investigations for any Grave Offence is pending against

us or any of our Indian Sister Concern(s) or any of our or our Indian

Sister Concern’s directors, managers and/or other Senior Managerial

Personnel by any regulatory authority and/or government agency.

(4) The details of enquiry or investigations for non-Grave Offenses pending

against us/our Indian Sister Concern(s)/ our or our Indian Sister

Concern’s directors, managers and/or other Senior Managerial

Personnel by any regulatory authority and/or government agency are

disclosed in Appendix-B enclosed herewith.

(5) There is no Conflict of Interest with respect to the contract as on date.

(6) During the tenure of our engagement for the contract, we shall keep

MbPT informed, without delay, of any situations, circumstances,

relationships, possible source or potential areas of Conflict of Interest

in the format enclosed as Appendix-C herewith and we shall not take

up work in relation to any such assignment without obtaining prior

approval of MbPT and granting of such approval shall be the sole

discretion of MbPT and shall be binding on us.

(7) We ourselves and/or for/with or in association with or on behalf of or

through any other Entity, shall not take up any advisory or consulting

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assignment or render any services on a similar transaction or any other

transaction, which could have a direct Conflict of Interest, in any

manner or capacity to a Competitor of MbPT during the term of our

engagement in respect of the contract without prior written approval of

MbPT and granting of such approval shall be the sole discretion of MbPT

and shall be binding on us.

(8) We have put in place a robust mechanism to resolve any Conflict of

Interest situations and circumstances that may arise or result while

conducting our business or rendering of services and where-so-ever any

Conflict of Interest or potential for Conflict of Interest may arise, we

shall take reasonable steps to resolve the same forthwith in a fair and

equitable manner. During the term of our engagement we shall ensure

to and continue to exercise adequate due diligence for identifying and

removing any areas, source, situations and circumstances of conflict

and mitigating the effects of such conflicts to the satisfaction of MbPT,

in case any such Conflict of interest (or apparent conflict of interest)

arises or results in relation to the contract.

(9) We have laid down an internal code of conduct for governing our

internal procedures and operations and have prescribed the standards

of appropriate conduct for our employees and officers for carrying out

their duties and responsibilities with a view to appropriately ensuring

proper maintenance of professional excellence and standards with

integrity, confidentiality, objectivity and have made provisions for

identification, avoidance and resolution of conflict of interests and for

disclosure of shareholdings and interests, etc., in terms of applicable

laws.

(10) We shall make available to the authority any additional

information it may find necessary or require to supplement or

authenticate the bid.

(11) We acknowledge the right of the authority to reject our bid

without assigning any reason or otherwise and hereby waive, to the

fullest extent permitted applicable law, our right to challenge the same

on any account whatsoever.

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(12) We understand that you may cancel the bidding process at any

time and that you are neither bound to accept any bid that you may

receive nor to invite the bidders to bid for the project without incurring

any liability to the bidders.

(13) We understand that in case of any change in facts or

circumstances during the bidding process, we are attracted by the

provisions of disqualification in the RFE, we shall intimate the authority

of the same immediately.

(14) We hereby irrevocably waive any right or remedy which we may

have at any stage at law or howsoever otherwise arising to challenge or

question any decision taken by the authority in connection with the

selection of the bidder or in connection with the bidding process itself,

in respect of the above mentioned RFE and the terms and

implementation thereof.

(15) We have studied all the bidding documents carefully, we shall

have no claim, right or title arising out of any documents or information

provided to us by the authority or in respect of any matter arising out

of or relating to the bidding process.

(16) We agree and understand that the bid is subject to the provisions

of the bidding documents. In no case we shall have any claim

whatsoever nature if the project/concession is not awarded to us or our

bid is not opened or rejected.

(17) We agree and undertake to abide all the terms and conditions of

the RFE document.

(18) We understand that:

(i) in cases where existing Conflict of Interest (or apparent conflict of

interest) is disclosed by us, MbPT would be entitled to initiate

appropriate actions to eliminate or address or mitigate or neutralize

the conflict through restricting or modifying the work to be

performed by us in respect of the contract.

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(ii) MbPT may also terminate our engagement for the contract, in whole

or in part, if such termination is absolutely necessary in the view of

MbPT to avoid the appearance of a Conflict of Interest situation.

MbPT would be entitled to terminate our appointment, if any, if the

affirmation/declaration/undertaking given by us is found to be false

or misleading in any manner or not adhered or fulfilled or complied

by us.

(iii) If at any time after our appointment as an empaneled firm, either we

or any of our Indian Sister Concerns or the respective

promoters/directors, is convicted by a court of law in India or any

indictment/adverse order is passed by a regulatory authority in

India for a Grave Offence, we shall stand disqualified from

continuing as an Advisor to MbPT and shall be bound to inform them

without any delay and shall voluntarily withdraw from the contract,

failing which MbPT may terminate our appointment after giving an

opportunity of being heard.

Definitions

Unless otherwise defined in this Affidavit, the following capitalized terms used

herein shall have the meaning as set out below:

1. Advisor means the Bidder and includes bidder(s) who have been selected

and empaneled for Asset Monetization by Mumbai Port Trust(MbPT) in terms

of the Bid.

2. Conflict of Interest: Conflict of Interest in relation to the contract shall,

without limitation, be deemed to exist or have arisen, if:

(i) The Advisor whether itself and/or for/with or in association with/or

on behalf of or through any other Entity is engaged in any activity

or business which would or may be reasonably expected to directly

or indirectly, materially adversely affect the interest of MbPT or any

such activity/association would or may impair his ability to render

fair, impartial, technically sound and objective assistance or advice,

or unbiased services or may result in giving an unfair competitive

advantage to any other person.

(ii) The Advisor whether itself and/or for/with or in association with/or

on behalf of or through any other Entity is engaged in advising

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and/or have taken up engagement for advising/consulting any other

Entity whether under a formal engagement or otherwise in relation

to any transaction/matter (“Third Party Transaction”), which would

or may be reasonably expected to directly or indirectly, materially

adversely affect the interest of MbPT.

(iii) The Advisor has any business or financial interests in any other

Entity that would impair or give the appearance of impairing

impartial decisions in relation to contract, in offering any advice

recommendations or in providing technical assistance or other

services to MbPT as part of Advisor’s engagement obligations/duties.

(iv) Any other situation, possible source or potential areas of interests,

which may impair Advisor’s ability to render fair, impartial,

technically sound, and objective assistance or advice, or unbiased

services or in conflict of their professional duties towards MbPT in

respect of the contract or result in giving an unfair competitive

advantage to any other person.

3. Competitor of MbPT would mean any organization with substantial real

estate to be divested in and around Mumbai in case of Land and

Building Assets, and other ports/infrastructure organizations who

intend to monetize similar assets as the Port-related assets belonging

to MbPT.

4. Entity shall mean and include an individual, proprietorship, HUF, an

association of person/body of Individuals, a partnership firm, limited

liability partnership, company or any other persons.

5. Grave Offence means offences of such nature that it materially affects

the reputation, business or operations adversely, or outrages the moral

sense of the community or such other offences which may be

considered by MbPT as grave on a case-to-case basis, after considering

the facts and relevant legal principles.

6. Contract means the transaction to be undertaken by MbPT as described

in bid no [●], issued by MbPT.

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7. Senior Managerial Personnel include the Managing Director, the

Company Secretary, the Chief Executive Officer, the Chief Financial

Officer or persons having equivalent positions and all such other

employees of the Entity, who are members of its core management team

excluding Board of Directors, and comprising all members of

management one level below the executive directors and include the

functional heads.

8. Sister Concern in relation to the Advisor, means any Entity in which

the Advisor has a significant influence or which has “significant

influence” over the Advisor.

9. Significant influence means holding of at least twenty percent or more

of total voting rights or the power to participate in and influence the

management, financial or operating policy decisions of that Entity, or

of business decisions under an agreement or having twenty percent

profit sharing in such Entity.

Appendix – A:

Bidder Details

Name of the Bidder

Address:

Registered Office:

Corporate Office Tel

Email

Constitution Company/Partnership/LLP/Others (If

Others, please provide the nature of the

constitution)

SEBI Registration no, if any

Details of Registration with other

professional statutory bodies

Appendix-B:

Details Of Pending Enquiry/Investigations

Sr.

No

.

Name of the Sister

Concern(s)/concer

ned person(s)

against whom the

enquiry/investigati

Relatio

n

ship

with

the

bidder

Name of

the

investigati

ng agency

Nature of pending

enquiry/investigat

ion and law under

which the enquiry

has been initiated

Brief facts/interim

orders /other

relevant

information in

respect of the

pending

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on has been

initiated

enquiry/investigat

ion

Appendix-C

Details of Present/Potential Conflicts/Facts Or Interests That May Be Deemed As

Potential Conflict Of Interest

Sr.

No.

Name of the Entity,

in which interests

or Conflicts exist/

may arise

Relation

ship of the

Bidder with

the Entity

Nature/

reason of

conflict/

potential

conflict

Duration of

the

subsistence

of conflict, if

any

Such other

information as

may be relevant

and material in

deciding whether

there is a

conflict/potential

conflict of

interest

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21. Annexure-5: Experience of the Bidder

Project Name Project

Description

Project Value

(Cr INR)

Regional /

National /

International

Note: Regional projects should be projects completed in Maharashtra

State

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22. Annexure-6: Summary and Curriculum Vitae of Key Personnel

Summary of Key Personnel

Key Personnel Name Education Relevant

Experience

(Years)

Number of

Projects as

per

requirement

Architect cum Urban

Planner

Real Estate Expert

Industrial/Warehousing/

Logistics/Infrastructure

Expert

Finance cum Transaction

Expert

Legal and PPP Expert

CV Format

Name Contact Details

Key

Personnel

Type

E.g. Architect cum Urban Planner

Experience XX years

Org Name MM/YYYY – MM/YYYY

Project 1 MM/YYYY – MM/YYYY

Project 2 MM/YYYY – MM/YYYY

……… ……….. ……….

Education Eg. MBA / Master in Planning, etc.

Institution 1 Degree 1 MM/YYYY – MM/YYYY

Institution 2 Degree 2 MM/YYYY – MM/YYYY

……. ……… ………

The detailed CV may be attached along with the above format

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23. Annexure-7: Financials of the organization

Financial Year Turnover (Revenues)

from Asset

Monetization

studies and

transaction advisory

projects.

Professional fee earned

through Asset

Monetization and

Transaction Advisory

projects

FY 2020-21

FY 2019-20

FY 2018-19

FY 2017-18

FY 2016-17

*Professional fee should be duly certified by statutory body like Chartered

Accountant or Independent Auditors who are competent to do so as recognized

by the State concerned.

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24. Annexure-8: Asset Monetization Methodology

Part 1: Asset Monetization Strategy / Business Plan

a. Key Inputs/Data required from MbPT

b. Key Studies with Tentative Timelines

c. Process for formulating the Business Plan/Strategy

d. Key Outputs which will be part of the Business Plan / Strategy

Part 2: Asset-Specific Techno-Feasibility Studies

a. Key Inputs/Data required from MbPT

b. Key Studies with Tentative Timelines

c. Process for completing the Techno-Feasibility Studies

d. Key Outputs

Part-3: Process Followed for transaction Advisory and value additions which

will be provided.

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25. Annexure-9: Bid Security Declaration

To be submitted on Bidder’s Company Letterhead

I/We understand that, as per Clause 11.1.6 of this RfE, bids must be

supported by a Bid Security Declaration in lieu of Earnest Money Deposit.

Accordingly, I / We, the authorized signatory of M/s.................................. ,

participating in the Empanelment of Asset Monetization for Mumbai Port

Trust(MbPT), do hereby declare that in the event we withdraw / modify our

bid during the period of validity Or I/we fail to execute formal contract

agreement within the given timeline OR I/we fail to submit a Performance

Security within the given timeline Or I/we commit any breach of Tender

Conditions / Contract which attracts penal action of forfeiture of EMD, I/we

will be suspended from being eligible for bidding / award of all future

contract(s) of MbPT for a period of three years from the date of committing

such breach.

We understand this Bid Securing Declaration shall cease to be valid if I we

are not the successful Bidder

Signature and Seal of Authorised Signatory of Bidder

Name of Authorized Signatory .................................

Company Name .......................................................

--END OF DOCUMENT--