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A. TECHNICAL MATTERS ON PIM
A number of queries were received regarding the Project’s technical specifications of the existing system and technical requirements of the new system.
Clarification on these matters will be provided after the pre-qualification process to pre-qualified bidders as part of the bidding process.
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
1 Grade Crossing
Elimination
PIM, Section III, NSRP
South Line Commuter
Line
Has the associated land
acquisition started? Will this
be completed by the time the
concession for the Project is
awarded?
For Manila to Legaspi, PNR
currently owns the Right-of-
Way (“ROW”) where the
existing system runs so there
is no need to acquire land.
Other sections may require
additional ROW. Such
additional ROW is currently
being identified for
inclusion. However, it is
likely that relocation of
persons and utilities will
need to be undertaken. These
are currently being
considered in the formulation
of the Land Acquisition and
Resettlement Action Plan
currently being undertaken
by Government. The
indicative timeline for
delivery of the ROW shall be
provided in the draft
Concession Agreement.
2 Double tracking
from Sucat to
PIM, Section III, NSRP
South Line Commuter
What is the status of works for
the double tracking from Sucat
The PNR is currently
undertaking a reassessment
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
Alabang Line
to Alabang?
of the Project and will be
tendered thereafter.
3 Double tracking
from Sucat to
Alabang
PIM, Section III, NSRP
South Line Commuter
Line
What are the rolling stock
design criteria considered in
the design of the tracks?
Details will be disclosed to
pre-qualified bidders at a
later stage.
4 Double tracking
from Alabang to
Calamba
PIM, Section III, NSRP
South Line Commuter
Line
Please clarify whether double
tracking of the line between
Alabang and Calamba will be
part of the Project. If so, will
the Concessionaire be allowed
to come up with more
stringent design criteria than
those used in initial double
tracking from Sucat to
Alabang?
Double tracking of the line
between Tutuban and
Calamba, where it is not
already, will be part of the
Project.
The Concessionaire shall be
responsible for ensuring that
the entire system meets the
minimum performance
standards and specifications
(MPSS) which will be
provided in the Concession
Agreement. The
Concessionaire is not
prohibited from adopting
standards above the MPSS,
however, the costs incurred
in doing so will be for the
Concessionaire’s account.
5 Freight trains PIM, Section III, NSRP
South Line Commuter
Line
Please confirm whether freight
trains are expected to operate
along the Commuter Line.
There is no requirement for
the Concessionaire to run
freight on the commuter line.
6 Depot PIM, Section III, NSRP
South Line Commuter
Line
Has land acquisition for the
new depot started?
The process for the
identification and acquisition
of ROW for the new depot is
on-going.
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
7 Rolling Stock PIM, Section III, NSRP
South Line Commuter
Line
The description of Commuter
Line rolling stock refers to
articulated EMUs. Please
confirm that this is accurate.
This was an error. The term
“articulated” will be
removed from the final
version of the specifications.
8 Rolling Stock PIM, Section III, NSRP
South Line Commuter
Line
Please confirm that the lengths
of end cars and the gangway
are accounted for in the
platform design. Also, please
confirm that a longer platform
length can be proposed in the
design.
Confirmed.
9 Operating
Requirement
PIM, Section III, NSRP
South Line
Long Haul Line
Please confirm whether the
long haul line will be used by
freight trains or will be
dedicated to passenger
services. If freight service is
provided on the long haul,
where will this start and
terminate?
There is no requirement for
the Concessionaire to operate
freight trains for the long-
haul line. The technical
specifications of the long-
haul railway will be defined
in the Concession
Agreement.
10 Operating
Requirement
PIM, Section III, NSRP
South Line
Long Haul Line
What are the operations of the
long haul service and freight
service if any?
There is no requirement for
the Concessionaire to operate
freight trains for the long-
haul line. The technical
specifications of the long-
haul railway will be defined
in the Concession
Agreement.
B. CLARIFICATIONS ON FORM OF CERTIFICATION AND SUBMISSIONS
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
11 Qualification
Documents
ITPB, Section 4.1.a in
relation to Annex QD-3
(Qualification
Documents)
Under the ITPB, Annex QD-3
requires the submission by a
foreign entity listed in the
Business Structure of a
certified true copy of the
equivalent document of the
relevant document (i.e.
Certificate of Incorporation,
Articles of Incorporation and
By-laws) submitted to and
acknowledged by the
appropriate government
agency in the foreign country
where the foreign entity was
registered for recognition or
creation of its juridical
personality or capacity.
In this regard, where the legal
procedure and practice under a
foreign jurisdiction is to
appear before a notary public
to form a corporation or to
cause any amendment to the
constitutive documents of a
corporation and, in such case,
the notary public retains the
original of the corporate
documents so notarized, please
confirm our understanding that
Confirmed, provided that a
certification from the
authorized representative is
also submitted together with
the notary public’s
certification, and such
certification from the
authorized representative,
shall state that there is no
requirement under the
jurisdiction of that entity to
submit the relevant
document or documents to a
government agency. Such
certification shall be
notarized and authenticated.
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
an original affidavit or
document issued by the notary
public setting forth the
relevant details of a
corporation (including details
typically found under the
Certificate of Incorporation,
Articles of Incorporation and
By-laws under Philippine law),
which original affidavit or
document is authenticated by
the Philippine embassy or
consular official, sufficiently
complies with the provisions
of Section 4.1.a in relation to
Annex QD-3.
12 Documentary
Requirements for
Proof of
Affiliation
ITPB, Section 5.3.c in
relation to Section
5.4.b(1) (Qualification
Documents)
Section 5.3.c provides that if
an Affiliate will be used to
comply with the Financial
Capability Qualification
Requirements, evidence of
affiliation must be submitted,
as described in the definition
of “Control” must be
submitted.
In this regard, please confirm
the submission of a (a) GIS or
its equivalent or (b) an Annual
Report or (c) a Secretary’s
Certificate or a certification by
an equivalent officer certifying
that that (1) more than fifty
For domestic corporations,
evidence of affiliation may
be established by submission
of the GIS of the domestic
corporations involved, as of
the year of submission of the
pre-qualification documents,
or if none has been
submitted, the previous
years’ GIS; or, the Annual
Report filed with the SEC as
of the year of the submission
of the pre-qualification
documents, or if none has
been filed, the Annual
Report as of the previous
year; or, a certification under
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
percent (50%) of either or a
combination of (1.a) the total
outstanding voting shares or
(1.b) the voting rights in
another entity; or (2) the
ability to elect a majority of
the members of the entity’s
board of directors or (3) any
legal agreement or legal
agreements, including a voting
trust or other voting agreement
is sufficient to establish
Control as defined in Section
1.19.
Further, in case of foreign
companies, please confirm that
if the equivalent document of
the General Information Sheet
(“GIS”) does not contain
information on the affiliation
between a Consortium
Member and its Affiliate, such
foreign entity can submit, in
lieu of the equivalent
document of the GIS, a
certification from its Corporate
Secretary or an equivalent
officer to a Corporate
Secretary, or by a duly
authorized officer or person,
whether under law, corporate
by-laws or corporate
oath by the Corporate
Secretary of the relevant
corporations certifying to the
affiliation, specifying the
details of such affiliation.
For foreign corporations, the
same documents or their
equivalent documents in the
relevant jurisdiction may be
submitted.
Please note the revised
definition of “Control,” as
follows:
“Control” means, for
purposes of defining an
Affiliate, the power to direct
or cause the direction of the
management policies of a
body corporate whether
through: (i) ownership of
more than at least fifty
percent (50%) of the
outstanding voting shares
and voting rights of these
shares; or, (ii) the ability to
elect a majority of the
members of the Affiliate’s
board of directors, or (iii)
any legal agreement entered
into at least one year before
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
resolutions, of such company
or by the authorized
representative of the
Prospective Bidder setting out
the affiliation between such
Consortium Member and its
Affiliate.
Qualification Documents
Submission Date, which has
an arrangement with similar
effect as in (i) or (ii) above.
In determining ownership of
shares in a corporation,
shares held both directly and
indirectly will be counted.
For purposes of determining
the existence of a Conflict of
Interest, only agreements
which are in effect at any
point in time during the
Bidding Process will be
considered.
13 List of
Stockholders in a
Listed Company
ITPB, Annex QD-3
(Basic Information
Sheet)
Item 5 of Annex QD-3
requires an entity included in
the Business Plan to list the
name, nationality and
percentage total of
shareholding or partnership
interest.
In this regard, in respect of
listed companies:
(i) Top 100 is Sufficient.
Please confirm our
understanding that it
would be sufficient to
submit the Top 100
stockholders of a
(i) Confirmed.
(ii) Confirmed.
(iii) Confirmed. Shares held
by PCD Nominee may be
lumped together.
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
listed company, as
submitted to the PSE.
(ii) Cut-Off Date will be
as of the last
submission to the
PSE. Please confirm
our understanding that
it would be sufficient
to provide the Top
100 Stockholders
based on the last
submission to the
PSE.
Shares Held by PCD Nominee
May Be Lumped Together.
Considering that scripless
shares of listed companies in
the Philippines may be held by
the PCD Nominee, please
confirm our understanding that
it would be acceptable to put
PCD Nominee under the
column “Name of Shareholder
or Partner” in Item 5 of Annex
QD-3.
14 Reporting of
Ownership By
Persons Holding
Shares in a
Fiduciary
Capacity
ITPB, Annex QD-3
(Basic Information
Sheet)
Item 6 of Annex QD-3
requires an entity included in
the Business Plan to list the
name, nationality and
percentage total of beneficial
ownership of shareholders
Confirmed.
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
owning more than 5%
beneficial interest.
In this regard, considering that
listed shares may be held by
banks, trusts, brokers,
custodians, depositaries and
other entities in a fiduciary
capacity, please confirm our
understanding that it would be
sufficient to list the name of
such banks, trusts, brokers,
custodians, depositaries and
other in Item 6 of Annex QD-3
without further investigating
the ultimate beneficial owner
of these listed shares.
15 Notarized
Authority issued
by Executive
Committee
ITPB, Annex QD-1C
(Consortium Member’s
Notarized Authority to
Participate in
Consortium and Apply
to Pre-qualify, and
Designation of Financial
Member/s, Lead
Member and Authorized
Representative of
Consortium
Please confirm that an
Executive Committee or other
duly established and
appropriately empowered
committee or body (other than
a board of directors) under the
entity’s By-Laws or an
equivalent document
authorizing the establishment
thereof can issue the Notarized
Authority required by Annex
QD-1C.
Properly authorized entities
like the Executive
Committee is sufficient
provided that the authority of
such empowered committee
or body is established by the
Bidder.
16 Qualification
Requirements
Section 4 Please confirm our
understanding that Prospective
Bidders are allowed to submit
photocopies of notarized and
Declined.
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
duly authenticated corporate
documents (submitted for the
LRT Line 2 O&M Project)
provided it is accompanied
with a certification from the
authorized representative of
the Prospective Bidder that
such documents are true and
correct copy of the original
notarized and authenticated
documents.
17 Project Owner
Certification
Attachment to Annexes
QD-5, QD-7, QD-9 and
QD-11
In case the entity which fulfils
the relevant Technical
Qualification Requirement is
also the project owner, please
confirm that the entity itself
can issue the notarized
certification.
Yes. The entity may issue
the notarized certification if
it is also the project owner,
but the notarized certification
must state such fact.
18 O&M Experience
(required
attachments)
Section 5.8.b and Annex
QD-7
Section 5.8.b provides that an
entity proposed to meet the
O&M Experience is required
to submit “a notarized
certification from the project
owner that the railway system
has been operated and
maintained by the entity…”.
We request the PBAC to relax
the requirement to submit a
notarized certification, and
allow entities nominated to
meet the O&M Experience to
submit unnotarized
Please consider our proposed
changes to Section 5.8.b:
The entity required to submit
this document must also
submit an original notarized
certification from the project
owner that the rail service has
been operated and maintained
by the entity for at least three
(3) consecutive years within
the last seven (7) years,
reckoned from the
Qualification Documents
Submission Date, or, in the
The request is granted.
However, the entity being
nominated must submit a
sworn statement certifying
its authenticity.
Section 5.8b is revised as
follows:
The entity required to submit
this document must also
submit an original notarized
certification from the project
owner that the rail service
has been operated and
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
certifications from project
owners specifying the required
information in Section 5.8.b,
or a copy such certificates
accompanied by a notarized
certification issued by an
officer of the entity proposed
to meet the O&M Experience
that such copy is a true and
faithful reproduction of the
original certificate. We note
that entities proposed to meet
the DD Experience are
allowed such flexibility, and
there appears to be no
sufficient justification to not
allow the same flexibility to
entities proposed to meet the
O&M Experience.
Please note that most if not all
project owners of railway
projects are government
entities, and officials of such
government entities do not
issue notarized certifications
because the issuance of
documents and certificates is
already in performance of
official duty.
case of a concession, lease,
management contract or
similar, a certificate issued by
the project owner stating (i)
that the rail service has been
operated and maintained by
the entity for at least three (3)
consecutive years within the
last seven (7) years, reckoned
from the Qualification
Documents Submission Date;
and (ii) the duration of the
concession, lease or
management contract, or a
copy of the said certification
accompanied by a notarized
certification issued by an
officer of the entity proposed
to meet the O&M Experience
that such copy is a true and
faithful reproduction of the
original certification.
Please consider our proposed
changes to Annex QD-7:
2. Original
Notarizedcertification from
the project owner that the rail
service has been operated and
maintained by the entity for at
least three (3) consecutive
years within the last seven (7)
maintained by the entity for
at least three (3) consecutive
years within the last seven
(7) years, or, in the case of a
concession, lease,
management contract or
similar, a certificate issued
by the project owner stating
(i) that the rail service has
been operated and
maintained by the entity for
at least three (3) consecutive
years within the last seven
(7) years and (ii) the duration
of the concession, lease or
management contract, or a
copy of the said certification
accompanied by a notarized
certification issued by an
officer of the entity proposed
to meet the O&M
Experience that such copy is
a true and faithful
reproduction of the original
certification
The relevant portion of
Annex QD-7 is revised as
follows:
Original Notarized
certification from the project
owner that the rail service
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
years, reckoned from the
Qualification Documents
Submission Date, or, in the
case of a concession, lease,
management contract or
similar, a certificate issued by
the project owner stating (i)
that the rail service has been
operated and maintained by
the entity for at least three (3)
consecutive years within the
last seven (7) years, reckoned
from the Qualification
Documents Submission Date;
and (ii) the duration of the
concession, lease or
management contract, or a
copy of the said certification
accompanied by a notarized
certification issued by an
officer of the entity proposed
to meet the O&M Experience
that such copy is a true and
faithful reproduction of the
original certification.
has been operated and
maintained by the entity for
at least three (3) consecutive
years within the last seven
(7) years, reckoned from the
Qualification Documents
Submission Date, or, in the
case of a concession, lease,
management contract or
similar, a certificate issued
by the project owner stating
(i) that the rail service has
been operated and
maintained by the entity for
at least three (3) consecutive
years within the last seven
(7) years, reckoned from the
Qualification Documents
Submission Date; and (ii) the
duration of the concession,
lease or management
contract, or a copy of the
said certification
accompanied by a notarized
certification issued by an
officer of the entity proposed
to meet the O&M
Experience that such copy is
a true and faithful
reproduction of the original
certification.
19 Systems, Section 5.10.b and Section 5.10.b provides that an Please consider our proposed The request is granted.
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
Signaling, and
Telecom
Experience
(required
attachments)
Annex QD-9 entity proposed to meet the
Systems, Signaling, and
Telecom Experience is
required to submit “a
notarized certification from
the project owner that the
railway system was installed
and commissioned by the
entity.”
We request the PBAC to relax
the requirement to submit a
notarized certification, and
allow entities nominated to
meet the Systems, Signaling,
and Telecom Experience to
submit an unnotarized
certificate of project
completion or a copy thereof
accompanied by a notarized
certification issued by an
officer of the entity proposed
to meet the Systems,
Signaling, and Telecom
Experience that such copy is a
true and faithful reproduction
of the original certificate. We
note that entities proposed to
meet the DD Experience are
allowed such flexibility, and
there appears to be no
sufficient justification to not
allow the same flexibility to
changes to Section 5.10.b:
The entity required to submit
this document must also
submit an original notarized
certification from the project
owner that the railway system
was installed and
commissioned by the entity,
or a copy of the said
certification accompanied by
a notarized certification
issued by an officer of the
entity proposed to meet the
Systems, Signaling, and
Telecom Experience that such
copy is a true and faithful
reproduction of the original
certification.
Please consider our proposed
revision to Annex QD-9:
2. Original
Notarizedcertification from
the project owner that the
Systems, Signaling and
Telecom systems were
installed and commissioned
by the entity, or a copy of the
said certification
However, the entity being
nominated must submit a
sworn statement certifying
its authenticity.
Section 5.10b is revised as
follows:
The entity required to submit
this document must also
submit an original notarized
certification from the project
owner that the railway
system was installed and
commissioned by the entity,
or a copy of the said
certification accompanied by
a notarized certification
issued by an officer of the
entity proposed to meet the
Systems, Signaling, and
Telecom Experience that
such copy is a true and
faithful reproduction of the
original certification.
The relevant portion of
Annex QD-9 is revised as
follows:
Original
Notarizedcertification from
the project owner that the
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
entities proposed to meet the
Systems, Signaling, and
Telecom Experience.
Please note that most if not all
project owners of railway
projects are government
entities, and officials of such
government entities do not
issue notarized certifications
because the issuance of
documents and certificates is
already in performance of
official duty.
accompanied by a notarized
certification issued by an
officer of the entity proposed
to meet the Systems,
Signaling, and Telecom
Experience that such copy is
a true and faithful
reproduction of the original
certification.
Systems, Signaling and
Telecom systems were
installed and commissioned
by the entity, or a copy of the
said certification
accompanied by a notarized
certification issued by an
officer of the entity proposed
to meet the Systems,
Signaling, and Telecom
Experience that such copy is
a true and faithful
reproduction of the original
certification.
C. REQUESTS TO MODIFY ACCEPTABLE DOCUMENTS
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
20
Evidence of
Affiliation for the
Entity Fulfilling
the Technical
Qualification
Requirements
ITPB, Section 5.3.c
(Qualification
Documents Submission)
in relation to Section
4.4.a (Qualification
Requirements)
Please consider revising
Section 5.3.c to include the
submission of evidence of
affiliation by the entity
fulfilling the Technical
Qualification Requirements.
Please consider revising
Section 5.3.c to read as
follows:
“5.3.c If an Affiliate will be
used to comply with the
Technical Requirements
Qualifications or Financial
Capability Qualification
Requirements, evidence of
affiliation, as described in the
definition of “Control” must
be submitted.”
The request is granted.
Section 5.3.c is revised as
follows:
5.3.c If an Affiliate will be
used to comply with the
Technical Requirements
Qualifications or Financial
Capability Qualification
Requirements, evidence of
affiliation, as described in
the definition of “Control”
must be submitted.
21 Certification of
No Equivalent
Document of
Incorporation
Documents and
GIS
ITPB, Paragraph 6 of
Section 5.4.b
(Qualification
Documents)
Please consider the revision of
Paragraph 6 of Section 5.4.b to
include the Articles of
Incorporation as one of the
documents which can be
certified to have no equivalent
document in a foreign
jurisdiction.
Please consider the revision
of Paragraph 6 of Section
5.4.b to read as follows:
“If the jurisdiction where the
foreign entity is incorporated
or registered does not require
or accept the filing of the
equivalent of the Philippines’
GIS, Certificate Of
Incorporation, Articles of
Incorporation and By-Laws,
the PBAC will accept a
certification … GIS,
Certificate of Incorporation,
Articles of Incorporation and
By-laws, and (b) providing
The request is granted.
Section 5.4.b is revised as
follows:
If the jurisdiction where the
foreign entity is incorporated
or registered does not require
or accept the filing of the
equivalent of the Philippines’
GIS, Certificate Of
Incorporation, Articles of
Incorporation and By-Laws,
the PBAC will accept a
certification … GIS,
Certificate of Incorporation,
Articles of Incorporation and
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
similar information required
…”
By-laws, and (b) providing
similar information required
…
22 Design and
Development
Experience, using
the form in
Annex QD-5
ITPB, Section 5.6.b(1)
(Qualification
Documents); Item 2 of
Annex QD-5
Please confirm whether the
notarized certification that the
copy of the original certificate
of project completion of the
entity proposed to meet the
DD Experience is a true and
faithful reproduction of the
original may be executed by
the Corporate Secretary or an
equivalent officer or by an
authorized representative of
such entity.
Please consider revising
Section 5.6.b(1) and Item 2 of
Annex QD 5 to read as
follows:
“Notarized certification of
project completion from the
project’s owner or the
original certificate of project
completion or a copy thereof
accompanied by a notarized
certification issued by the
Corporate Secretary or an
equivalent officer, or by an
authorized representative of
the entity proposed to meet
the DD Experience that such
copy is a true and faithful
reproduction of the original
certificate”
The request is granted.
We will also require that the
bidder establish the authority
of the authorized
representative, if using an
authorized representative.
Section 5.6.b(1) is revised as
follows:
Notarized certification of
project completion from the
project’s owner or the
original certificate of project
completion or a copy thereof
accompanied by a notarized
certification issued by the
Corporate Secretary or an
equivalent officer, or by an
authorized representative of
the entity proposed to meet
the DD Experience that such
copy is a true and faithful
reproduction of the original
certificate
The relevant portion of
Annex QD-5 is revised as
follows:
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
Notarized certification of
project completion from the
project’s owner or the
original certificate of project
completion or a copy thereof
accompanied by a notarized
certification issued by the
Corporate Secretary or an
equivalent officer, or by an
authorized representative of
the entity proposed to meet
the DD Experience that such
copy is a true and faithful
reproduction of the original
certificate.
23 Operations
Reports
ITPB, Section 5.8.c.1
(Qualification
Documents)
Section 5.8.c.1 requires the
entity proposed to fulfill the
O&M Experience to submit an
Operations Reports stating
passenger volumes for the
relevant period should be
certified by the relevant public
transportation authority as
accurate records of the
operations stated in such
report.
In view of the tight deadline
the Prospective Bidder and
Contractors are working with,
please confirm that for
purposes of the Pre-
Qualification and in relation to
The request is granted.
However, we would require
that the certification of the
operations report by the
relevant public transportation
authority or project owner be
submitted prior to the bid
submission date.
Section 5.8.c.1 is revised to
read as follows:
Operations Reports issued by
the entity stating passenger
volumes for the relevant
period. These reports should
be certified by either the
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
documents and certifications
issued abroad, the PBAC will
accept:
(i) the copy of the
Operations Report
certified true and correct
by the entity’s
Corporate Secretary or
an equivalent officer, or
by a duly authorized
officer or person,
whether under law,
corporate by-laws or
corporate resolutions, of
such company or by the
authorized
representative of the
Prospective Bidder; or
a certified true copy of a report
issued by the relevant public
transportation authority which
reflect the facts and figures of
the entity’s Operations
Reports. The certification may
be made by the entity’s
Corporate Secretary or an
equivalent officer, or by a duly
authorized officer or person,
whether under law, corporate
by-laws or corporate
resolutions, of such company.
project owner or the relevant
public transportation
authority as being accurate
records of the operations as
stated.
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
24 Notarized
Statement of
Financial
Capability;
Annex QD-14
ITPB, Section 5.15.b(1)
(Qualification
Documents) and Annex
QD-14
Please consider revising
Section 5.15.b(1) to include
the Treasurer and the
authorized representative of
the entity fulfilling the
Financial Capability
Requirement among the
persons qualified to issue the
certification that the copy of
the audited financial
statements are true copies of
the original.
Please consider revising
Section 5.15.b(1) to read as
follows:
“5.15.b(1) Certified true copy
of audited financial
statements, which must be for
the year ending not earlier
than 31 December 2014,
stamped “received” by the
Bureau of Internal Revenue
or for foreign entities, the
appropriate government
agency equivalent to the
Bureau of Internal Revenue in
the foreign country where the
foreign entity was registered
for recognition or creation of
its juridical personality or
capacity. The certification
may be issued by the
Treasurer or an equivalent
officer of, or auditor engaged
by or the authorized
representative of, the entity
proposed to meet the
Financial Capability
Qualification Requirements,
in which case the certification
must be under oath and
notarized.”
The Treasurer is already an
officer of the company, so
the existing wording should
allow for it.
In the case of authorized
representative, the request is
granted though we will also
require that the authority of
the authorized representative
is established, in relation to
certifying these statements.
Section 5.15.b(1) of the
ITPB is amended to read as
follows:
5.15.b(1) Certified true copy
of audited financial
statements, which must be
for the year ending not
earlier than 31 December
2014, stamped “received” by
the Bureau of Internal
Revenue or for foreign
entities, the appropriate
government agency
equivalent to the Bureau of
Internal Revenue in the
foreign country where the
foreign entity was registered
for recognition or creation of
its juridical personality or
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
capacity. The certification
may be issued by an officer
of, or auditor engaged by or
the authorized representative
of, the entity proposed to
meet the Financial Capability
Qualification Requirements,
in which case the
certification must be under
oath and notarized.
25 Required
attachments to
Annex QD-3
(Basic
Information
Sheet)
Section 5.4.b 1. We understand that as
attachments to the Basic
Information Sheet, each
entity identified in the
Basic Information Sheet
must submit a certified
true copy of (i) its latest
GIS; (ii) Certificate of
Incorporation (“COI”);
and (iii) Articles of
Incorporation (“AOI”) and
By-laws, or the equivalent
of such documents in the
country where the foreign
entity was registered for
creation or recognition.
We note that Sections
5.4.b(1), 5.4.b(3) and
5.4.b(4) allow the
submission of certified
true copies of the GIS,
AOI and By-laws issued
by the entity’s corporate
We propose that Section 5.4.b
be revised to read as follows:
5.4.b(1) Certified true copy of
its latest GIS, stamped
“received” by the SEC or for
a foreign entity, the
equivalent document
submitted to and
acknowledged by the
appropriate government
agency equivalent to the SEC
in the foreign country where
the foreign entity was
registered for recognition or
creation of its juridical
personality or capacity. The
certification may come from
either the SEC or its
equivalent in a foreign
country, or the entity’s
corporate secretary, or duly
authorized officer. If it comes
For items 1-5:
In case of equivalent
documents, the duly
authorized representative
shall certify under oath and
notarized that the documents
submitted are the equivalent
of Philippine incorporation
documents, which shall
thereafter be authenticated
by a Philippine consular or
embassy official. The
certification from the
government authority
equivalent of SEC shall be
submitted on the Bid
Submission Date.
For item 6:
If the document is notarized
in the Philippines (where the
signatory comes over and
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
secretary, provided that
the certification must be
under oath and notarized.
In this regard, please
confirm that the certified
true copy of the COI as
required under Section
5.4.b(2) may also be
issued by the entity’s
corporate secretary, or in
the case of a foreign
entity, a duly authorized
officer, provided that
such certification is made
under oath and notarized.
2. As with other PPP
projects, kindly allow a
duly authorized officer
(who may or may not
necessarily be the
corporate secretary) of a
foreign entity submitting
QD-2 to certify that
copies of the required
attachments to Annex
QD-2 (i.e. AOI, COI, GIS,
and By-laws) are true
copies of their originals.
This is considering that,
under the corporate rules
of some foreign entities,
the corporate secretary is
from the entity’s corporate
secretary, or duly authorized
officer the certification must
be under oath and notarized.
Further, if the foreign country
does not require an equivalent
document of the GIS, a
notarized certification setting
out the same or similar
information executed by the
corporate secretary, or duly
authorized officer of the
foreign entity will suffice.
5.4.b(2) Certified true copy of
SEC Certificate of
Incorporation / Registration
or for a foreign entity, the
equivalent document
submitted to and
acknowledged by the
appropriate government
agency equivalent to the SEC
in the foreign country where
the foreign entity was
registered for recognition or
creation of its juridical
personality or capacity. The
SEC Certificate of
Incorporation or the
equivalent document for a
foreign entity, must be
signs the document in the
Philippines and appears
before the notary in the
Philippines), the document
need not be authenticated.
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
prohibited from certifying
documents which are to
be used outside of its
country of jurisdiction.
3. For the same reason as in
No. 2, please confirm if a
foreign notary public is
authorized to certify as
true copies the required
attachments to Annex
QD-2 (i.e. AOI, COI, GIS,
By-laws).
4. For the same reason as in
No. 2, kindly confirm that
the notarized certification
mentioned in the last
sentence of Section
5.4.b(1) may be issued by
a duly authorized officer
(who may or may not
necessarily be the
corporate secretary) of a
foreign entity.
5. For the same reason as in
No. 2, kindly confirm that
the notarized certification
mentioned in the
penultimate paragraph of
Section 5.4.b may be
issued by a duly
certified by the SEC or its
equivalent in a foreign
country, by the entity’s
corporate secretary, or duly
authorized officer, in the case
of a foreign entity. All
certifications by the entity’s
corporate secretary or duly
authorized officer must be
under oath and notarized.
5.4.b(3) Certified true copy of
latest Articles of
Incorporation or Articles of
Partnership or for a foreign
entity, the equivalent
document submitted to and
acknowledged by the
appropriate government
agency equivalent to the SEC
in the foreign country where
the foreign entity was
registered for recognition or
creation of its juridical
personality or capacity. The
Articles of Incorporation may
be certified either by the SEC
or its equivalent in a foreign
country, or by the entity’s
corporate secretary, or duly
authorized officer. All
certifications by the entity’s
corporate secretary or duly
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
authorized officer (who
may or may not
necessarily be the
corporate secretary) of a
foreign entity.
6. Kindly confirm that the
certification mentioned in
the last paragraph of
Section 5.4.b may be
executed by the
authorized representative
of the foreign entity in the
Philippines (who will
come to the Philippines
for such purpose), and
notarized here in the
Philippines. In such case,
please confirm that such
certification, which is
executed and notarized in
the Philippines, need not
be authenticated.
authorized officer must be
under oath and notarized.
5.4.b(4) Certified true copy of
latest By-Laws or for a
foreign entity, the equivalent
document submitted to and
acknowledged by the
appropriate government
agency equivalent to the SEC
in the foreign country where
the foreign entity was
registered for recognition or
creation of its juridical
personality or capacity. The
By-Laws may be certified
either by the SEC or its
equivalent in a foreign
country, or by the entity’s
corporate secretary, or duly
authorized officer. All
certifications by the entity’s
corporate secretary or duly
authorized officer must be
under oath and notarized.
For the foregoing documents,
if the appropriate government
agency equivalent to the SEC
in the foreign country does
not stamp “received” or
acknowledge the said
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
documents, the entity’s
corporate secretary or duly
authorized officer may attest
to such fact in a notarized
certification.
26 Format of
Submission of
Qualification
Documents
Sections 7.1.f and 7.1.g Sections 7.1.f and 7.1.g
mention five (5) envelopes or
sets of Qualification
Documents. There are,
however, six (6) sets of
Qualification Documents (i.e.,
one (1) original set and five (5)
photocopies of the original
set). Kindly amend the ITPB
accordingly.
Section 7.1.f.
Each set of the Qualification
Documents should contain a
table of contents. Each set of
the Qualification Documents
must be placed in separate
envelopes. The five (5) CD-
Rs or external drives should
also be placed in a separate
envelope. Each of the five
(5)six (6) envelopes
containing the Qualification
Documents and the envelope
containing the five (5) CD-
Rs or external drives must be
sealed and appropriately
addressed and marked as
follows:
***
Section 7.1.g.
All five (5)six (6) sets of the
Qualification Documents and
the envelope containing the
Agreed.
Section 7.1.f. is revised as
follows:
Each set of the Qualification
Documents should contain a
table of contents. Each set of
the Qualification Documents
must be placed in separate
envelopes. The five (5) CD-
Rs or external drives should
also be placed in a separate
envelope. Each of the five
(5)six (6) envelopes
containing the Qualification
Documents and the envelope
containing the five (5) CD-
Rs or external drives must be
sealed and appropriately
addressed and marked as
follows:
Section 7.1.g. is revised as
follows:
All five (5)six (6) sets of the
Qualification Documents and
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
CD-Rs or external drives
shall be placed in one or, if
necessary, more sealed outer
envelope(s) or box.
the envelope containing the
CD-Rs or external drives
shall be placed in one or, if
necessary, more sealed outer
envelope(s) or box.
27 Secretary’s
certificate
Annex QD-5,
Annex QD-7,
Annex QD-9, and
Annex QD-11
Item 1 of the notes to each of
Annexes QD-5, QD-7, QD-9,
and QD-11 requires the
attachment of a secretary’s
certificate stating that the
authorized representative of
the entity submitting the form
has been duly appointed by its
board of directors.
The second sentence of the
notes to each of Annexes QD-
6, QD-8, QD-10 and QD-12
also provide that such QDs
“shall be supported by a
notarized Secretary's
Certificate stating that the
authorized representative has
been duly appointed by the
board of directors”.
The requirement to submit a
secretary’s certificate is not
very common in most PPP
biddings, especially where
foreign contractors are
involved, and in those few PPP
The request is denied.
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
biddings where the secretary’s
certificate was required, the
requirement was ultimately
deleted or relaxed because the
Grantors found the
requirement to be cumbersome
as explained by the bidders.
This document is also not
mentioned in list of required
attachments in Sections 5.6,
5.7 5.8, 5.9, 5.10, 5.11, 5.12,
and 5.13.
Accordingly we suggest
deleting item 1 of Annexes
QD-5, QD-7, QD-9, and QD-
11 and the second sentence of
the notes to Annexes QD-6,
QD-8, QD-10 and QD-12.
We note that in other PPP
projects, only the authority of
the authorized representative
of the Prospective Bidder and
each Consortium Member
(e.g., Annex QD-1C) is
required to be submitted.
28 PCAB License Section 5.6.b(2), and
item 3 of Annex QD-5
As with other PPP projects,
kindly accept a copy of PCAB
license, or its equivalent for
foreign entities, that is
accompanied by a notarized
We will allow certification
by the duly authorized
representative for pre-
qualification purposes but
the certification from the
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
certification, issued by a duly
authorized officer of the entity
submitting the document, that
the copy of the PCAB license
or its equivalent is a true and
faithful reproduction of the
original license.
accreditation institution must
be submitted on Bid
Submission Date.
29 Operation
Reports
Section 5.8.c.1 and
Annex QD-7
There is an inconsistency
between the language of
Section 5.8.c.1 and item 3 of
the Required Attachments
indicated in Annex QD-7. On
one hand, Section 5.8.c.1 of
the ITPB requires that the
operation reports are certified
by the relevant public
transportation authority as
being accurate records of the
operations as stated. On the
other hand, item 3 of the
Required Attachments
indicated in Annex QD-7
provides that the operation
reports must be certified by the
project owner as accurate
records of the operations as
stated.
We believe that either of these
entities would be in a position
to certify the accurateness of
operation reports.
Accordingly, a certification
We propose that Section
5.8.c.1 be revised to read as
follows:
“Operations Reports issued
by the entity stating passenger
volumes for the relevant
period. These reports should
be certified by either the
project owner or the relevant
public transportation
authority as being accurate
records of the operations as
stated.”
We propose that item 3 of the
Required Attachments
indicated in Annex QD-7 be
revised to read as follows:
“3. Operations Reports issued
by the entity stating passenger
volumes for the relevant
period. These reports should
be certified by either the
project owner or the relevant
Certification may also be
issued by the project owner,
but in this case the
certification must state such
fact.
Section 5.8.c.1 is revised to
read as follows:
Operations Reports issued by
the entity stating passenger
volumes for the relevant
period. These reports should
be certified by either the
project owner or the relevant
public transportation
authority as being accurate
records of the operations as
stated.
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
from either the project
owneror relevant public
transportation authority should
be sufficient. Please consider
our proposed revisions to the
ITPB.
public transportation
authority as being accurate
records of the operations as
stated.”
30 Designation of
Authorized
Representative
ITPB, Annex QD-1B
(Notarized Authority to
Apply to Pre-Qualify
and Designation of
Authorized
Representative)
Annex QD-1B appears to
require only one (1)
Authorized Representative for
every Prospective Bidder.
Please consider allowing at
least two (2) Authorized
Representatives who can act
singly for and on behalf of the
Prospective Bidder.
The request is granted. The
Prospective Bidder may
designate up to two
authorized representatives.
The Prospective Bidder must
clearly designate the names
of both authorized
representatives and that they
may represent the
Prospective Bidder acting
alone.
31 Designation of
Authorized
Representative
Annex QD-1C Please confirm that two (2)
authorized representatives may
be designated in QD-1C to
individually and alternatively
execute, sign, and receive
documents.
We propose that Annex QD-
1C be revised as follows:
RESOLVED FURTHER, that
the (Consortium Member) in
the exercise of its interest in
the Consortium hereby:
***
(c) authorizes (name of
authorized representative) or
(name of authorized
representative)of (name of
Lead Member of Consortium)
as representative of the
Consortium during the Pre-
Qualification of Prospective
Confirmed. The Prospective
Bidder may designate up to
two authorized
representatives. The
Prospective Bidder must
clearly designate the names
of both authorized
representatives and that they
may represent the
Prospective Bidder acting
alone.
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
Bidders for the Project, and
for such purpose shall have
the authority to individually
and alternatively execute,
sign, submit and receive
documents for, and otherwise
act in the name of the
Consortium;
***
RESOLVED, FURTHER,
that any and all acts done or
performed by (name of Lead
Member of Consortium) and
(name of authorized
representative/s) under and
by virtue of this resolution be,
as they are hereby, confirmed
and ratified.
D. MATTERS RELATING TO LANGUAGE AND FOREIGN DOCUMENTS
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
32 Language and
Foreign
Documents
ITPB, Sections 3.6.b
and 3.6.c (Language and
Foreign Documents)
Section 3.6.c provides:
If the document was issued by
a foreign authority, the
Prospective Bidder should
also submit a certified true
copy of such document issued
by such foreign authority, in
addition to the authentication
by the relevant Philippine
consular official in Section
3.6.b above.
while Section 3.6.b provides:
All documents issued or
executed in a foreign country,
which are expressly required
to be notarized under the
ITPB, must be authenticated
before a Philippine consular
official at the Philippine
consulate nearest the place of
issue or execution. xxx
Based on the foregoing
provisions, it is our
understanding that if a foreign
document is one issued by a
foreign authority, a certified
true copy of such document
(including the required
If the document was issued by
a foreign authority, the
Prospective Bidder should also
submit either the original or a
certified true copy of such
document, issued by such
foreign authority and
authenticatedin addition to the
authentication by the relevant
Philippine consular official in
Section 3.6 above.
The request is granted.
Section 3.6.c is revised as
follows:
If the document was issued
by a foreign authority, the
Prospective Bidder should
also submit either the
original or a certified true
copy of such document,
issued by such foreign
authority and
authenticatedin addition to
the authentication by the
relevant Philippine consular
official in Section 3.6 above.
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
authentication) should be
submitted in addition to the
original document (including
the required authentication). In
this regard, please consider
that only the original or the
certified true copy, in each
case complying with the
required authentication, should
be submitted. Please see our
proposed revision in the next
column.
33 Language and
Foreign
Documents
ITPB, Section 3.6.a
(Language and Foreign
Documents)
Section 3.6.a provides:
The Qualification Documents,
and all correspondence and
documents relating to the
Invitation Documents and the
Bid, shall be prepared and
written in the English
language. Any printed
literature or document
furnished by Prospective
Bidders written in another
foreign language shall be
accompanied by an English
translation authenticated by a
Philippine consular official
and by a notarized
certification by the
Prospective Bidder that such
translation is accurate. In case
of conflict, the English
The Qualification Documents,
and all correspondence and
documents relating to the
Invitation Documents and the
Bid, shall be prepared and
written in the English
language. Any printed
literature or document
furnished by Prospective
Bidders written in another
foreign language shall be
accompanied by an English
translation authenticated by a
Philippine consular official and
by a notarized certification by
the Prospective Bidder or the
translator of the document that
such translation is accurate. In
case of conflict, the English
translation shall prevail.
The request is granted. Note
that translator certification
should be authenticated by a
Philippine consular official.
Section 3.6.a is revised as
follows:
The Qualification
Documents, and all
correspondence and
documents relating to the
Invitation Documents and
the Bid, shall be prepared
and written in the English
language. Any printed
literature or document
furnished by Prospective
Bidders written in another
foreign language shall be
accompanied by an English
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
translation shall prevail.
We request that this provision
be revised to allow the
translator to also issue the
notarized certification. Where
the Prospective Bidder is not
in the position to warrant the
authenticity and certify the
accuracy of the translation
issued, the actual translator of
the document should be able
to issue such notarized
certification.
translation authenticated by
a Philippine consular official
and by a notarized
certification by the
Prospective Bidder or the
translator of the document
that such translation is
accurate. In case of conflict,
the English translation shall
prevail.
34 Language and
Foreign
Documents
ITPB, Sections 3.6.a
and 3.6.b (Language
and Foreign
Documents)
It is a practice of certain
Philippine embassies or
consular offices to attach to
the certified English
translation of a document
written in a foreign language
that is the subject of the
authentication (the
“authenticated English
document”) an original or a
certified copy of the document
written in a foreign language
(i.e. both the certified English
translation and the document
written in a foreign language
form part of the authenticated
English document) although
only the English translation is
legalized (i.e. bears the stamp
Confirmed, provided that the
authentication of the
relevant consular office shall
expressly make reference to
the original document as an
attachment to the document
being authenticated.
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
and signature of the officer of
the Ministry of the Foreign
Affairs of the foreign
jurisdiction).
In such case, please confirm
our understanding that the
submission of the
authenticated English
document (with an attached
original or certified copy of
the document written in the
foreign language) shall be
considered sufficient
compliance with the
requirements in the ITPB that
(1) “[a]ll documents issued or
executed in a foreign country,
which are expressly required
to be notarized under the
ITPB, must be authenticated
before a Philippine consular
official at the Philippine
consulate nearest the place of
issue or execution” and (2)
that “[a]ny printed literature or
document furnished by
Prospective Bidders written in
another foreign language shall
be accompanied by an English
translation authenticated by a
Philippine consular official
and by a notarized
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
certification by the
Prospective Bidder that such
translation is accurate… ”
35 Language and
Foreign
Documents
ITPB, Section 3.6.c
(Language and Foreign
Documents)
Section 3.6.c provides:
If the document was issued by
a foreign authority, the
Prospective Bidder should
also submit a certified true
copy of such document issued
by such foreign authority, in
addition to the authentication
by the relevant Philippine
consular official in Section
3.6.b above.
Where the Prospective Bidder
submits an original of a
foreign document issued by a
foreign authority, which
foreign document is not
required in such foreign
jurisdiction to be notarized,
please confirm our
understanding that (i)
notarization and authentication
shall not be required and that
(ii) the submission of the
original of the foreign
document or an authenticated
English document to which
the original of such foreign
document or a certified true
copy thereof is attached, shall
Confirmed.
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
be considered sufficient
compliance with Section 3.6.c.
36 Incorporation
Document and
GIS
ITPB, Sections 5.4.b(1),
5.4.b(2), 5.4.b(3) and
5.4.b(4) (Qualification
Documents)
In case of a foreign company,
please consider allowing the
copies of its equivalent
incorporation documents (i.e.,
the Certificate of
Incorporation, Articles of
Incorporation and By-Laws)
and its General Information
Sheet or its equivalent to be
certified as true and correct
not only by the entity
equivalent to the Philippine
Securities and Exchange
Commission (“SEC”) in such
foreign country but also by
such company’s Corporate
Secretary or an equivalent
officer, or by a duly
authorized officer or person,
whether under law, corporate
by-laws or corporate
resolutions, of such company
or by the authorized
representative of the
Prospective Bidder.
Please consider revising
5.4.b(1), 5.4.b(2), 5.4.b(3) and
5.4.b(4) to read as follows:
“5.4.b(1) Certified true copy of
its latest GIS, stamped
“received” by the SEC or for a
foreign entity, the equivalent
document submitted to and
acknowledged by the
appropriate government agency
equivalent to the SEC in the
foreign country where the
foreign entity was registered
for recognition or creation of
its juridical personality or
capacity. The certification may
come from either the SEC or
its equivalent in a foreign
country, or the entity’s
corporate secretary or an
equivalent officer, or by a duly
authorized officer or person,
whether under law, corporate
by-laws or corporate
resolutions, of such company
or by the authorized
representative of the
Prospective Bidder. If it comes
from the entity’s corporate
secretary, the
In case of equivalent
documents, the duly
authorized representative
shall certify under oath and
notarized that the documents
submitted are the equivalent
of Philippine incorporation
documents, which shall
thereafter be authenticated
by a Philippine consular or
embassy official. The
certification from the
government authority
equivalent of SEC shall be
submitted on the Bid
Submission Date.
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
certificationwhich must be
under oath and notarized…”
“5.4.b(2) Certified true copy of
SEC Certificate of
Incorporation/Registration or
for a foreign entity, the
equivalent document submitted
to and acknowledged by the
appropriate government agency
equivalent to the SEC in the
foreign country where the
foreign entity was registered
for recognition or creation of
its juridical personality or
capacity. The SEC Certificate
of Incorporation or the
equivalent document for a
foreign entity,must may be
certified by the SEC or its
equivalent in a foreign country.
or an equivalent officer, or by a
duly authorized officer or
person, whether under law,
corporate by-laws or corporate
resolutions, of such company
or by the authorized
representative of the
Prospective Bidder.”
“5.4.b(3) Certified true copy of
latest Articles of Incorporation
or Articles of Partnership or for
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
a foreign entity, the equivalent
document submitted to and
acknowledged by the
appropriate government agency
equivalent to the SEC in the
foreign country where the
foreign entity was registered
for recognition or creation of
its juridical personality or
capacity. The Articles of
Incorporation may be certified
either by the SEC or its
equivalent in a foreign country,
or by the entity’s corporate
secretary. or an equivalent
officer, or by a duly authorized
officer or person, whether
under law, corporate by-laws
or corporate resolutions, of
such company or by the
authorized representative of the
Prospective Bidder, which All
certifications by the entity’s
corporate secretary must be
under oath and notarized.”
“5.4.b(4) Certified true copy of
latest By-Laws or for a foreign
entity, the equivalent document
submitted to and
acknowledged by the
appropriate government agency
equivalent to the SEC in the
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
foreign country where the
foreign entity was registered
for recognition or creation of
its juridical personality or
capacity. The By-Laws may be
certified either by the SEC or
its equivalent in a foreign
country, or by the entity’s
corporate secretary. or an
equivalent officer, or by a duly
authorized officer or person,
whether under law, corporate
by-laws or corporate
resolutions, of such company
or by the authorized
representative of the
Prospective Bidder, whichAll
certifications by the entity’s
corporate secretary must be
under oath and notarized.
For the foregoing documents,
if the appropriate government
agency equivalent to the SEC
in the foreign country does not
stamp “received” or
acknowledge the said
documents, the entity’s
corporate secretary. or an
equivalent officer, or by a duly
authorized officer or person,
whether under law, corporate
by-laws or corporate
Query No. Topic Name of Document and
Section # of Document
Query/Comment Proposed Redraft (if any) Response
resolutions, of such company
or by the authorized
representative of the
Prospective Bidder, which may
attest to such fact in a notarized
certification.”
37 Qualification
Documents
ITPB, Section 5.4.b
(Qualification
Documents) vis-à-vis
Annex QD-3
Under the ITPB, Annex QD-3
requires the submission by a
foreign entity listed in the
Business Plan of a certified
true copy of the equivalent of
the relevant document (i.e. the
General Information Sheet,
SEC Certificate of
Incorporation, Articles of
Incorporation and By-Laws)
submitted to and
acknowledged by the
appropriate government
agency equivalent to the SEC
in the foreign country where
the foreign entity was
registered for recognition or
creation of its juridical
personality or capacity.
In this regard, where the legal
procedure and practice under a
foreign jurisdiction is to
appear before a notary public
to form a corporation or to
cause any amendment to the
constitutive documents of a
In the particular
circumstance cited, the
notary public must issue a
certification that the original
document of the document
attached to such certification
has been filed with the
notary public. Such
certification must be
notarized and authenticated.
Together with such
certification from the notary,
the authorized representative
of the foreign entity must
also submit a certification to
(a) attest that there is no
requirement to submit such
document to the appropriate
government agency in such
foreign country and (b)
providing such information
required to be indicated in
these SEC documents. Such
document is only required to
be certified by the
authorized representative of
the foreign entity, under oath