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NTPC LIMITED

(A Government of India Enterprise)

CORPORATE CONTRACTS, NOIDA

INVITATION FOR BIDS (IFB)

FOR

DEVELOPMENT AND OPERATION OF DULANGA COAL BLOCK,

DISTRICT SUNDERGARH, STATE OF ODISHA, INDIA

(International Competitive Bidding)

IFB NO.: CS-7015-602-9

Date: 21.05.2014

1.0NTPC invites sealed bids on Single Stage Two Envelope Bidding basis (Envelope-I: Techno-Commercial Bid & Envelope-II: Price Bid) from eligible bidders for Development and Operation of Dulanga Coal Block, Sundergarh District, State of Odisha, India as per the Scope of Work mentioned hereinafter.

2.0Brief Scope of Work

The broad scope of work includes land acquisition, construction of R&R colony, providing all manpower including statutory manpower, removal of Overburden and dumping the same at the designated sites, mining ROM coal, loading of coal into trucks, transportation from the coal face to the crushers, crushing of coal, stockpiling and reclamation, coal conveying to starting point of Owner built MGR system & loading of coal to Railway wagons, construction, operation and maintenance of the Fixed Infrastructure Facilities (including mine end CHP), construction, operation and maintenance of Silo load out , laying of power transmission line from Darlipalli STPP/DISCOM to Main Receiving Station, Road Transportation, Discharge of crushed coal up to Silo/Wharf wall and compliance to all statutory requirements and Mine Closure etc.

3.0Detailed scope of work, specifications and terms & conditions are given in the bidding documents which are available for examination and sale at the address given below as

per the following schedule:

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Bidding Document No.	: CS-7015-602-9
Documents Sale Dates	: 21.05.2014 to 11.06.2014
& Timings (IST)	: From 1000 Hrs to 1700 Hrs.
Last Date of receipt of Queries from Bidders	: 12.06.2014
Date of Pre Bid Meeting	: 13.06.2014
Last date & Time for submission of Bids	: 04.07.2014 upto 1500 Hrs. (IST)
(both Techno-Commercial Bid (Envelope-I)
and Price Bid (Envelope-II))
Techno-Commercial Bid (Envelope-I)	:04.07.2014 at 1530 Hrs. (IST)

Opening Date & Time

Cost of Bidding Document : ₹ 22,500/- (Indian Rupees Twenty Two Thousand Five Hundred only) per set for Indian Bidders and US$ 500/- (US Dollar Five Hundred only) per set for Foreign Bidders.

The date of opening of Envelope-II (Price Bid) shall be intimated separately by NTPC.

4.0 All bids must be accompanied by Earnest Money Deposit for an amount of ₹ 213,000,000 /- (Indian Rupees Two Hundred Thirteen Million only) in the form as stipulated in bidding documents.

ANY BID NOT ACCOMPANIED BY AN ACCEPTABLE EARNEST MONEY DEPOSIT IN A SEPARATE SEALED ENVELOPE SHALL BE REJECTED BY THE EMPLOYER AS BEING NON-RESPONSIVE AND RETURNED TO THE BIDDERS WITHOUT BEING OPENED.

5.0QUALIFYING REQUIREMENTS

In addition to the satisfactory fulfillment of the requirements stipulated under section ITB, the following shall also apply:

5.1Technical Criteria

5.1.1The Bidder should have been awarded, in the preceding 7 (seven) years reckoned from the date of opening of the Techno-commercial Bid and developed & operated single coal / lignite mine having coal/lignite reserves of at least 150 million tonnes & annual capacity of at least 7 MTPA and successfully produced coal/lignite from such mine.

5.1.2The Bidder should have, in the preceding 7 (seven) years reckoned from the date of opening of the Techno-commercial Bid, operated and produced:

a)At least 23 Million BCM of aggregated volume of overburden and/ or coal/ lignite from a maximum of five open cast mines of Coal / Lignite, in any year.

b)At least 11.5 Million BCM of composite volume of overburden and coal/lignite from single open cast mine in any year, out of which at least 3.5 million tonnes shall be coal / lignite.

The qualifying works at 5.1.2(a) can be from same mine or different mines including the mine considered to meet qualifying requirement at 5.1.2(b)

5.2Financial Criteria

a)The average annual turnover of the Bidder in the Financial Years 2010-11, 2011-12 & 2012-13 should not be less than INR 6384 Million (Indian Rupees Six Thousand

Three Hundred Eighty Four Million only) or in equivalent foreign currency.

b)Net Worth of the Bidder as on the last date of the Financial Year 2012-13 should not be less than INR 2738 million (Indian Rupees Two Thousand Seven Hundred Thirty Eight Million Only), or in equivalent foreign currency, which should be equal to or more than 100% of its paid up share capital.

c)The unutilized line of credit for fund based and non-fund based limits with cash and bank balances including fixed deposits of the Bidder as on a date not earlier than 15 days prior to the date of Techno-commercial Bid opening, duly certified by its Bankers should not be less than INR 468 Million (Indian Rupees Four Hundred Sixty Eight Million only) or in equivalent foreign currency. In case certificates from more than one bank are submitted, the certified unutilized limits should be of the same date from all such banks.

i)Where another Company of the Group acting as the Treasury Centre is responsible for Treasury Management of the Bidder having combined

credit/guarantee limit for the whole group, the Bidder would be required to provide a Banker’s certificate regarding the unutilized line of credit for fund based and non- fund based limits together with cash and bank balances including fixed deposits available to such Treasury Centre. Further, Treasury Centre shall certify that out of the aforesaid limits certified by the bankers, the Bidder shall have access to the line of credit of a level not less than the specified amount at clause 5.2 (c) above. In proof of this, the Bidder would be required to furnish along with its Techno- commercial Bid, a Letter of Undertaking from the Treasury Centre, supported by a Resolution passed by the Board of Directors of the Holding Company, as per the format enclosed in the bidding documents, pledging unconditional and irrevocable financial support for the execution of the Contract by the Bidder in case of award.

ii) In case the Bidder’s unutilized line of credit for fund based and non-fund based limits specified at clause 5.2 (c) above is not sufficient, a comfort letter from one of the bankers specified in the bidding documents unequivocally stating that in case the Bidder is awarded the contract, the Bank would enhance line of credit for fund based and non-fund based limits to a level not less than the specified amount to the Bidder or to the Treasury Management Centre as the case may be, shall be acceptable.

d)The average annual cash accrual of the Bidder in the Financial Years 2010-11, 2011-12 & 2012-13 should not be less than INR 548 Million (Indian Rupees Five Hundred Forty Eight Million only), or in equivalent foreign currency. The Bidder must have a positive cash accrual in Financial Year 2012-13.

Cash Accrual shall mean the net cash flow from operations i.e. PAT + Depreciation + Other non-cash expenses.

For Cash accrual indicated in foreign currency, the exchange rate as on 7 days prior to the date of opening of Techno-commercial Bid shall be used.

5.3ROUTES

The Bidder shall be either a single corporate entity or a consortium of up to three corporate entities and may follow any one of the following route;

5.3.1ROUTE – 1

Bidder fulfils all the requirements at Clause 5.1 & 5.2 on its own.

5.3.2ROUTE –2

i.In case a Bidder does not meet the requirement of clause 5.1 & 5.2 above on its own, it can quote on the basis of experience of its Subsidiary (ies) and /or Holding Company and/or Subsidiaries of its Holding Company. In such a case the consolidated experience of Bidder and its Subsidiary (ies) and/or Holding Company and/or Subsidiaries of its Holding company shall be considered, as applicable.

However, Bidder on its own should meet either Technical Criteria at Clause 5.1, or financial criteria at Clause 5.2 above.

ii.The Bidder, who meets the requirements of Clause 5.2 on its own and meets the requirement of Clause 5.1 above based on the strength / experience of its Subsidiary (ies) and/or Holding Company and/or Subsidiaries of its Holding company will be required to furnish a legally enforceable Joint Operating Agreement (JOA) executed between the Bidder and its Subsidiary (ies) and/or Holding Company and/or Subsidiaries of its Holding company extending experience / strength to the Bidder along with its Techno-commercial Bid, valid for at least 5 years, which will have to be extended till such time the mine achieves 85% of the contracted capacity of the project, as per the formats enclosed in the bidding documents. The number of executants of the JOA shall not exceed four including the Bidder. Further each of the executants of the JOA other than the Bidder shall be required to submit a performance guarantee equivalent to 1% of the estimated annual contract value towards the faithful performance of terms & conditions contained in JOA as per the format specified in the bidding documents. These performance guarantee(s) shall be in addition to the Contract Performance Guarantee to be submitted by the Bidder as per bidding documents and shall be kept valid and operative till 90 days after the expiry of the validity of JOA.

iii.The Bidder who meets the requirements of Clause 5.1 on its own and meets the requirement of Clause 5.2 based on the strength / experience of its Subsidiary (ies)

and/or Holding Company and/or Subsidiaries of its Holding company will be required to furnish along with its Techno-commercial Bid, a Letter of Undertaking from the Subsidiary (ies) and/or Holding Company and/or Subsidiaries of its Holding company, supported by Board Resolution of such company, as per the format enclosed in the bid documents, pledging unconditional and irrevocable financial support for the execution of the Contract by the bidder in case of award.

iv.Net worth of the Bidder and its Holding Company and/or its subsidiary(ies) and/or subsidiary(ies) of its Holding Company (lending strength /experience to the bidder), as on the last date of the Financial Year 2012-13, should be equal to or more than 100% of their respective paid up share capital individually.

5.3.3ROUTE –3 (Consortium)

i.Bidder may be a Consortium of up to three corporate entities and should collectively meet the requirement of technical criteria mentioned at para 5.1 above. For Bidders who are getting qualified in the 5.1.2 route, requirement of 5.1.2 (b) should be met by one of the consortium partners.

ii.All the Consortium members shall select one of the members as the “leader” who should meet on its own, financial criteria mentioned at clause 5.2 above.

iii.Net worth of the each of the consortium members as on the last date of the Financial Year 2012-13, should be equal to or more than 100% of its respective

paid up share capital.

iv.Each member of the consortium should meet either a. Technical criteria at clause 5.1.1

b.At least 20% of the technical criteria at clause 5.1.2 (a) ie 4.6 Million BCM of aggregated volume of overburden and/ or coal/ lignite from a maximum of five open cast mines of Coal / Lignite, in any year. However the total

number of mines to be considered for meeting the technical criteria at 5.1.2(a) collectively by all consortium members shall not exceed five.

c.At least 20% of the Financial Criteria at Clause 5.2 above

v.In this route, none of the consortium members will be allowed to draw any technical or financial strength from its Subsidiary (ies) and/or Holding Company.

vi.Each of the Consortium members will be required to furnish legally enforceable Consortium Operating Agreement (COA) along with its Techno-commercial Bid holding themselves jointly & severally responsible and liable to NTPC to perform all contractual obligations, valid for the entire period of contract, as per the format enclosed in the bidding documents. The number of executants of the COA

should not exceed three.

NOTES:
i.	The word “operated” means that the Bidder should have performed the
	necessary activities of drilling, blasting, excavation, hauling, etc. on its own or
	through sub-contracting.
ii.	The word “developed” means that the Bidder should have performed the
	necessary activities of Land Acquisition / assisted in Land Acquisition, Statutory
	clearances/assisted in Statutory clearances and carried out ‘Infrastructure
	development’ on its own or through sub-contracting.
iii.	“Infrastructure development” as per (ii) above means construction of CHP,
	Buildings, Workshops, in a coal/lignite mine.
iv.	“Aggregate” means combination of overburden and / or minerals (anyone or
	more) from one or more opencast mines of minerals (maximum of five mines).
v.	The word “overburden” shall also include “inter-burden provided it is measured
	and accounted separately.”
vi.	The word “composite” means that the Bidder should have produced both
	overburden and coal/lignite from the same mine.
vii.	For various minerals, following specific gravity (tonnes/cubic meters) shall be
	considered:

		COAL	LIGNITE
		1.50	0.8
viii.	For criteria 5.1 in case the Bidder is seeking qualification as a mine owner, the
	volume of overburden/coal/lignite production should be certified by Statutory
	Auditor of the Bidder.
ix.	For criteria 5.1, in case the Bidder is seeking qualification as a mine operator
	under a contract, the Bidder should submit a copy of the Contract Agreement
	and a certificate of production		of Overburden/coal/lignite and certificates for

activities of Land Acquisition/Statutory Clearances & Infrastructure development from the Owner.

Alternatively, a certificate from the Statutory Auditor of the Bidder certifying the volume of overburden/coal/lignite production and certificates for activities of Land Acquisition/Statutory Clearances & Infrastructure development can also be submitted.

x.“Holding Company” and “Subsidiary” shall have the meaning ascribed to them as per Companies Act, in vogue.

xi.In case the Bidder is not able to furnish its audited financial statements on stand alone entity basis, the unaudited unconsolidated financial statements of the Bidder can be considered acceptable provided the Bidder further furnishes the following documents on substantiation of its qualification:

i.Copies of the unaudited unconsolidated financial statements of the Bidder along with copies of the audited consolidated financial statements of its Holding Company.

ii.A Certificate from the Chief Executive Officer (CEO)/Chief Financial Officer (CFO) of the Holding Company, as per the format enclosed in the bidding documents, stating that the unaudited unconsolidated financial statements form part of the Consolidated Annual Report of the Company.

In case where audited results for the last preceding financial year are not available, certification of financial statements from a practicing Chartered Accountant shall also be considered acceptable.

xii.Net worth means the sum total of the paid up share capital and free reserves. Free reserve means all reserves credited out of the profits and share premium account but does not include reserves credited out of the revaluation of the assets, write back of depreciation provision and amalgamation. Further any debit balance of Profit and Loss account and miscellaneous expenses to the extent not adjusted or written off, if any, shall be reduced from reserves and surplus.

xiii.Other income shall not be considered for arriving at annual turnover.

xiv.For unutilized line of credit for fund based and non-fund based limits, Net Worth and Turnover indicated in foreign currency, the exchange rate as on 7 days prior

to the date of opening of Techno-commercial Bid shall be used.

xv.Notwithstanding anything stated above, NTPC reserves the right to assess the capabilities and capacity of the Bidder / its Subsidiary(ies) / its Holding Company, etc., as the case may be, to perform the contract, should the

circumstances warrant such assessment in the overall interest of NTPC.

6.0NTPC reserves the right to reject any or all bids or cancel/withdraw the Invitation for Bids without assigning any reason whatsoever and in such case no bidder/intending bidder shall have any claim arising out of such action.

7.0A complete set of Bidding Documents may be purchased by any interested Bidder on submission of a written application and payment (non-refundable) of the cost of the documents as mentioned at clause 3.0 above in the form of a Crossed Account Payee Demand Draft in favour of ‘NTPC Limited, New Delhi’ payable at New Delhi.

Prospective bidders from State of Uttar Pradesh are compulsorily required to provide TIN number at the time of purchase of bidding documents from office of NTPC.