NTPC LIMITED

(A Govt. of India Enterprise)

(CORPORATE CONTRACTS, NOIDA)

INVITATION FOR BIDS (IFB) FOR

STEAM GENERATOR ISLAND PACKAGE FOR

TELANGANA SUPER THERMAL POWER PROJECT, PHASE-I (2X800MW),

AT

PO JYOTHINAGAR, DISTRICT- KARIMNAGAR, STATE OF TELANGANA, INDIA

(International Competitive Bidding)

IFB No.: 40034537

Bidding Document No.: CS-9591-101-2 Date: 16.02.2015

1.0 NTPC invites online bids from eligible bidders in TWO STAGES (i.e. Stage-I: Techno-Commercial and Stage-II: Price) for aforesaid package as per the brief Scope of Work mentioned hereinafter.

2.0 BRIEF SCOPE OF WORK

Design, Engineering, Manufacture, Supply, Construction, Erection, Testing & Commissioning works for the Steam Generator Island Package for Telangana Super Ther­mal Power Project Phase-I (2 x 800 MW), on SG island basis, covering the following activities and services in respect of Steam Generator and Electrostatic Precipitator, Ash Handling, Coal Conveying facilities ,electrical systems, associated Control & Instrumentation and Civil, Structural and Architectural works including Chimney and Solar PV Plants at roof-top covered under the specifications:

a) Basic Engineering of the plant;

b) Detailed design of all the equipment and equipment system(s) including civil, structure steel & Architectural works included in bidder's scope.

c) Providing engineering drawings, equipment sizing & performance data, instruction manuals, as built drawings and other information;

d) Compliance with statutory requirements and obtaining clearances from statutory authorities, wherever required;

e) Complete manufacturing including shop testing/type testing;

f) Civil, structural and architectural works including site levelling in BTG area, Chimney & its elevators, underground facilities like drainage, sewerage, trenches, earthing mat/grounding for SG, ESP, SG area structures and foundations including bunker building, boiler structure, ESP structure, compressor house, coal conveying facilities, Ash handling plant, chimney, pipe/cable galleries and pipe/cable trenches, duct banks, pedestals, other buildings and structures, fuel oil handling system other miscellaneous buildings and structures, Approach road for building, Civil works associated with air-conditioning and ventilation system.

g) Packing and transportation from the manufacturer’s works to the site including logistic studies, insurance, customs clearance & port clearance, port charges, if any.

h) Receipt, storage, preservation, handling and conservation of equipment at the site;

i) Fabrication, pre-assembly, if any, erection, insurance, testing, commissioning and completion of facilities including putting into satisfactory operation all the equipment including successful completion of initial operation;

j) Performance and guarantee tests after successful completion of initial operation;

k) Supply of spares on FOR site basis;

l) Reconciliation with Customs Authorities;

m) Satisfactory conclusion of the Contract;

n) Insurance and other requirements

Detailed scope of work has been specified in the bidding documents.

3.0 NTPC intends to finance the aforesaid Package through External Commercial Borrowings/Own Resources.

4.0 Detailed specification, scope of work and terms & conditions are given in the bidding documents, which are available for examination and sale at the address given below and as per the following schedule:

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

5.0 All bids must be accompanied by Bid Security for an amount of INR 650,926,000/- (INR Six Hundred Fifty Million Nine Hundred Twenty Six Thousand only) or USD 10,436,600/- (USD Ten Million Four Hundred Thirty Six Thousand Six Hundred only) in the form as stipulated in the Bidding Documents.

ANY BID NOT ACCOMPANIED BY AN ACCEPTABLE BID SECURITY IN A SEPARATE SEALED ENVELOPE SHALL BE REJECTED BY THE EMPLOYER AS BEING NON-RESPONSIVE AND SHALL NOT BE OPENED.

6.0 Qualifying Requirements for Bidders (QR):

The Bidder should meet the qualifying requirements of any one of the qualifying routes stipulated under clause 1.1.0 or 1.2.0 or 1.3.0 or 1.4.0 or 1.5.0. In addition, the Bidder should also meet the requirements stipulated under clause 2.0.0 & 3.0.0 together with the requirements stipulated under section ITB.

1.1.0 Route 1: Qualified Steam Generator Manufacturer

1.1.1 The Bidder should have designed, engineered, manufactured/got manufactured, erected/supervised erection, commissioned/supervised commissioning of at least one (1) number of coal fired supercritical Steam Generator having rated capacity of 1500 tonnes of steam per hour or above. Further, such Steam generator should be of the type specified, i.e. single pass (tower type) or two pass type using either spiral wound (inclined) or vertical plain or vertical rifled type water wall tubing, and should be in successful operation for a period of not less than one (1) year prior to the date of Techno-commercial bid opening. In addition, the above Steam Generator should have been provided with evaporator suitable for variable pressure operation (sub-critical and super-critical pressure ranges).The bidder shall offer only the type of Steam Generator and type of water wall tubing for which it is qualified.

1.1.2 The Bidder should have registered under the Companies Act of India, either a Subsidiary Company or a Joint Venture (JV) Company for manufacturing of supercritical steam generator sets.

(a) In case the Bidder has formed a Subsidiary Company then the Subsidiary Company of the Qualified Steam Generator Manufacturer should have been registered in India under the Companies Act of India for manufacturing supercritical steam generator sets covering the type, size and rating specified as on the date of techno-commercial bid opening. If the Subsidiary Company is registered as a public limited Company then it should have obtained certificate for Commencement of Business in India as on the date of techno-commercial bid opening.

The subsidiary Company shall remain a subsidiary Company of the Qualified Steam Generator Manufacturer for a minimum period of 7 years from the date of incorporation of such Subsidiary Company or up to the end of the defect liability period of the contract whichever is later.

(b) In case the Bidder has formed a JV Company then, the Joint Venture (JV) Company should have been incorporated in India under the Companies Act of India, as on the date of techno-commercial bid opening and promoted by (i) an Indian Company registered in India under the Companies Act of India and (ii) a Qualified Steam Generator Manufacturer, for the purpose of manufacturing supercritical steam generator sets covering the type, size and rating specified. If the JV Company is incorporated as a public limited Company then it should have obtained certificate for Commencement of Business in India as on the date of techno-commercial bid opening.

The Qualified Steam Generator Manufacturer shall maintain a minimum equity participation of 26% in the JV Company for a lock-in period of 7 years from the date of incorporation of JV Company or up to the end of defect liability period of the contract whichever is later.

One of the promoters shall be a majority stakeholder who shall maintain a minimum equity participation of 51% in the JV Company for a lock in period of 7 years from the date of incorporation of JV Company or up to the end of the defect liability period of the contract whichever is later.

1.1.3 The Bidder shall furnish a deed of joint undertaking (DJU) executed by it, the Subsidiary Company / JV Company (as the case may be) and other promoter having 25% or higher equity participation in the Subsidiary Company / JV Company (as the case may be) in which all the executants of DJU shall be jointly and severally liable to the Employer for successful performance of the contract for the scope related to Steam Generator and Auxiliaries as per the format enclosed in the bidding documents. The deed of joint undertaking shall be submitted along with techno-commercial bid, failing which the Bidder shall be disqualified and its bid shall be rejected.

In case of award, the Subsidiary Company or JV Company (as the case may be) and other promoter having 25% or higher equity participation in the Subsidiary Company / JV Company (as the case may be), shall each be required to furnish an on demand bank guarantee (BG) for an amount of 0.5% of the total contract price of the Steam Generator Island Package in addition to the contract performance security to be furnished by the Bidder.

1.2.0 Route 2: Indian Steam Generator Manufacturer

1.2.1 The bidder should be an Indian Steam Generator Manufacturing company who have designed, engineered, manufactured/got manufactured, erected/ supervised erection, commissioned/ supervised commissioning at least one (1) number coal fired steam generator for a 500 MW or higher size unit which is in successful operation for a period of not less than one (1) year prior to the date of techno-commercialbid opening.

Such Indian Steam Generator Manufacturing Company should have a valid ongoing collaboration and technology transfer agreement including license to manufacture and supply supercritical steam generator sets covering the type, size and rating specified, in India with a Qualified Steam Generator Manufacturer meeting requirements of clause 1.1.1, valid minimum up to the end of the defect liability period of the contract. The bidder shall offer only the type of Steam Generators i.e. single pass (tower type) or two pass type and type of water wall tubing for which its collaborator is qualified.

1.2.2 The Bidder shall furnish a DJU executed by it and the Qualified Steam Generator Manufacturer, in which the executants of DJU shall be jointly and severally liable to the Employer for successful performance of supercritical Steam Generator as per format enclosed in bidding documents. The deed of joint undertaking shall be submitted along with techno-commercial bid, failing which the Bidder shall be disqualified and its bid shall be rejected.

In case of award, the Qualified Steam Generator Manufacturer will be required to furnish an on demand bank guarantee for an amount of 1.5% of the total contract price of the Steam Generator Island Package in addition to the contract performance security to be furnished by the Bidder.

1.3.0 Route 3: Indian Subsidiary Company of a Qualified Steam Generator Manufacturer

1.3.1 The Bidder shall be an Indian Subsidiary Company of a Qualified Steam Generator Manufacturer meeting requirements of clause 1.1.1, registered in India under the Companies Act of India, as on the date of techno-commercial bid opening, for manufacturing supercritical Steam Generator sets covering the type, size and rating specified. If the Subsidiary Company is incorporated as a public limited Company then it should have obtained certificate for Commencement of Business in India as on the date of techno-commercial bid opening.

The subsidiary Company shall remain a subsidiary company of the Qualified Steam Generator Manufacturer for a minimum period of 7 years from the date of incorporation of such Subsidiary Company or up to the end of defect liability period of the contract whichever is later.

1.3.2 The Bidder shall furnish a DJU executed by it, the Qualified Steam Generator Manufacturer and other promoter (if any) having 25% or higher equity participation in the Subsidiary Company, in which the executants of DJU shall be jointly and severally liable to the Employer for successful performance of the contract for the scope related to Steam Generator and Auxiliaries as per format enclosed in bidding documents. The deed of joint undertaking shall be submitted along with techno-commercial bid, failing which the Bidder shall be disqualified and its bid shall be rejected.

In case of award, each promoter of the Subsidiary Company having 25% or higher equity participation in the Subsidiary Company will be required to furnish an on demand bank guarantee for an amount of 0.5% of the total contract price of the Steam Generator IslandPackage in addition to the contract performance security to be furnished by the Bidder.

1.4.0 Route 4: Indian Joint Venture (JV) Company for manufacturing of Super Critical Steam Generator in India between an Indian Company and a Qualified Steam Generator Manufacturer

1.4.1 The Bidder shall be a Joint Venture (JV) Company incorporated in India under the Companies Act of India, as on the date of techno-commercial bid opening, promoted by (i) an Indian Company registered in India under the Companies Act of India and (ii) a Qualified Steam Generator Manufacturer meeting requirements of clause 1.1.1, created for the purpose of manufacturing in India supercritical steam generator sets covering the type, size and rating specified. If the JV Company is incorporated as a public limited Company then it should have obtained certificate for Commencement of Business in India as on the date of techno-commercial bid opening.

The Qualified Steam Generator Manufacturer shall maintain a minimum equity participation of 26% in the JV Company for a lock-in period of 7 years from the date of incorporation of JV Company or up to the end of defect liability period of the contract whichever is later.

One of the promoters shall be a majority stakeholder who shall maintain a minimum equity participation of 51% in the JV Company for a lock in period of 7 years from the date of incorporation of JV Company or up to the end of defect liability period of the contract whichever is later.

In the event that the majority stake holder in the JV Company is an entity other than the Qualified Steam Generator Manufacturer, it should be an Indian Company and should have executed, in the last 10 years, large industrial projects on EPC basis (with or without civil works) in the area of power, steel, oil & gas, petro-chemical, fertilizer and / or any other process industry with the total value of such projects being INR10,000 million or more. At least one of such projects should have a contract value of INR4,000 million or more. These projects shall be in successful operation for a period of not less than one year prior to the date of techno-commercial bid opening.

1.4.2 The Bidder shall furnish a DJU executed by it, the Qualified Steam Generator Manufacturer and other JV promoter having 25% or higher equity participation in the JV Company, in which all the executants of DJU shall be jointly and severally liable to the Employer for successful performance of contract for the scope related to Steam Generator and Auxiliaries as per the format enclosed in the bidding documents. The joint deed of undertaking shall be submitted along with techno-commercial bid, failing which the Bidder shall be disqualified and its bid shall be rejected.

In case of award, each promoter having 25% or higher equity participation in the JV Company will be required to furnish an on demand bank guarantee for an amount of 0.5% of the total contract price of the Steam Generator Island Package in addition to the contract performance security to be furnished by the Bidder.

1.5.0 Route 5: Indian JV Promoter holding at least 51% equity in a Joint Venture Company for manufacturing Super Critical Steam Generator sets in India between an Indian Company and a Qualified Steam Generator Manufacturer

1.5.1 The Bidder shall be Indian Promoter with majority stake holding in a Joint Venture Company incorporated in India under the Companies Act of India as on the date of techno-commercial bid opening, promoted by (i) a Company registered in India under the Companies Act of India and (ii) a Qualified Steam Generator Manufacturer meeting requirements of clause 1.1.1, created for the purpose of manufacturing supercritical steam generator sets in India, covering the type, size and rating specified. If the JV Company is incorporated as a public limited Company then it should have obtained certificate for Commencement of Business in India as on the date of techno-commercial bid opening.

The Qualified Steam Generator Manufacturer shall maintain a minimum equity participation of 26% in the JV Company for a lock-in period of 7 years from the date of incorporation of JV Company or up to the end of defect liability period of the contract whichever is later.

The Indian majority stakeholder shall maintain a minimum equity participation of 51% in the JV Company for a lock in period of 7 years from the date of incorporation of JV Company or up to the end of defect liability period of the contract whichever is later.

The Indian majority stake holder of the JV Company should have executed in the last 10 years large industrial projects on EPC basis (with or without civil works) in the area of power, steel, oil & gas, petro-chemical, fertilizer and / or any other process industry with the total value of such projects being INR10000 million or more. At least one of such projects should have a contract value of INR4000 million or more. These projects shall be in successful operation for a period of not less than one year prior to the date of techno-commercial bid opening.

1.5.2 The Bidder shall furnish a DJU executed by it, the JV Company and the Qualified Steam Generator Manufacturer, in which all the executants of DJU shall be jointly and severally liable to the Employer for successful performance of the contract for the scope related to Steam Generator and Auxiliaries as per format enclosed in the bidding documents. The deed of joint undertaking shall be submitted along with techno-commercial bid, failing which the Bidder shall be disqualified and its bid shall be rejected.

In case of award, the JV Company and the Qualified Steam Generator Manufacturer will each be required to furnish an on demand bank guarantee for an amount of 0.5% of the total contract price of the Steam Generator Island Package in addition to the contract performance security to be furnished by the Bidder.

Notes for clause 1.0.0

(1) Definitions

(i) “Qualified Steam Generator Manufacturer” (QSGM) means a manufacturer meeting requirements stipulated at 1.1.1.

(ii) Wherever “Indian Manufacturing Company” is indicated, the same shall mean a Subsidiary Company or a Joint Venture Company or an Indian Steam Generator Manufacturing Company registered in India under the Companies Act of India or as per the prevailing laws of India.

(iii) Wherever the term 'coal fired' is appearing above, "coal" shall be deemed to also include bituminous coal/sub- bituminous coal/brown coal/lignite.

(2) Erection/Commissioning

Where erection / supervision of erection and commissioning / supervision of commissioning has not been in the scope of the Bidder as mentioned in clause 1.1.0 & 1.2.0, he should have acted as an advisor for erection and commissioning of the Steam Generator and auxiliaries. Necessary documents / certificates from the client, in support of above shall be furnished along with the techno-commercial bid.

(3) Direct / Indirect order

i) The Bidder/Qualified Steam Generator Manufacturer shall also be considered qualified, in case the award for the reference works (Steam generator set) has been received by the Bidder/Qualified Steam Generator Manufacturer either directly from owner of plant or any other intermediary organization. A certificate from such owner of plant or the intermediary organization shall be required to be furnished by the Bidder/Qualified Steam Generator Manufacturer along with its techno-commercial bid in support of its claim of meeting requirement stipulated at clauses 1.1.1 and 1.2.1 above as the case may be.

ii) Certificate from owner of the plant shall also be furnished by the Bidder/qualified Steam Generator Manufacturer for the successful operation of the steam generator set as specified at requirement stipulated at clauses 1.1.1 and 1.2.1 above as the case may be along with the techno-commercial bid.

(4) Holding Company as a Qualified Steam Generator Manufacturer

(i) A Holding Company, singularly or collectively along with its Subsidiaries (held either directly or indirectly), meeting the requirements of clause 1.1.1 above, and also owning the technology for supercritical steam generators, shall also be considered as Qualified Steam Generator Manufacturer. However, in such a case either the Indian subsidiary company created for manufacturing of supercritical steam generator in India shall be a subsidiary of the holding company or the Holding Company shall maintain a minimum equity of 26% in the Joint Venture Company, created for manufacturing of supercritical steam generators in India.

(ii) In such a case, the Holding Company and all such subsidiaries lending strength / experience to the Holding Company shall necessarily be part of the DJU being submitted by the Bidder for successful performance of the contract for the scope related to Steam Generator & Auxiliaries as per format enclosed in bidding documents.

In case of award, if the Holding Company itself is not the Bidder as a Qualified Steam Generator Manufacturer, the Holding Company and all such entities lending strength / experience to the Holding Company shall each be required to furnish separate on demand bank guarantees for an amount aggregating 1.0% of the total contract price of the Steam Generator Island Package divided equally among them, in addition to the contract performance security to be furnished by the Bidder. This bank guarantee requirement shall supersede bank guarantee requirement stipulated at clause 1.3.0, 1.4.0 & 1.5.0 for the Qualified Steam Generator Manufacturer.

However, in case the Holding Company itself is the Bidder as a Qualified Steam Generator Manufacturer as per clause 1.1.0, Bidder shall submit its board resolution stating that in case of any likely change of management control of any of these subsidiaries, the bidder shall arrange for separate on demand bank guarantees from all such entities lending strength / experience to the Holding Company for fulfillment of requirement of clause 1.1.1 for an amount aggregating 1.0% of the total contract price of the Steam Generator Island Package divided equally among them before the change in management control actually occurs.

(iii) As an alternative to the requirements of Note 4(ii) above, the Holding Company, as a Qualified Steam Generator Manufacturer, shall necessarily be part of the DJU to be submitted by the Bidder for successful performance of the contract for the scope related to Steam Generator & Auxiliaries as per format enclosed in bidding documents. However, the Bidder shall submit a board resolution of the Holding Company stating that in case of any likely change of management control of any of these subsidiaries, the Holding Company shall arrange for signing of DJU by all such subsidiaries lending strength / experience to the Holding Company for fulfillment of requirement of clause 1.1.1, in line with the requirements of Note 4(ii) above before the change in management control actually occurs.

In case of award, if the Holding Company itself is not the Bidder as a Qualified Steam Generator Manufacturer, the Holding Company shall be required to furnish separate on demand bank guarantee for an amount of 1.0% of the total contract price of the Steam Generator Island Package, in addition to the contract performance security to be furnished by the Bidder. This bank guarantee requirement shall supersede bank guarantee requirement stipulated at clause 1.3.0, 1.4.0 & 1.5.0 for the Qualified Steam Generator Manufacturer. In case of any likely change of management control of any of its subsidiaries lending strength/ experience, the Holding Company shall arrange for signing of DJU and bank guarantees from all such subsidiaries lending strength / experience to the Holding Company for fulfillment of requirement of clause 1.1.1, in line with Note 4(ii) above before the change in management control actually occurs, in addition to the bank guarantee already furnished by the Holding Company.

However, in case the Holding Company itself is the Bidder as a Qualified Steam Generator Manufacturer as per clause 1.1.0, and anticipates change of management control of any of its subsidiaries lending strength/ experience for fulfillment of requirement of clause 1.1.1, the Holding Company shall arrange for signing of DJU and bank guarantees from all such subsidiaries lending strength/ experience to the Holding Company for fulfillment of requirement of clause 1.1.1, in line with Note 4(ii) above before the change in management control actually occurs, in addition to the bank guarantee already furnished by the Holding Company.

(5) Steam Generator Manufacturer with Technology Tie-up for Variable Pressure Design

In case a supercritical Steam Generator manufacturer meets all the requirements as specified in clause no. 1.1.1 above except that the evaporator in the reference steam generator is not designed for variable pressure operation and is designed for constant pressure (Universal Pressure) operation only, in such case, the supercritical Steam Generator manufacturer shall be considered to be qualified, provided that, such supercritical Steam Generator manufacturer has an ongoing license agreement (which covers technology transfer), as on the date of Techno-commercial bid opening, with the original Technology Owner (Licensor) for design, manufacture, sell, use, service of once through variable pressure supercritical steam generator technology (with evaporator suitable for variable pressure operation in sub-critical and supercritical pressure ranges).

i. The licensor should have experience of providing such variable pressure design steam generator technology for at least one (1) no. of coal fired supercritical steam generator for a 1500 T/hr or higher capacity using either spiral wound (inclined) or vertical plain or vertical rifled type water wall tubing with the evaporator suitable for variable pressure operation in sub-critical and super-critical pressure ranges and which should be in successful operation for a period of not less than one (1) year as prior to date of bid opening.

ii. The bidder shall offer only the type of steam generator i.e. single pass (tower type) or two pass type for which the Bidder is qualified and shall offer only the type of water wall tubing (either spiral wound (inclined) or vertical plain or vertical rifled type) for which his licensor is qualified.

iii. In such an event, the bidder shall furnish a Deed of Joint Undertaking executed between the Bidder and the supercritical steam generator manufacturer (as the case may be) and its Technology Owner (Licensor), as per the format enclosed in the Bidding Documents towards the Bidder and the licensor being jointly and severally liable to the Employer for successful performance of the Steam Generator along with an extended warranty of at least one (1) year over and above what is required as per tender documents.

iv. In case of award, Technology Owner (Licensor) will be required to furnish an on demand bank guarantee for an amount of 0.1% of the total contract price of the Steam Generator Island Package in addition to the contract performance security to be furnished by the Bidder.

(6) For clause 1.4.0

In case the Indian majority stake holder of the JV Company does not have requisite EPC experience as mentioned at clause 1.4.1 above, it may still be considered qualified if it is wholly owned by a parent company who fully meets the requisite EPC experience provided the parent company maintains its 100% equity in such wholly owned subsidiary for a lock in period of 7 years from the date of incorporation of JV company or upto the end of the defect liability period of the contract whichever is later.

In such a case, the parent company mentioned above shall necessarily be part of DJU being submitted by the bidder.

In case of award, the parent company shall be required to furnish an on demand bank guarantee for an amount of 0.5% of total contract price of the Steam Generator Island package in addition to the bank guarantee requirement indicated at clause 1.4.2.

(7) For clause 1.5.0

Majority stake in JV Company can be held either directly by the bidder or through its wholly owned subsidiary provided the bidder maintains its 100% equity in such wholly owned subsidiary for a lock in period of 7 years from the date of incorporation of JV company or up to the end of the defect liability period of the contract whichever is later.

In case majority stake in the JV company is held by wholly owned subsidiary of the bidder then such wholly owned subsidiary shall necessarily be part of DJU being submitted by the bidder.

In case of award the wholly owned subsidiary as mentioned above shall be required to furnish an on demand bank guarantee for an amount of 0.5% of total contract price of steam generator island package in addition to the bank guarantee requirement at clause 1.5.2.

(8) For clause 1.1.0, 1.3.0, 1.4.0 & 1.5.0

The manufacturing may, alternatively, be carried out by another subsidiary registered for manufacturing supercritical steam generator in India of the above Indian subsidiary / JV Company. In such an event, the manufacturing company shall remain a subsidiary of the Indian subsidiary / JV company with equity lock in for a minimum lock in period of 7 years from the date of incorporation of the manufacturing company or upto the end of the defect liability period of the contract, whichever is later.

In such a case the manufacturing company shall necessarily be part of DJU being submitted by the bidder.

In case of award the manufacturing company shall be required to furnish an on demand bank guarantee for an amount of 0.5% of total contract price of steam generator Island package in addition to the bank guarantee requirement at clause 1.1.3, 1.3.2, 1.4.2 and 1.5.2.

(9) Equity Lock in period

Wherever equity lock in period requirement or subsidiary status requirement is indicated, the Bidder would be required to furnish along with its techno-commercial bid, a Letter of Undertaking from the promoter(s), supported by Board Resolution as per the format enclosed in the bid documents, for maintaining the required minimum equity for the specified lock in period.

(10) For clause 1.1.0, 1.3.0, 1.4.0 & 1.5.0

For the scope related to “Steam Generator and Auxiliaries” indicated at Clause no. 1.1.3,1.3.2,1.4.2 & 1.5.2 shall mean Steam Generator and its Auxiliaries as included in the DJU formats included in the bidding documents.

(11) For clause 1.2.0

For the scope related to “Supercritical Steam Generator” indicated at Clause no. 1.2.2 shall mean Steam Generator and its Auxiliaries as included in the DJU formats included in the bidding documents.

2.0.0 Financial Criteria:

2.1.0 Financial Criteria for the Bidder

2.1.1 The average annual turnover of the Bidder, in the preceding three (3) financial years as on the date of techno-commercial bid opening, shall not be less than INR 8862 million (Rupees Eight Thousand Eight Hundred sixty two Million only) or in equivalent foreign currency.

2.1.2 The Net Worth of the Bidder as on the last day of the preceding financial year as on the date of techno commercial bid opening shall not be less than 25% of its paid-up share capital.

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

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

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

In cases where audited results for the last preceding financial year as on the date of techno commercial bid opening are not available, certification of financial statements from a practicing Chartered Accountant shall also be considered acceptable.

2.1.4 In case any “Bidder” does not satisfy the financial criteria, stipulated at clauses 2.1.1 and / or 2.1.2 above on its own, the Holding Company would be required to meet the stipulated turnover requirements at clause 2.1.1, provided that the net worth of such Holding Company as on the last day of the preceding financial year is at least equal to or more than the paid-up share capital of the Holding Company. In such an event, the Bidder would be required to furnish along with its bid, a Letter of Undertaking from the Holding Company, supported by Board Resolution, 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.

2.1.5 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 the Bankers shall not be less than INR 11792 million (Rupees Eleven Thousand Seven Hundred Ninety Two Million only) or in equivalent foreign currency. In case certificates from more than one bank are submitted, the certified unutilized limits shall be of the same date from all such banks.

2.1.6 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 2.1.5 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 bid documents, pledging unconditional and irrevocable financial support for the execution of the Contract by the Bidder in case of award.

2.1.7 In case the Bidder’s unutilized line of credit for fund based and non-fund based limits specified at clause 2.1.5 above is not sufficient, a comfort letter from one of the bankers specified in the bid 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.

2.2.0 Financial Criteria for the Collaborator(s) / Associate(s)

2.2.1 The average annual turnover of the each collaborator/Associate, in the preceding three (3) financial years as on the date of techno commercial bid opening, should not be less than the following for different Collaborators(s)/ Associate(s) as applicable

2.2.2 The Net Worth of each Collaborator(s) / Associate(s) as on the last day of the preceding financial year should not be less than 25% of its paid-up share capital.

2.2.3 In case the Collaborator(s) / Associate(s) is not able to furnish its audited financial statements on standalone entity basis, the unaudited unconsolidated financial statements of the Collaborator(s) / Associate(s) can be considered acceptable provided the Collaborator(s) / Associate(s) furnishes the following further documents on substantiation of its qualification:

(i) Copies of the unaudited unconsolidated financial statements of the Collaborator(s) / Associate(s) along with copies of the audited consolidated financial statements of the Holding Company of Collaborator(s) / Associate(s).

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

In cases 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.

2.2.4 In case a Collaborator(s) / Associate(s) does not satisfy the financial criteria, stipulated at Cl.2.2.1 and / or 2.2.2 above on its own, its Holding Company would be required to meet the stipulated turnover requirements at Cl 2.2.1 above, provided that the net worth of such Holding Company, as on the last day of the preceding financial year is at least equal to or more than the paid-up share capital of the Holding Company. In such an event, the Collaborator(s) / Associate(s) would be required to furnish along with its techno-commercial bid, a Letter of Undertaking from the Holding Company, supported by Board Resolution (as per the format enclosed in the bidding documents) pledging unconditional and irrevocable financial support to the Collaborator(s) / Associate(s) to honor the terms and conditions of the Deed of Joint Undertaking, in case of award.

2.2.5 The unutilized line of credit for fund based and non-fund based limits with cash and bank balances including fixed deposits of the Collaborator(s) / Associate(s) as on a date not earlier than 15 days prior to the date of techno-commercial bid opening, duly certified by the Bankers should not be less than the following for different Collaborator(s) / Associate(s) in terms of Deed of Joint Undertaking:

In case certificates from more than one bank are submitted, the certified unutilized limits shall be of the same date from all such banks.

2.2.6 Where another Company of the group acting as the Treasury Centre is responsible for Treasury Management of the Collaborator(s) / Associate(s) having combined credit/guarantee limit for the whole group, the Collaborator(s) / Associate(s) 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 its bankers’, the Collaborator(s) / Associate(s) shall have access to the line of credit of a level not less than the amount specified at Cl. 2.2.5 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 Collaborator / Associate’s holding Company, as per the format enclosed in the bidding documents, pledging unconditional and irrevocable financial support to the Collaborator(s) / Associate(s) to honor the terms and conditions of the Deed of Joint undertaking, in case of award of the contract to the Bidder with whom Collaborator(s) / Associate(s) is associated.

2.2.7 In case the Collaborator / Associate’s unutilized line of credit for fund based and non-fund based limits specified at Cl. 2.2.5 above is not sufficient, a comfort letter from one of the bankers specified in the bidding documents unequivocally stating that in case of award of the contract to the Bidder with whom Collaborator(s) / Associate(s) is associated, the Bank would enhance line of credit for fund based and non-fund based limits to a level not less than the specified amounts to the Collaborator(s) / Associate(s) or to the Treasury Management Centre as the case may be, shall be acceptable.

NOTES:

(i) 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.

(ii) Other income shall not be considered for arriving at annual turnover.

(iii) For unutilized line of credit for fund based and non-fund based limits and Turnover indicated in foreign currency, the exchange rate as on 7 days prior to the date of techno-commercial bid opening shall be used.

(iv) “Holding Company” and “Subsidiary Company” shall have mean ascribed to them as per Companies Act of India.

(v) In case of bids submitted under Clauses 1.3.0 or 1.4.0, the combined Turnover and Un-Utilized Line of Credit of the Promoter(s)(each having Equity Stake more than 25%) of the bidding Subsidiary Company/JV Company would be considered. Each such promoter of the Subsidiary Company/JV Company shall have to meet the Net Worth criteria individually as per clause 2.1.2 and/or 2.2.2. In such an event, the bidder would be required to furnish along with its techno-commercial bid, a Letter of Undertaking from such promoter(s), supported by Board Resolution as per the format enclosed in the bid documents, pledging unconditional and irrevocable financial support for execution of the Contract by the Bidder in case of award.

3.0.0 Phased Manufacturing Program and Transfer of Technology

3.1.0 The Bidder shall give firm commitment in the form of an undertaking supported by board resolution to set up/augment the existing manufacturing facility for supercritical Steam Generators in India either by himself or through its subsidiaries or through Joint Venture (JV) in India in a phased manner as per Phased Manufacturing Program elaborated in the bidding documents.

The manufacturing may, alternatively, be carried out by another subsidiary registered for manufacturing supercritical Steam Generators in India of the above Indian subsidiary / JV Company. In such an event, the manufacturing company shall remain a subsidiary of the Indian subsidiary / JV company with equity lock in for a minimum lock in period of 7 years from the date of incorporation of the manufacturing company or upto the end of the defect liability period of the contract, whichever is later.

In case of award the bidder shall submit an on demand bank guarantee of INR 900 Million (Nine hundred million only) for Steam Generator Island Package as security for any default against meeting the specified Phase Manufacturing Program.

3.2.0 A valid technology transfer agreement including license to manufacture and supply in India between the Qualified Steam Generator Manufacturer, its technology provider (if any) and the Indian Manufacturing Company should be in place on the date of techno-commercial bid opening covering the type, size and rating of the Steam Generators specified, valid minimum up to the end of the defect liability period of the contract. The technology transfer agreement shall necessarily cover transfer of technological know-how for super critical Steam Generator in the form of complete transfer of design dossier, design software’s, drawings and documentation, quality system manuals and imparting relevant personnel training to the Indian Manufacturing Company. Such technology transfer agreement must have provision that the transfer of technology to the Indian Manufacturing Company shall be completed by the last 800 MW supercritical unit is supplied by the Bidder under this tender.

3.3.0 Major part (minimum 75%) of the land required for setting up manufacturing facility in India should be in possession with clear title either in the name of the “Indian Manufacturing Company” or its Indian promoter (but pledged / leased to the Subsidiary / JV company) prior to submission of techno-commercial bid. In case, the Bidder has existing manufacturing facility in India, he should have in possession major part (minimum 75%) of the additional land required with clear title for augmenting its already existing manufacturing facility. "Clear title" shall be deemed to also include land acquired on long term lease basis for minimum 30 years with a provision for further extension.

3.4.0 Promoters of the Subsidiary / JV Company will be required to either employ a minimum subscribed and paid up share capital or have net worth of INR 500 million (Five Hundred Million only) in the Subsidiary / JV Company prior to submission of techno-commercial bid. In case the Bidder is selected for award of the contract, a minimum subscribed and paid up share capital or net worth of INR 1000 million (One Thousand Million only) in the Subsidiary / JV Company will have to be ensured by the promoters by the date of award. In the event the Bidder fails to meet this requirement, the Employer shall disqualify such Bidder. The certificates from a practicing Chartered Accountant shall be submitted by the Bidder certifying the amount of subscribed and paid up share capital, or net worth as the case may be as on a date not earlier than 15 days from the date of techno-commercial bid opening or award date as applicable.

3.5.0 The Bidder shall be required to furnish an undertaking with regard to above as per format enclosed with the bidding documents.

Note to clause 3.0.0

Bidders who have already given commitments for PMP and submitted bank guarantees for security for default against specified PMP for Steam Generators to any Central / State sector power generating Company for supercritical projects shall not be required to furnish further bank guarantees for security for default against specified PMP..

7.0 NTPC 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.

8.0 A complete set of Bidding Documents may be downloaded by any interested Bidder on payment (non-refundable) of the cost of the documents as mentioned above in the form of a crossed account Payee demand draft in favor of NTPC Ltd., Payable at New Delhi or directly through the payment gateway at our e-Tender Site (https://etender.ntpclakshya.co.in). For logging on to the e-Tender Site, the bidder would require user id and password which can be obtained by submitting a questionnaire available at our e-Tender site as well as at NTPC tender site (www.ntpctender.com). First time users not allotted any vendor code are required to approach NTPC at least three working days prior to Document Sale Close date along with duly filled in questionnaire for issuance of user id and password.

9.0 The Bidding documents purchased either by SG manufacturer or Holding company of SG manufacturer or Indian JV Company of SG manufacturer or Indian Subsidiary Company of SG manufacturer or Indian Company who holds at least 51% equity in the Indian JV Company of SG manufacturer are transferable amongst them.

10.0 Issuance of Bid Documents to any Bidder shall not construe that such Bidder is considered to be qualified. Bids shall be submitted and opened at the address given below in the presence of Bidder’s representatives who choose to attend the bid opening.

11.0 Address for Communication

Sr. Manager (Contract Services-II)/

Dy. Manager (Contract Services-II),

NTPC Limited,

Sixth Floor, Engineering Office Complex,

A-8A, Sector-24, NOIDA,

Distt. Gautam Budh Nagar, (UP), INDIA

Pin - 201301

Fax No.: Fax: +91-120-2410284, 2410011, 2410013

Tel. No.: +91-120- 4946676/4948607

e-mail: abhishekjain02@ntpc.co.in, kavishminocha@ntpc.co.in

Websites: https://etender.ntpclakshya.co.in or www.ntpctender.com or www.ntpc.co.in

CIN: L40101DL1975GOI007966