30th Floor, Siam Tower 989 Rama I Road, Pathumwan Bangkok 10330, Thailand. Road Asset Management Project (Credit No KH)

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1 Public Disclosure Authorized Public Disclosure Authorized The World Bank INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT INTERNATIONAL DEVELOPMENT ASSOCIATION H. E. Keat Chhon Deputy Prime Minister Minister of Economy and Finance Ministry of Economy and Finance Phnom Penh Kingdom of Cambodia 30th Floor, Siam Tower 989 Rama I Road, Pathumwan Bangkok 10330, Thailand December 20, 2010 Telephone: (66) Facsimile: (66) Re: Land Allocation for Social and Economic Development Project (Credit No KH/Grant No. H386-KH) Road Asset Management Project (Credit No KH) Second Health Sector Support Project (Credit No KH/Grant No. TF093574) Public Disclosure Authorized Excellency: Demand for Good Governance Project (Grant No. H441-KH) Cambodia Trade Development Support Program (MDTF Grant No. TF093573) Education for All Fast Track Initiative (EFA-FTI) Catalytic Trust Fund for Cambodia: Education Sector Support Scale Up Action Program (TF Grant No. TF ) Omnibus Amendment to Cancel Merit-Based Performance Incentive and Priority Mission Group We refer to the following Financing Agreements and Grant Agreements between the Kingdom of Cambodia (the Recipient) and the International Development Association (the Association): Public Disclosure Authorized (a) the Financing Agreement for the Land Allocation for Social and Economic Development Project, dated June 13, 2008; (b) the Financing Agreement for the Road Asset Management Project, dated June 13, 2008; (c) (i) the Financing Agreement for the Second Health Sector Support Project, dated July 17, 2008, (ii) the Supplemental Letter on Performance Indicators dated July 17, 2008, and (iii) the Grant Agreement for the Cambodia Second Health Sector Support Program, dated January 14, 2009; (d) the Financing Agreement for the Demand for Good Governance Project, dated January 14, 2009;

2 H. E. Keat Chhon December 20, 2010 (e) the Multi-Donor Trust Fund Grant Agreement for the Cambodia Trade Development Support Program, dated January 14, 2009; and (f) the Trust Fund Grant Agreement for the Education for All Fast Track Initiative (EFA-FTI) Catalytic Trust Fund for Cambodia: Education Sector Support Scale Up Action Program. We refer to the decision of the Kingdom of Cambodia to cancel the Merit-Based Performance Incentive and the Priority Mission Group effective January 1, We also refer to the decision of the Kingdom of Cambodia to establish and implement Priority Operating Costs (POC) in accordance with the Royal Government of Cambodia's Sub-Decree No. 66 on Establishment and Implementation of the Priority Operating Costs within the Framework of Development Cooperation in the above-mentioned projects and programs Accordingly, we would like to propose to amend the legal agreements mentioned above (the Legal Agreements) as set forth in Annexes 1 through 6 to this Letter of Amendment. Except as specifically amended by this letter of amendment, all other provisions of the Legal Agreements shall remain unchanged and in full force and effect. Unless the context otherwise requires or unless otherwise defined in this letter of amendment, all capitalized terms used in this letter of amendment shall have the same meaning assigned to them in the respective Legal Agreement. Please confirm your agreement to the foregoing on behalf of the Recipient by countersigning and dating the corresponding form of confirmation set forth below, and returning one fully signed original of this letter to us. Upon receipt by the Association of the copy of this Letter of Amendment duly countersigned by the authorized representative of the Recipient, the amendments to the Legal Agreements shall become effective as of the date of countersignature of this letter of amendment. Sincerely, INTERNATIONAL DEVELOPMENT ASSOCIATION 9e)An e).1, 16" /itz ODIA Annette Dixon Country Director, Cambodia East Asia and Pacific Region Representative Name: t(eat Deputy Prime Minister Title:. i*itnister iet..paor4-a Finance Date:

3 H. E. Keat Chhon December 20, 2010 ANNEX 1 Amendments to the Financing Agreement between the Kingdom of Cambodia and the International Development Association for the Land Allocation for Social and Economic Development Project, dated June 13, 2008 (Credit No KH/Grant No. H386-KH) (the LASED Financing Agreement) 1. Part C of Schedule 1 to the LASED Financing Agreement is amended to read as follows: "Part C:Sustainable and Transparent SLC Program Development Providing technical advisory services, training, and other material support: (a) to develop the Recipient's overall SLC program, including policy, public awareness and training; (b) to ensure overall project monitoring and evaluation; (c) to carry out POC; (d) to provide technical support and oversight for SLC Sub-projects; and (e) to the Project Provinces and their districts for: (i) technical support to communes for SLC Sub-project planning and implementation; (ii) SLC Sub-project technical review and monitoring; (iii) overall project monitoring and evaluation; (iv) implementation of transparency, participation activities." 2. Part D of Schedule 1 to the LASED Financing Agreement is amended to read as follows: "Part D: Project Administration Providing technical advisory services, training, and other material support to: (a) the Recipient for carrying out Project procurement, financial management and reporting, and POC; and (b) communes in the Project Provinces to support SLC Sub-project implementation procurement and financial management." 3. Paragraph 3 (d) of Section I.A of Schedule 2 to the LASED Financing Agreement is amended to read as follows: "(d) (i) agree on an Implementation Agreement Document for POC in accordance with the Sub-Decree, satisfactory to the Association, and thereafter apply said Agreement; and (ii) not amend, suspend, abrogate, repeal or waive any provisions of said Agreement without the prior written agreement of the Association." 4. The table in Section IV of Schedule 2 to the LASED Financing Agreement is amended to read as follows:

4 H. E. Keat Chhon December 20, 2010 Category Amount of the Credit Allocated (expressed in SDR) Amount of the Grant Allocated (expressed in SDR) Percentage of Expenditures to be Financed (inclusive of Taxes) (1) Goods, Works, Consultants' Services, Incremental Operating Costs and Training under Parts A, C and D of the Project (2) Sub-grants under Part B of the Project (3) MBPI under Parts C and D of the Project up to December 31, 2009 (4) POC under Parts C and D of the Project 3,200, % 1,700,000 1,700, % 66,000 90% for % for , % TOTAL AMOUNT l 700,000 5,300, Paragraph 1 (b) of Section IV.B of Schedule 2 to the LASED Financing Agreement is amended to read as follows: "(b) under Category (4) until the Recipient has approved the Implementation Agreement Document for POC referred to Paragraph A 3(d) of Section I of Schedule 2 to this Agreement satisfactory to the Association." 6. Paragraphs 22, 23 and 38 of the Appendix to the LASED Financing Agreement are deleted and the other paragraphs renumbered accordingly. 7. The following definitions are inserted in the Appendix to the LASED Financing Agreement in alphabetical order and the other paragraphs renumbered accordingly. "Council for Administrative Reform" means the Recipient's Council for Administrative Reform established by Anukret No. 51/ANK/BK/ on June 10, 1999, or any successor thereto. "Implementation Agreement Document" means an agreement agreed by the NCDD Secretariat, the GSSLC, the development partners supporting the POC scheme, the Council for Administrative Reform, and the Ministry of Economy and Finance specifying: (a) the number and category of positions to be covered by the POC scheme and its organization structure; (b) the operating costs and funding mechanisms; and (c) the reporting requirements and the monitoring and evaluation processes. "Ministry of Economy and Finance" means the Recipient's Ministry of Economy and finance or any successor thereto.

5 H. E. Keat Chhon December 20, 2010 "POC" means the Priority Operating Costs scheme, as defined in the Sub-Decree. "Sub-Decree" means the Royal Government of Cambodia's Sub-Decree No. 66 on Establishment and Implementation of the Priority Operating Costs within the Framework of Development Cooperation."

6 H. E. Keat Chhon December 20, 2010 ANNEX 2 Amendments to the Financing Agreement between the Kingdom of Cambodia and the International Development Association for the Road Asset Management Project, dated June 13, 2008 (Credit No KH) (the RAMP Financing Agreement) 1. Part C of Schedule 1 to the RAMP Financing Agreement is amended to read as follows:. "Part C: POC 1. Supporting the POC through the provision of operating costs to selected MPWT staff." 2. Paragraph 2 (I) of Section I.A of Schedule 2 to the RAMP Financing Agreement is amended to read as follows: "(I) (i) agree on an Implementation Agreement Document for POC in accordance with the Sub-Decree, satisfactory to the Association, and thereafter apply said Agreement; and (ii) not amend, suspend, abrogate, repeal or waive any provisions of said Agreement without the prior written agreement of the Association." 3. The table in Section IV of Schedule 2 to the RAMP Financing Agreement is amended to read as follows: Category Amount of the Credit Allocated (expressed in SDR) Percentage of Expenditures to be Financed (inclusive of Taxes) (1) Works under Parts A(I) and A(2)(b) of the Project (2) Goods under Parts A(2)(b), B(1) and B(2) of the Project (3) Consultants' Services under Parts A(2)(b), A(2)(c), A(2)(d), B(1), B(2), B(3), and B(6) of the Project (4) Training under Part B(1) of the Project (5) Incremental Operating Costs under Part A(2)(b) of the Project (6) MBPI Payments under Part C of the Project up to December 31, 2009 (7) POC under Part C of the Project 14,630, % 300, % 2,430, % 70, % 330,000 80% 0 0% 540, %

7 H. E. Keat Chhon -7- December 20, 2010 TOTAL AMOUNT 18,300, Paragraph 1 (b) of Section IV.B of Schedule 2 to the RAMP Financing Agreement is amended to read as follows: "(b) under Category (7) until the Recipient has approved the Implementation Agreement Document for POC referred to Paragraph 2 (I) of Section LA of Schedule 2 to this Agreement satisfactory to the Association." 5. Paragraphs 19, 20 and 28 of the Appendix to the RAMP Financing Agreement are deleted and the other paragraphs renumbered accordingly. 6. The following definitions are inserted in the Appendix to the RAMP Financing Agreement in alphabetical order and the other paragraphs renumbered accordingly. "Council for Administrative Reform" means the Recipient's Council for Administrative Reform established by Anukret No. 51/ANKJBK/ on June 10, 1999, or any successor thereto. "Implementation Agreement Document" means an agreement agreed by the Ministry of Public Works and Transport, the development partners supporting the POC scheme, the Council for Administrative Reform, and the Ministry of Economy and Finance specifying: (a) the number and category of positions to be covered by the POC scheme and its organization structure; (b) the operating costs and funding mechanisms; and (c) the reporting requirements and the monitoring and evaluation processes. "Ministry of Economy and Finance" means the Recipient's Ministry of Economy and finance or any successor thereto. "POC" means the Priority Operating Costs scheme, as defined in the Sub-Decree. "Sub-Decree" means the Royal Government of Cambodia's Sub-Decree No. 66 on Establishment and Implementation of the Priority Operating Costs within the Framework of Development Cooperation."

8 H. E. Keat Chhon December 20, 2010 ANNEX 3-1 Amendments to the Financing Agreement between the Kingdom of Cambodia and the International Development Association for the Second Health Sector Support Project, dated July 17, 2008 (Credit No K11) (the HSSP2 Financing Agreement) 1. Part C of Schedule 1 to the HSSP2 Financing Agreement is amended to read as follows: "Part C:Strengthening of Human Resources Implementation of a program of assistance designed to improve human resources in the health sector, including: (a) support for, and strengthening of, training institutions, and preand in-service training programs, including enrollment in pre-service training in areas where significant shortfalls remain; (b) strengthening of key areas of human resource management; and (c) development and implementation of POC for health sector managers and key technical staff participating in the implementation of HSP2 at central and sub-national levels." 2. Paragraph 1 (a) (iv) of Section I.B of Schedule 2 to the HSSP2 Financing Agreement is amended to read as follows: "(d) (i) agree on an Implementation Agreement Document for POC in accordance with the Sub-Decree, satisfactory to the Association, and thereafter apply said Agreement; and (ii) not amend, suspend, abrogate, repeal or waive any provisions of said Agreement and Manual without the prior written agreement of the Association." 3. Paragraph 1 (b) of Section I.B of Schedule 2 to the HSSP2 Financing Agreement is amended to read as follows: "(b) The Recipient shall implement the Project in accordance with the Project Operational Manual, SDG Operational Manual, the Implementation Agreement Document and HEF Operational Manual, and, except as the Association shall otherwise agree, shall not amend or waive any provision thereof if, in the opinion of the Association, such amendment or waiver may materially and adversely affect the implementation of the Project." 4. The table in Section IV of Schedule 2 to the HSSP2 Financing Agreement is amended to read as follows: Category Amount of the Financing Allocated (expressed in SDR) Percentage of Expenditures to be Financed (inclusive of Taxes) (1) SDGs 310, % of the Association's agreed share of the cost of the approved AOP for each FY, up to June 30, 2010 (2) HEF Grants 460, % of the Association's agreed share of the cost of the approved AOP for each FY, up to June 30, 2010 (3) MBPI-related payments up to December 31, , % of the Association's agreed share of the cost of

9 H. E. Keat Chhon -9- December 20, 2010 (4) Goods, works and services, operating costs and training, under the Project other than under Categories (1) through (3) the approved AOP for each FY, up to June 30, ,300, % of the Association's agreed share of the cost of the approved AOP for each FY (5) Unallocated 0 (6) POC under Part C of the 700, % Project (7) SDGs, HEF Grants, and other goods, works and services, operating costs and training under the 14,689, % of the Association's agreed share of the cost of the approved AOP for each FY starting July 1, 2010 Project TOTAL AMOUNT 18,500, Paragraph 1 (e) of Section IV.B of Schedule 2 to the HSSP2 Financing Agreement amended to read as follows: "(e) in respect of expenditures under Category (6) until the Recipient has approved the Implementation Arrangement for POC referred to Paragraph 1 (a) (iv) of Section I.B of Schedule 2 to this Agreement satisfactory to the Association." 6. Paragraphs 27 and 28 of the Appendix to the HSSP2 Financing Agreement are deleted and the other paragraphs renumbered accordingly. 7. The following definitions are inserted in the Appendix to the HSSP2 Financing Agreement in alphabetical order and the other paragraphs renumbered accordingly. "Council for Administrative Reform" means the Recipient's Council for Administrative Reform established by Anukret No. 51/ANK/BK/ on June 10, 1999, or any successor thereto. "Implementation Agreement Document" means an agreement agreed by the MOH, the development partners supporting the POC scheme, the Council for Administrative Reform, and the Ministry of Economy and Finance specifying: (a) the number and category of positions to be covered by the POC scheme and its organization structure; (b) the operating costs and funding mechanisms; and (c) the reporting requirements and the monitoring and evaluation processes. "Ministry of Economy and Finance" means the Recipient's Ministry of Economy and finance or any successor thereto. "POC" means the Priority Operating Costs scheme, as defined in the Sub-Decree. "Sub-Decree" means the Royal Government of Cambodia's Sub-Decree No. 66 on Establishment and Implementation of the Priority Operating Costs within the Framework of Development Cooperation."

10 ANNEX 3-2 Supplemental Letter 2 Performance Indicators for the Second Health Sector Support Project, dated July 17, 2008 (Credit No KH) (Supplemental Letter 2 to the HSSP2) 1. The Annex to Supplemental 2 to the HSSP2 is replaced by the following:

11 H. E. Keat Chhon December 20, 2010 Percentage (and number) of children under 1 year immunized with DPT- HepB3. R % and # , HIS HSP2 M&E Once every 5 years HIS/ CDHS 2010 CDHS 2015 DPH1 MOP MOP Percentage of HIV+ pregnant women receiving ART for PMTCT C % HSP2 M&E Annual Report, PMTCT Program, NMCHC NMCHC TB cure rate Number of malaria cases treated at public health facilities per 1,000 population Percentage (and number) of children aged 6-59 months who received 2 doses of vitamin A supplement within the last 12 months C % , HSP2 M&E C #71,000 populati on N % and # , , HIS >85 >85 >85 > , , HSP2 M&E Once every 5 years Annual Report, CENAT Annual Report, CNM HIS/ CDHS 2010 CDHS 2015 CENAT CNM MOP MOP Percentage of children aged months who received mebendazole Percentage of pregnant women receiving iron folate supplementation N % N % , , HSP2 M&E , , 2010 HIS/ Once every 5 years HIS/ CDHS 2010 CDHS 2015 MOP MOP INTERMEDIATE RESULTS Intermediate Result (Component one): Strengthened Health Service Delivery Percentage of population with access to full MPA Percentage of population with access to at least CPA2 D D

12 H. E. Keat Chhon -12- December 20, 2010 Consultations (new cases) per person per year: C All consultations # 0.54 > , HSP2 M&E HIS/ 2010 Children under 5 years , HSP2 M&E HIS/ 2010 Percentage (and number) of pregnant women attending at least 2 antenatal care consultations C % and # , NSDP update , NSDP Update Once every 5 years HIS/ CDHS 2010 CDHS 2015 MOP MOP Percentage of deliveries by C-section C % HIS/ 2008, NSDP 2013, NSDP Update Update Case detection rate of smear (+) pulmonary TB (%) % 69 >70 >70 >70 >70 Annual CENAT C 2008, NSDP 2013, NSDP Report, CENAT Update Update Percentage of families living in high malaria endemic areas % Annual CNM (<1km from forest) of 20 provinces have sufficient (1 2008, 2011, Report, CNM net / 2 persons) treated bed C nets (LLIT / ITN) DHF case fatality rate reported by public health facilities Percentage of children under 5 years with pneumonia receiving correct antibiotic treatment at public facilities N % , NSDP % 48 CDHS < , NSDP HIS/ Annual Update Update Report, CNM/DCP HSP2 M&E Once every 5 years CDHS 2010 CDHS 2015 C Percentage of children under 5 years with diarrhea having % 58 _ Once every CDHS 2010 MOP CNM/DCP MOP MOP

13 H. E. Keat Chhon -13- December 20, 2010 received ORT and Zinc at public health facilities R CDHS years CDHS 2015 MOP Percentage of disease outbreak responses in timely manner D Percent of health centers implementing IMCI services Percentage of adults with diabetes treated at public health facilities Percentage of essential drugs (15 items listed) at I-ICs that faced stock-outs. N R C % , 2010 % 3.5% 2008, NSDP Update % , , < , NSDP Update < HSP2 M&E Annual Report, DCDC HIS/ Sentinel Surveillance Report, DPM HIS/ Annual Report, DDF DCDC DPM DDF Intermediate Result (Component Two): Strengthened Health Financing and Protection of the Poor Percentage of Government health expenditure at provincial level and below C % , DBF Annual Report, DBF DBF Percentage of referral hospitals implementing Health Equity Funds R % , NA Annual Report, Percent of Health Centers implementing Health Equity Funds Number of cases receiving Health Equity Fund assistance OPD IPD N N % , 2010 # 152, , NA Annual Report, NA NA Annual Report,

14 H. E. Keat Chhon -14- December 20, 2010 Deliveries 15, Percent of poor population covered by Health Equity % 57 Funds N 2008, Number of individuals insured under CBHI schemes Government health expenditure per capita C US$/cap. R # 79, , NSDP Update , HSP2 M&E Annual Report, NA NA HIS/ Annual Report, NA Annual Report, DBF DPIII DBF Intermediate Result (Component Three): Strengthened Human Resources Ratio of MOH secondary midwives per 10,000 population per location C Ratio/ 10,000 Country ratio Provincial average Provincial median , DP , DP NA NA Personnel database, DP Personnel database, DP DP DP , DP NA Personnel database, DP DP Number of HC with staffing level recommended by MPA Guidelines Number of RH with staffing level recommended by CPA Guidelines D D Intermediate Result (Component Four): Strengthened Health Sector Stewardship and Institutions Percentage of external funds for health included in AOPs % NA NA Sector AOP R DIC Database DBF DIC

15 1-1. E. Keat Chhon December 20, 2010 Percentage of RH, ODO and PHD offices with computerized HMIS D % DBF Percentage of functioning HCMCs R % NA NA Annual Report, NCHP Percentage of private entities licensed: - Polyclinics - Consultation cabinets - Maternity clinics - Dental clinics - Pharmacies,... R % , NA HSP2 M&E Annual Report, DHS NCHP DSH Arrangements for Project Results Monitorin D=Dropped PDO Level Results cu C=Continue L N= New Unit of Indicators* C-) R=Revised Measure Baseline Cumulative Target Values** YR 1 YR 2 YR 3 YR4 YRS Frequency Data Source/ Methodology Responsibility for Data Collection Technical content and resultsfocus of AOP process improves, based on MTR and Final Evaluation. R PAD assessment Qualitative Improvement over baseline Improvement since Mid Term Review Mid Term Review and Final Evaluation Mid Term Review and Final Evaluation External consultancy team and JPIG/ MOH Number and percentage of MOH central institutions and provinces submitting AOP and 3YRPs according to schedule and in MOH format. R # and % 79% (2008) 85% 90% 95% 95%+ 95%+ Annual AOP database, HIS Number of PHDs allocating budgets based on AOPs D Percentage of external funds for health sector included in 3YRPs and AOPs* D AOP resource allocation of program budgets reflecting HSP2 and priorities (I.MCH; 2.CDs; and 3.NCDs) R # Annual Sector AOP and

16 H. E. Keat Chhon December 20, 2010 Rate of Program execution for pooled DP C % NA 95% 95% 95% 95% 95% Annual HSSP Secretariat HSSP Secretariat Government funds 105% ( 2009) 95% 95% 95% 95% 95% Annual Percentage of Government and AOP expenditure at provincial level* D Share of operating cost budget reaching contracting ODs C % 0 10% 20% 25% 30% 40% Annual DBF, HSSP Secretariat HSSP Secretariat Proportion of ODs implementing SDGs and internal contracting meeting at least 80% of their performance targets Coverage of HEFs (by OD and beneficiaries)* Percentage of staff covered by agreed and aligned incentive scheme* C % 0 60% 70% 80% 90% 100% Annual SDMG SDMG D D Financial Management Improvement Plan developed and implemented C NA FMIP developed FMIP implemented Continuous HSSP2 progress reports HSSP Secretariat Number of MOH staff receiving POC payments financed by Project. Increased number of ODs and PHDs using health indicators for prioritization in their AOPs Government health sector expenditure in line with NSDP and MTEF targets N 0 D D Annual health planning summits ( and JAPA) conducted with wide stakeholder participation C 14 JAPA and conducted JAPA and conducted JAPA and conducted JAPA and conducted JAPA and conducted MOH

17 H. E. Keat Chhon December 20, 2010 Percentage of HSP2 indicators that have baselines targets Selected key HSP2 indicators disaggregated by location and sex R % 48 out of 68 or 70.6% NA 68 or 100% TBD R # NA Indicators selected 68 or 100% TBD Baselines and targets established 68 or 100% TBD Targets met 68 or 100% TBD Targets met 68 or 100% HIS/ MOH TBD Targets met HIS/ MOH Increased percentage of performance agreements between the MOH and PHDs meeting target performance indicators D Health personnel receiving training through the Project (number) Health facilities constructed, renovated, and/or equipped through the Project. N Annual HSSP2 progress reports Annual HSSP2 N # progress reports HSSP Secretariat HSSP Secretariat *Please indicate whether the indicator is a Core Sector Indicator (see further ) **Target values should be entered for the years data will be available, not necessarily annually

18 H. E. Keat Chhon December 20, 2010 ANNEX 3-3 Amendments to the Grant Agreement between the Kingdom of Cambodia and the International Development Association, acting as administrator of the Multi-Donor Trust Fund for the Cambodia Second Health Sector Support Program, for the Second Health Sector Support Project, dated January 14, 2009 (Grant No. TF093574) (the HSSP2 Grant Agreement) 1. The table in Section IV of Schedule 2 to the HSSP2 Grant Agreement is amended to read as follows: Category Amount of the Grant Allocated (expressed in USD) Percentage of Expenditures to be Financed (inclusive of Taxes) (1) SDGs up to December 31, , % of the Grant's agreed share of the cost of the approved AOP for each FY, up to June 30, 2010 (2) HEF Grants 1,600, % of the Grant's agreed share of the cost of the approved AOP for each FY, up to June 30, 2010 (3) MBPI-related payments up to December 31, , % of the Grant's agreed share of the cost of the approved AOP for each FY, up to June 30, 2010 (4) Goods, Works and Services, Operating Costs and training, under the Project other than under Categories (1) through (3) 8,000, % of the Grant's agreed share of the cost of the approved AOP for each FY (5) Unallocated 0 (6) POC under Part C of the Project 1,110, % (7) SDGs, HEF Grants, and other goods, works and services, operating costs and training under the Project 40,332, % of the Grant's agreed share of the cost of the approved AOP for each FY starting July TOTAL AMOUNT 52,092,675

19 H. E. Keat Chhon December 20, Paragraphs 1 (c) and 1 (d) of Section IV.B of Schedule 2 to the HSSP2 Grant Agreement are amended to replace the words "Schedule 2 to this Agreement" by the words "Schedule 2 to the Financing Agreement". 3. Paragraph 1 (e) of Section IV.B of Schedule 2 to the HSSP2 Grant Agreement is amended to read as follows: "(e) in respect of expenditures under Category (6) until the Recipient has approved the Implementation Arrangement for POC referred to Paragraph 1 (a) (iv) of Section I.B of Schedule 2 to the Financing Agreement satisfactory to the Association."

20 H. E. Keat Chhon December 20, 2010 ANNEX 4 Amendments to the Financing Agreement between the Kingdom of Cambodia and the International Development Association for the Demand for Good Governance Project, dated January 14, 2009 (Grant No. H441-KH) (the DFGG Financing Agreement) 1. Part A.2 of Schedule 1 to the DFGG Financing Agreement is amended to read as follows: "2. Providing technical advisory services, training, and other material support to the MONASRI for, inter alia: (a) the dissemination of laws, and the development of an enhanced complaint handling mechanism with respect to the implementation of laws; and (b) capacity building and institutional strengthening, including POC, monitoring and evaluation, and project management." 2. Part A.3 of Schedule 1 to the DFGG Financing Agreement is amended to read as follows: "3. Providing technical advisory services, training, civil works, and other material support to the OWSOs and DOs for, inter alia: (a) strengthening and expanding the outreach of OWSOs, including construction and renovation of buildings; (b) strengthening the capacity and expanding the outreach of the DOs; (c) introducing and implementing new forms of citizen participation and outreach, including citizen forums and information campaigns; (d) enhancing monitoring and evaluation, and conducting learning events for OWSO and DO staff; and (e) capacity building and institutional strengthening, including POC, and project management." 3. Part A.4 of Schedule 1 to the DFGG Financing Agreement is amended to read as follows: "4. Providing technical advisory services, civil works, and other material support to the RNK for, inter alia: (a) the development and broadcast of program content and the overhaul of the newsroom functions; (b) capacity building and institutional strengthening, including POC, monitoring and evaluation, and project management; and (c) repair and/or relocate the RNK transmitter as necessary." 4. Part C.1 of Schedule 1 to the DFGG Financing Agreement is amended to read as follows: "1. Providing technical advisory services, training, and other material support, including POC, to the PCO to ensure that the Project is carried out in accordance with the guidelines and procedures set forth in the Project Implementation Manual." 5. Paragraph 3 of Section I.A of Schedule 2 to the DFGG Financing Agreement is amended to read as follows: "3. The Recipient, through the MOI, shall maintain, throughout the period of implementation of the Project the PCO, under the oversight of the Project Coordinator, with terms of reference, staffing and other resources acceptable to the Association, including a Project Director and a Project Manager, to: (a) be responsible for overseeing the daily management of the Project; (b) ensure consistency of implementation and interpretation, across all RIAs and PIEs, of the guidelines and procedures set forth in the Project Implementation Manual, including management of the annual planning cycle, budgeting, POC, procurement planning, financial management, monitoring and

21 H. E. Keat Chhon December 20, 2010 evaluation, risk management, and implementation of the Good Governance Framework, and the Anti-Corruption Guidelines; (c) promote donor harmonization; (d) consolidate monitoring and evaluation information produced by the RIAs and PIEs for the PCG; and (e) serve as the secretariat for the PCG and the PMT." 6. Paragraph 6 (a) of Section I.A of Schedule 2 to the DFGG Financing Agreement is amended to read as follows: "(a) prepare and adopt a Project Implementation Manual satisfactory to the Association, and thereafter carry out and cause to be carried out the Project in accordance with the provisions of said manual, which shall include: (i) the project proposal prepared by each of the RIAs and PIEs for the implementation of their respective Parts of the Project; (ii) the roles and responsibilities of the PCG, PCO, PMT, the Advisory Committees, and LCFG; (iii) a financial management manual incorporating policy and procedures satisfactory to the Association, regarding accounting, reporting, internal control mechanisms, and auditing procedures; (iv) the procurement procedures, as set forth in Section III of this Schedule 2, procurement responsibilities, procurement arrangements, and reporting requirements; (v) the overall result framework for the Project, the result frameworks for each RIA and PIE; and monitoring and evaluation requirements, processes, and reporting; (vi) the Good Governance Framework, including the participation, transparency, complaints handling and other requirements and procedures; (vii) the Anti-Corruption Guidelines; (viii) the overall risk management framework of the Project; (ix) the POC Manual; (x) the Project Implementation Plan, and the project implementation plans for RIAs and PIEs, for the first year of project implementation; (xi) all measures required under the Safeguards Framework; and (xii) the reporting requirements and the formats for the quarterly progress reports, the annual progress reports and the annual work plans;" 7. Paragraph 9 (g) of Section I.A of Schedule 2 to the DFGG Financing Agreement is amended to read as follows: "(g) (i) agree on an Implementation Agreement Document for POC in accordance with the Sub-Decree, satisfactory to the Association, and thereafter apply said Agreement; and (ii) not amend, suspend, abrogate, repeal or waive any provisions of said Agreement and Manual without the prior written agreement of the Association." 8. The table in Section IV of Schedule 2 to the DFGG Financing Agreement is amended to read as follows:

22 H. E. Keat Chhon December 20, 2010 Category Amount of the Financing Allocated (expressed in SDR) Percentage of Expenditures to be Financed (inclusive of Taxes) (1) Goods, Works, Consultants' 100% Services, Training and Workshops, ACF Operating Costs, and Incremental Operating Costs: (a) under Part A.1 of the Project; 1,488,609 (b) under Part A.2 of the Project; 1,279,527 (c) under Part A.3 of the Project; 1,544,082 For IOC of OWSO and DO offices 100% in Year 1-2, and 50% in Year 3 (d) under Part A.4 of the Project; 1,236,157 (e) under Part B of the Project; and 115,886 (f) under Part C of the Project 1,451,049 (2) Sub-grants under Part B of the 2,097, % Project (3) MBPI up to December 31, % in Year 1 (a) under Part A.2 of the Project; 8,455 (b) under Part A.3 of the Project; 8,074 (c) under Part A.4 of the Project; and 17,494 (d) under Part C of the Project 14,202 (4) PMG up to December 31, % in Year 1 (a) under Part A.2 of the Project; 2,886 (b) under Part A.3 of the Project; and 4,573 (c) under Part A.4 of the Project 9,168 (5) Management Cost under Part B of 503, %

23 H. E. Keat Chhon December 20, 2010 the Project (6) Refund of Project Preparation 1,047,000 Amount payable pursuant Advances to Section 2.07 of the General Conditions (7) Unallocated 716,219 (8) POC under (a) under Part A.2 of the Project; 244, % (b) under Part A.3 of the Project; 688,200 (c) under Part A.4 of the Project; and 247,556 (d) under Part C of the Project 74,460 TOTAL AMOUNT 12,800, Paragraph 1 of Section IV.B of Schedule 2 to the DFGG Financing Agreement is amended to read as follows: "1. Notwithstanding the provisions of Part A of this Section, no withdrawal shall be made for payments made prior to the date of this Agreement. and (b) under Category (8) until the Recipient has approved the Implementation Arrangement for POC referred to Paragraph 9 (g) of Section I.A of Schedule 2 to this Agreement satisfactory to the Association." 10. Paragraphs 26, 27, 42 and 43 of the Appendix to the DFGG Financing Agreement are deleted and the other paragraphs renumbered accordingly. 11. The following definitions are inserted in the Appendix to the DFGG Financing Agreement in alphabetical order and the other paragraphs renumbered accordingly. "Council for Administrative Reform" means the Recipient's Council for Administrative Reform established by Anukret No. 51/ANK/BK/ on June 10, 1999, or any successor thereto. "Implementation Agreement Document" means an agreement agreed by the MONASRI, NCCDS, RNK, MOI, the development partners supporting the POC scheme, the Council for Administrative Reform, and the Ministry of Economy and Finance specifying: (a) the number and category of positions to be covered by the POC scheme and its organization structure; (b) the operating costs and funding mechanisms; and (c) the reporting requirements and the monitoring and evaluation processes. "Ministry of Economy and Finance" means the Recipient's Ministry of Economy and finance or any successor thereto.

24 H. E. Keat Chhon December 20, 2010 "POC" means the Priority Operating Costs scheme, as defined in the Sub-Decree. "Sub-Decree" means the Royal Government of Cambodia's Sub-Decree No. 66 on Establishment and Implementation of the Priority Operating Costs within the Framework of Development Cooperation."

25 H. E. Keat Chhon December 20, 2010 ANNEX 5 Amendments to the Multi-Donor Trust Fund Grant Agreement between the Kingdom of Cambodia and the International Development Association, acting as administrator of the Multi-Donor Trust Fund for Trade Related Assistance in Cambodia, for the Cambodia Trade Development Support Program, dated January 14, 2009 (MDTF Grant No. TF093573) (the TDSP Grant Agreement) 1. Part C of Schedule I to the TDSP Grant Agreement is amended to read as follows: "Part C: Institutional and Human Capacity Support the Recipient in strengthening its institutional and human capacity through, (a) inter alia, equipping the Recipient's staff with appropriate skills and experience to implement the Recipient's trade policy; and (b) design and provision of POC." 2. Paragraph 6 (c) of Section I.A of Schedule 2 to the TDSP Grant Agreement is amended to read as follows: "(c) (i) agree on an Implementation Agreement Document for POC in accordance with the Sub-Decree, satisfactory to the Association, and thereafter apply said Agreement; and (ii) not amend, suspend, abrogate, repeal or waive any provisions of said Agreement and Manual without the prior written agreement of the Association." 3. The table in Section IV of Schedule 2 to the TDSP Grant Agreement is amended to read as follows: Category Amount of the Grant Allocated (expressed in USD) Percentage of Expenditures to be Financed (inclusive of Taxes) (1) Works, Goods, Consultants' Services, Training and Workshops, and Incremental Operating Costs (2) MBPI under Part C.1 of the Program up to December 31, ,350, % 0 90% in calendar year 2009 (3) POC under Part C of the 2,000, % Project TOTAL AMOUNT 12, Paragraph 1 (b) of Section IV.B of Schedule 2 to the TDSP Grant Agreement is amended to read as follows:

26 H. E. Keat Chhon December 20, 2010 "(b) under Category (3) until the Recipient has approved the Implementation Arrangement for POC referred to Paragraph 6 (c) of Section I.A of Schedule 2 to this Agreement satisfactory to the Association." 5. Paragraphs 5, 6 and 13 of the Appendix to the TDSP Grant Agreement are deleted and the other paragraphs renumbered accordingly. 6. The following definitions are inserted in the Appendix to the TDSP Grant Agreement in alphabetical order and the other paragraphs renumbered accordingly. "Council for Administrative Reform" means the Recipient's Council for Administrative Reform established by Anukret No. 51/ANK/BK/ on June 10, 1999, or any successor thereto. "Implementation Agreement Document" means an agreement agreed by the Ministry of Commerce, the development partners supporting the POC scheme, the Council for Administrative Reform, and the Ministry of Economy and Finance specifying: (a) the number and category of positions to be covered by the POC scheme and its organization structure; (b) the operating costs and funding mechanisms; and (c) the reporting requirements and the monitoring and evaluation processes. "Ministry of Economy and Finance" means the Recipient's Ministry of Economy and finance or any successor thereto. "POC" means the Priority Operating Costs scheme, as defined in the Sub-Decree. "Sub-Decree" means the Royal Government of Cambodia's Sub-Decree No. 66 on Establishment and Implementation of the Priority Operating Costs within the Framework of Development Cooperation."

27 H. E. Keat Chhon December 20, 2010 ANNEX 6 Amendments to the Trust Fund Grant Agreement for the Education for All Fast Track Initiative (EFA-FTI) Catalytic Trust Fund for Cambodia: Education Sector Support Scale Up Action Program, dated June 3, 2008 (TF Grant No. TF092097) (the EFA-FTI Grant Agreement) 1. The following Paragraph 3 is inserted in Part C of Section 2.01 of the Annex to the EFA- FTI Grant Agreement immediately after Paragraph 2: "3. Design and provision of POC to selected staff working on the Program." 2. The following definitions are inserted in Section 2.01 of the Annex to the EFA-FTI Grant Agreement in alphabetical order and the other paragraphs renumbered accordingly. "Council for Administrative Reform" means the Recipient's Council for Administrative Reform established by Anukret No. 51/ANK/BK/ on June 10, 1999, or any successor thereto. "Implementation Agreement Document" means an agreement agreed by the Ministry of Education, Youth and Sports, the development partners supporting the POC scheme, the Council for Administrative Reform, and the Ministry of Economy and Finance specifying: (a) the number and nature of positions to be covered by the POC scheme and its organization structure; (b) the operating costs and funding mechanisms; and (c) the reporting requirements and the monitoring and evaluation processes. "Ministry of Economy and Finance" means the Recipient's Ministry of Economy and finance or any successor thereto. "POC" means the Priority Operating Costs scheme, as defined in the Sub-Decree. "Sub-Decree" means the Royal Government of Cambodia's Sub-Decree No. 66 on Establishment and Implementation of the Priority Operating Costs within the Framework of Development Cooperation." 3. Section 2.04 of the Annex to the EFA-FTI Grant Agreement is amended by the insertion of the following Paragraph (g) immediately after Paragraph (f): "(g) The Recipient shall (i) agree on an Implementation Agreement Document for POC in accordance with the Sub-Decree, satisfactory to the Association, and thereafter apply said Agreement; and (ii) not amend, suspend, abrogate, repeal or waive any provisions of said Agreement and Manual without the prior written agreement of the Association."

28 H. E. Keat Chhon December 20, The table in Section 3.01 of the Annex to the EFA-FTI Grant Agreement is amended to read as follows: Category (1) Goods, Works and Consultants' Services, Training and Workshops and Incremental Operating Costs under the Program Amount of the Grant Allocated (expressed in USD) $51,850, % Percentage of Expenditures to be Financed (inclusive of Taxes) (2) School Improvement Grants $480, % (3) Scholarships $590, % (4) Unallocated $4,179,490 (5) POC under Part C.3. of the Program $300, % TOTAL AMOUNT $57,400, Section 3.02 of the Annex to the EFA-FTI Grant Agreement is amended to read as follows: "3.02. Withdrawal Conditions. Notwithstanding the provisions of Section 3.01, no withdrawal shall be made (a) for payments made prior to the date of this Agreement. and (b) under Category (5) until the Recipient has approved the Implementation Arrangement for POC referred to Section 2.04 of the Annex to this Agreement satisfactory to the Association."