RFQ for CONSULTANCY FOR PROVIDING LEGAL ADVISORY SERVICES TO IPE GLOBAL LIMITED FOR THE PAHAL PROJECT Ref: IPE-USAID_PAHAL-2017 (RFQ) 002 Location: New Delhi based with travel Or Home based with travel Duration: One year. Contract to be renewed annually year on year till 2020. Date: April 03, 2017 Dear Sir/Madam, We are pleased to invite you to submit a proposal for the above-mentioned assignment in accordance with this Request for Quotation (RFQ) Note. (Wherein the scope of work is captured as below) 1. BACKGROUND: IPE Global is a leading international development consulting firm providing expert technical and implementation assistance in developing countries for equitable development. IPE Global has offices in six countries across Asia, Africa and Europe India providing end-to-end services in the areas of Health Systems, Education and Skill Development, Urban and Infrastructure Development, Democratic Governance and Climate Change, among others. It has implemented over 700+ projects in more than 100 countries. IPE Global has strong relationships with multilateral, bilateral, governments, corporates and not-for-profit entities in anchoring development agenda for sustained and equitable growth. IPE Global is currently implementing in cooperative agreement with USAID, an urban health project titled - Partnerships for Affordable Healthcare Access and Longevity ( PAHAL ). PAHAL is providing financial advisory and technical assistance (TA) to select Inclusive Business Models (IBMs), which are working to improve access to affordable and quality healthcare to the urban poor. The TA to partner IBMs, includes strategic and operational advisory. One or more partners may require restructuring and redefining their legal structure for accessing various sources of capital and be tax efficient. The team may also require legal advice on investment transactions for partner IBMs as part of financial advisory. The program also involves setting up an impact investment fund, which will invest in social enterprises in key impact sectors, including health. The fund will be co-sponsored by IPE Global and will be managed by a subsidiary advisory company. IPE Global is looking for a legal firm, which can advise it on the legal issues related to the project as mentioned below. 2. OBJECTIVE: The overall objective of this RFQ to Identify the legal consultancy firm to obtain expert legal advice for the PAHAL team on various aspects of organizational legal structures, contracts, investment documentation and setting up of impact investment fund. 3. SCOPE OF THE WORK: 1. Restructuring Analysing the existing legal structure of the partner Inclusive Business Models Advice on new legal structure to access all sources of capital (debt, equity and grants) and achieve tax efficiency Registering new legal structure Page 1 of 6
2. Setting up of a Social Venture Fund under the SEBI AIF Regulations, 2012 Setting up the Investment Management / Advisory Company and appropriate structure for the fund Drafting and review of the Fund documents and SEBI registration 3. Ongoing legal Support Advice on various aspects of the Companies Act, 2013 ( Act ), including provisions related to corporate social responsibility (CSR) Advice on funding agreements and contracts; drafting and review of agreements and contracts and other documentation proposed to be entered into by IPE Global or its partners under the PAHAL project Any other legal support related to the program and agreements 4. REPORTING AND TIMELINE The assignment will be initially for a One year; however contract will be renewed annually year on year till 2020 based on satisfactory performance and mutual agreement. The assignment is expected to take 15-25 working days over a period of 12 months from the date of signing the contract. Briefing meetings with IPE Global Limited would be conducted within 7 days of signing of the contract. The Preferred Organization is required to coordinate with Project Director, PAHAL Project, IPE Global Limited and to Vice-President, Finance, IPE Global Limited on contractual matters. 5. PAYMENT TERMS: : The payments shall be released upon submission of deliverables, post approval by Program Director, Urban Health Travel, accommodation and meal costs, if any will be reimbursed on actual as per IPE Global Limited rules and regulations. Withholding taxes (if applicable) shall be deducted while making payment to the agency. 6. COMPETENCIES AND EXPERIENCES i. The invitation to respond to this RFQ is open to any legal firm with office/ presence in Delhi/ NCR region. ii. Experience of drafting/ reviewing legal documents for setting up for-profit and non-profit legal entities and financial transactions iii. Proven experience of working on financial / investment transactions, especially private equity/venture capital, project finance, structured debt and loan transactions for unlisted companies iv. Demonstrated experience in structuring of funds or investment pools v. Experience of working with social enterprises, social venture or impact funds is an added advantage vi. Experience of working in the healthcare industry will be viewed favourably vii. Competency to provide legal advisory on tax matters 7. EVALUATION CRITERIA: Proposal will be evaluated in accordance with the Quality Cost Based Scoring (QCBS) Method. Bidders, who qualify the Technical Evaluation, will be asked for the password to access the Commercial Proposal, post which the evaluation will be done in accordance with the Quality Cost Based Scoring (QCBS) Method. Page 2 of 6
Short-listed firms may be requested to make a presentation, if required. The Evaluation Criteria based on which evaluation of technical proposals of the Bidders shall be carried out are detailed in the table below: Technical Evaluation 60% Commercial Evaluation 40% Sl. No EVALUATION CRITERIA Marks A. Total Marks for Technical Capacity Technical Evaluation 60 1. Proposed team for the assignment 20 2 Experience of working on financial / investment transactions, especially private 15 equity/venture capital, project finance, structured debt and loan transactions for unlisted companies 3 Experience in structuring of funds or investment pools 15 4 Experience of working with social businesses, healthcare businesses or impact funds 10 Commercial Evaluation 5 Financial Proposal 40 8. PROPOSAL FORMAT: The proposal should be submitted in English and be set out in two main parts: Part A Technical Part C Commercial Part A TECHNICAL PROPOSAL Your Technical Proposal should be structured in 4 sections i. Section 1 Any Qualification to Terms of Reference ii. Section 2 iii. Section 3 iv. Section 4 Technical Response (including method of implementation and work plan in the form of a Gantt chart showing activities, milestones, deliverables etc. against time) Names & CVs of personnel to work on this project (in the CV please cover name of staff, nationality of staff, profession/designation of staff, proposed position in the team, whether employee of the firm, number of years with the firm, key qualifications, education, experience and languages known) Previous experience of the firm in similar types of assignments completed during last 5 years (please indicate name of assignment, name/address of employer, date of award of assignment, date of completion of assignment, value of the assignment and role of your firm viz. prime consultant, sub-consultant, consortium member etc.) Part B COMMERCIAL PROPOSAL (Format Enclosed As Annexure 1) Forms the Integral part of this RFQ All quoted prices should remain valid for a period of at least 180 days from the date of the offer and should be only in Indian Rupees (INR). Page 3 of 6
Prices payable to the Bidder as stated in the Proposal shall be firm and not subject to adjustment during performance of the Contract, irrespective of reasons whatsoever, including exchange rate fluctuations, changes in taxes, duties, levies, charges, etc. Please note that IPE Global Policy places the burden of exchange rate fluctuations on the Bidder, who will be expected to absorb the impact of these within their proposal. Your Commercial Proposal should be structured in 3 Sections. i. Section 1 Pricing, using the below mentioned Annexure 1 on a Fees and Expenses basis ii. Section 2 iii. Section 3 A list of the names and designation of all nominated personnel proposed to work on this project Matters not appropriate in any other appendix, e.g. your service tax registration number (for Indian companies only), your turnover and net profit for last financial year (attach Copy of latest balance sheet and profit & loss account), Commercial aspects of joint venture company (if applicable), parent company guarantees (if applicable). 9. PACKAGING AND DELIVERY OF PROPOSALS: Part A Technical Proposal and Part B Commercial Proposal must be filed as separate documents and emailed as 02 (two) separate documents to enable evaluation, Technical and Commercial independently. Please do not include any price information in Part A. The Part B Commercial Proposal should be password protected. Bidder s, who qualify the Technical Evaluation, will be asked for the password to access the Commercial Proposal. These 02 (two) documents should be clearly named as PART A TECHNICAL PROPOSAL and PART B COMMERCIAL PROPOSAL. If the Technical Proposal and Commercial Proposal are not submitted as separate documents, the proposal will be rejected. Then the subject of the email should be clearly labelled with the RFQ reference number i.e. RFQ No.: IPE- USAID_PAHAL-2017 (RFQ) 002 and should be emailed by 18:00 hours, April 25, 2017. IPE Global may, in its absolute discretion, seek clarification or material from any of the Bidder s after the RFP closes and all such information and material provided must be taken to form part of that Bidder s response. IPE Global may, in its absolute discretion, engage in discussion or negotiation with any Bidder (or simultaneously with more than one Bidder) after the RFP closes to improve or clarify any response. The Company accepts no responsibility for the premature opening of any incorrectly marked Proposals or any delay. 10. GOVERNMENT TAX: Proposals are responsible for establishing the status of the Services for purpose of any government tax applicable in India. Any applicable taxes should be included in ANNEXURE 1 separately. 11. RIGHT TO CANCEL, CLARIFY OR VARY THE PROCESS IPE Global shall not be committed to any course of action as a result of: Page 4 of 6
a) issuing this RFQ or any invitation to participate in this procurement exercise; b) communicating with a Bidder or a Bidder s representatives in respect of this procurement exercise; or c) any other communication between IPE Global (whether directly or by its agents or representatives) and any other party. By taking part in this competitive exercise, Bidders accept that IPE Global shall not be bound to accept any Proposal and reserves the right not to conclude a Contract for some or all of the services for which quotations are invited. IPE Global reserves the right to amend, add to or withdraw all or any part of this RFQ at any time during the procurement exercise. 12. COST OF THE RFQ Bidders will remain responsible for all costs and expenses incurred by them, their staff, and their advisors or by any third party acting under their instructions in connection with this RFQ. This will be regardless of whether such costs arise as a result of any direct or indirect amendments made to this RFQ by IPE Global at any time. For the avoidance of doubt, IPE Global shall have no liability whatsoever to Respondents for the costs of any amendments, changes, discussions or communications. 13. DISCLAIMERS: Whilst the information and supporting documents/any Information provided in this RFQ have been prepared in good faith, it does not purport to be comprehensive. Neither IPE Global, nor their advisors, respective directors, officers, members, partners, employees, other staff or agents: a) makes any representation or warranty (express or implied) as to the accuracy, reasonableness or completeness of the RFQ; or b) accepts any responsibility for the information contained in the RFQ or for the fairness, accuracy or completeness of that information, nor shall any of them be liable for any loss or damage (other than in respect of deceit or fraudulent misrepresentation) arising as a result of reliance on such information or any subsequent communication. c) Any persons considering making a decision to enter into contractual relationships with IPE Global Limited following receipt of the RFQ should make their own independent assessment of IPE Global Limited and its requirements, and should seek their own professional financial and legal advice. For the avoidance of doubt the provision of clarification or further information in relation to the RFQ or any other associated documents is only authorised to be provided by the Authorized named in the RFQ covering letter. This RFQ and any dispute arising from it shall be governed by the laws of India. Page 5 of 6
FORMAT FOR APPLICATION ANNEXURE 1 The agency is requested to submit proposal (separate Technical and Financial proposal) for the consultancy by 18:00 hours of April 25, 2017 to procurement@ipeglobal.com. The outline should be in the following format Profile of the firm Profile of the Team for the assignment Experience in financial / investment transactions, especially private equity/venture capital, project finance, structured debt and loan transactions for unlisted companies. Experience of working in the healthcare industry Experience in structuring of funds or investment pools. Experience with social venture or Impact Investment Funds. Competency to provide legal advisory on tax matters The financial quotation should mention both Retainer based as well as Deliverable/Time based fee quotes. The quotation can be in the following format A. Professional Fee: S. No. Description Amount in INR 1. Professional Fees (Rates) 2. Cost of other items (if any) Taxes (if any) Total in INR (A) B. Expenses (to be paid on Actual): S. No. Description Unit Rate Amount in INR 1. 2. Total in INR (B) Summary Description Amount Professional Fee (A) Expenses (B) Total In INR C = (A+B) Tax (if Any) D Total With Taxes E = (C+D) Page 6 of 6