PUBLIC CALL for submission of applications for the establishment of a joint stock company for the construction and financing of a new heating plant of TOPLANA

Date: Monday, April 3, 2017
Category: News
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The City Assembly of Banja Luka pursuant to the Decision number 07-013-160/17 which was adopted at its eight session, held on 15.03.2017, announces the following:

 

 

PUBLIC CALL

 

For submission of applications for the establishment of a joint stock company for the construction and financing of a new heating plant of TOPLANA.

 

All interested domestic or foreign legal entities and/or individuals (hereinafter referred to as: the Potential Partner) are being invited to submit their applications for participation in the process of the selection of a partner (hereinafter referred to as: the Partner) for the establishment of a joint stock company for production, distribution and collection of payments for heating energy in the territory of the city of Banja Luka

 

Method of establishment of the joint company

 

A method of establishment of the joint stock company shall be in accordance with the Law on Companies (Official Gazette of the Republic of Srpska number 127/08, 58/09, 100/11 and 67/13) where the City of Banja Luka would be owner of up to 49% of the equity of the joint stock company while the Partner selected by the City of Banja Luka would own remaining 51% or more of the company’s equity.

 

The City of Banja Luka would contribute to the equity of the company’s assets and rights in the form of transferring of the right to build on the land, at the cadastral plot 503/2, registered in the Land Registry File under number 3641 of the cadastral municipality Banja Luka, while in accordance to the new survey it is the cadastral plot number 1891/1 and  in the Possession List it is registered under number 922 of the cadastral municipality of Banja Luka 6, with the total surface of 10,930 m2, and in addition would invest a cash deposit in the amount of up to 49% of the total investment in the project, where the same will be an integral part of the contract on establishment of the joint stock company (hereinafter: the Contract), while the Partner would have to invest the remaining amount of 51% or more, in the form of assets, rights and financial resources. The Contract shall define the requirements, manner and limitations of the above mentioned investments, the requirements, manner and limitations in terms of additional investments by the City of Banja Luka and the Partner, as well as requirements and limitations in terms of management and decision making in relation to the joint stock company.

 

Production, distribution, collection of payments for the provision of thermal energy and business improvement
For the purposes of this Public Call, under the production of thermal energy is understood
design, construction and commissioning of a new Heating Plant working on the basis of wood biomass with the power of minimum 49 MW for the needs of the district heating system of the City of Banja Luka, with the Preliminary Design which compose an integral part of the bid.
Also, for purposes of this Public Call, the distribution and collection of payments would include
managing the delivery of thermal energy, heating system maintenance and collection of
payments for the services conducted by the professional management of the Partner with confirmed experience in this activity.
For the purposes of this Public Call, the term of improvement of business would include drafting the Business Plan that will explain the method and strategy of the business improvement in accordance with the parameters of this Public Call.

 

Procedure of selection of the Partner and fulfilment of the qualification requirements
The right to file an application shall have all interested parties who have signed a Declaration on Confidentiality and who meet the following qualification requirements:

 

  1. If the Potential Partner is a legal entity, then that the same has not been in
    criminal procedure sentenced by a final judgment for criminal offenses of organized
    crime, corruption, fraud or money laundering, in accordance with the regulations in force in Bosnia and Herzegovina or regulations of the country in which it is registered;

 

  1. That the Potential Partner, as a legal entity registered with the authorities in Bosnia and Herzegovina, has fulfilled obligations relating to the payment of pension, disability insurance and health insurance, in accordance with the regulations in force in Bosnia and Herzegovina or regulations of the country in which it is registered;

 

  1. That the Potential Partner has fulfilled obligations relating to the payment of direct and
    indirect taxes, in accordance with the regulations in force in Bosnia and Herzegovina or regulations of the country in which it is registered;

 

  1. That the Potential Partner is not bankrupt or the subject of bankruptcy proceedings, except in case of existence of a valid decision confirming the bankruptcy plan, or that is not the subject of liquidation proceedings i.e. in the process of suspension of business activities, in accordance with the applicable regulations in Bosnia and Herzegovina or regulations of the country in which it is registered;

 

  1. That the Potential Partner and / or authorized subcontractors together accomplished
    operating income in the previous financial year in the amount of at least 30 million BAM;

 

  1. That the Potential Partner has experience, or legal, financial and business
    capacity pertaining to the Public Call;

 

  1. That the Potential Partner possesses human resources capacity as well as experience necessary for the implementation of activities defined by this Public Call.

 

The application shall be submitted by the Potential Partner, who must meet the above and other conditions according to the Public Call, alone or with authorized contractors.

Authorized subcontractor implies Authorization of the subcontractor certified by the text of
authorization from the Public Call by subcontractors that the Potential Partner shall engage for the realization of this Public Call.

 

Evidences of compliance with the qualification requirements

 

Potential Partners should submit proper evidences of compliance with the qualification requirements as follows:

 

Requirement

Evidence

 

  1. A.     Legal capacity
 

  1. A  certificate of the competent court proving that in the criminal proceedings was not rendered a final judgment with a sentence of criminal offense related to participation  in a criminal organization, corruption, fraud or money laundering;

 

  1. A certificate of the competent institution confirming that the
    Potential Partner has settled all liabilities, which are related to contributions for pension, disability insurance and health insurance;

 

  1. A certificates of the competent institutions confirming that the Potential Partner has settled all liabilities in connection with the payment of direct and indirect taxes;

 

  1. A certificate of the competent court or administrative authority where the Potential Partner was registered confirming that the same is not bankrupt, nor is the subject of bankruptcy proceedings,  then that the Potential Partner  is not the subject of liquidation proceedings i.e. that the Potential Partner ‘s business activities are not suspended.

 

 

  1. B.      Financial capacity
 

  1. Financial report of the Potential Partner and / or authorized subcontractors for the cumulatively realized business income in the previous year of at least 30 million BAM;

 

  1. Bank guarantee proving the seriousness of the bid in the amount of 1% of the tender value, but not less than 300,000.00 BAM.

 

 

  1. C.      Human resources capacity
 

  1. Evidence that the same has personnel capacity and experience in the field of operations defined by this Public Call of not less than three (3) years. The evidence has to be accompanied with resumes (CVs) of the personnel clearly showing the necessary experience in the aforementioned jobs not less than three years (3), following this Public Call;

 

  1. Evidence of the Potential Partner and / or the authorized subcontractor that possess adequate involvement of the person/s with appropriate license and references, certified by the competent public authorities / acting public authority, and other accrediting documents of the competent authorities of the Republic of Srpska (Bosnia and Herzegovina) required to under the Law on the Spatial Organization and Construction as conditions for realization of the project from the Public Call.

 

 

  1. D.     Business capacity
 

  1. Evidence of registration in the professional or
    other registers of the country in which they are registered, where the same are related to the performance of professional activity stated in this Public Call;

 

  1. Reference list of the project in relation to all matters
    defined by this Public Call, which qualifies the same as the
    Potential Partner;

 

  1. Evidence of the Potential Partner and / or the authorized subcontractor that possess the appropriate licenses and other accrediting documents issued by the competent authorities of the Republic of Srpska (Bosnia and Herzegovina) required to under the Law on the Spatial Organization and Construction as conditions for realization of the project from the Public Call;

 

  1. Evidence of the Potential Partner and / or authorized subcontractors that the  equipment and plants which are the subject of the bid related to the Public Call possess the adequate licenses and / or the appropriate accrediting documents issued by the competent authorities of the Republic of Srpska (Bosnia and Herzegovina) necessary according  to applicable legislation and standards;

 

  1. A Declaration under penalty of perjury that the Potential Partner has experience in performing the tasks pertaining to the Public Call;

 

  1. A Declaration of the applicant/Potential Partner that the same accepts to take all measures related to the environmental protection as well as energy efficiency measures in the course of works.

Top of Form

Bottom of Form

 

 

A Potential Partner whose documentation does not meet these qualification requirements shall not be taken into further consideration.

 

Certificates issued by the competent authorities have to be delivered in its original or copies verified by the competent authorities /executor of public authority/ along with proper form of legalization depending on the jurisdiction in which the respective document was made or issued, and the documentation submitted by the Partner shall be submitted in its original form or a certified copy by the Partner.

All documents shall be submitted in one of the official languages ​​in Bosnia and Herzegovina,
or translated into an official language by a certified court interpreter.

 

A Potential Partner whose documentation does not meet the formal requirements shall not be taken into further consideration.

 

The application and attached documents shall not be returned to the applicant.
A Potential Partner must meet all of the above and other requirements stated in the Public Call, alone or with authorized subcontractors.

Authorized subcontractor implies Authorization of the subcontractor certified by the text of
authorization from the Public Call by subcontractors that the Potential Partner shall engage for the realization of this Public Call.

 

Applications that do not meet cumulatively all the requirements stipulated in the Public Call shall not be taken into consideration.

 

Elements for assessment of Bids/proposals

 

Potential partners who in the opinion of the Selection Committee meet qualification requirements of the Public Call should submit their applications/bids with the following content:

 

Elements of the Bid

Documentation required from the Potential Partner:

 

A. Financial part of the Bid

 

  1. Financial part of the bid, signed by the authorized person, understands the amount of investment in the construction of Heating Plant working on the wood biomass (wood chippings), i.e. investment to the equity of the joint stock company, as well as the manner and the dynamics of funding.

 

 

B. Business Plan for the period of 10 years

 

  1. Business Plan must anticipate construction plan for the Heating Plant working on the wood biomass  with the minimum power of 49 MW, or more, with the possibility of reserves which will enable potential increase of the capacity considering the growing consumption by consumers in  Banja Luka;

 

  1. In the logistics segment of the Business Plan
    should be included a detailed elaboration of the procurement plan, transport, storage and management with reliable data related to the wood biomass in the Republic of Srpska, Bosnia and Herzegovina;

 

  1. Business Plan should explain improvement
    services to citizens, economy and institutions of the
    Republic of Srpska and Bosnia and Herzegovina in Banja
    Luka with the aim of better quality services, collection of payments  and achievement of higher profit  using the legal, technical and marketing methods validated with  experiences in this field;

 

  1. Business plan should include all necessary resources
    (material, human and financial) for its implementation and consider the potential effect of applying to future economic position of the joint stock company;

 

  1. Business plan should be signed by the authorized person.

 

 

C. Design, construction and commissioning of Heating on wood biomass

 

  1. In accordance with the regulatory plan the land designated as the cadastral plot 503/2, registered in the Land Registry File no. 3641, cadastral municipality Banja Luka, which in a new survey refers to as the cadastral plot no. 1891/1 registered in the Possession List  no. 922, cadastral municipality Banja Luka 6, with the total surface of 10,930 m2 on which was planned construction of the Heating Plant working on wood biomass, it is necessary to submit a Preliminary Design with the foreseen technology by potential partners (layout, necessary cross-sections and the like.);

 

  1. A technical description should define the equipment and specify overall power which the Potential Partner included in its bid. Technical and economical parameters of the system work with an emphasis on minimum permitted calorific value and the maximum moisture content of biomass;

 

  1. Design, this Public Call includes the development project for building permit, preparation and realization of technical acceptance and project development of built drawings, where it is necessary to submit the dynamic plan with deadlines;

 

  1. The construction and commissioning of the Heating Plant on wood biomass in so called system of “turn-key” should be defined through a dynamic plan and timeline for construction,
    and subsequent investment projects related to the installation and the maintenance of the heating system.

 

City of Banja Luka shall not give any guaranties or security funds to the Potential Partners who, according to the assessment of the Selection Committee, have met the qualification requirements.

 

City of Banja Luka expects that in the course of operations of the new company shall be increased the quality level of heating comparing to existing in order to achieve 24 hours heating regime.

 

Potential Partners fulfilling the requirements, according to the assessment of the Selection Commission, are expected to take over a certain number of employees of “Toplana” a.d. Banja Luka and the same have to be stated in the Business Plan.

 

Applications that do not meet all prescribed elements stipulated in the Public Call shall not be taken into consideration.

 

City of Banja Luka has the right to seek further clarifications from the Potential Partner who, according to the assessment of the Selection Committee, have met the qualification requirements

 

The Selection Committee shall separately score each of the elements stated in the application/Bid, and therefore shall select a partner who receives the highest number of points.

 

Points will be awarded as follows:

 

 

Elements of the Bid

 

Maximum number of points

 

А. Financial Bid – The total amount of investment of the Partner (the lowest price, or % of ownership of the City of  Banja Luka)

 

40

 

B. Business Plan for the period of 10 years- The number of workers and projected profit.

 

10

 

D. Design Plan, Construction Plan and Plan of Commissioning of heating working on the basis of wood biomass

- Preliminary Design and terms of design (Technology, power and exploitation)
- The construction period (Pan of Dynamics).

 

 

20

30

 

The Selection Committee shall analyse all applications and considering each of their elements shall propose to the Mayor, and on the basis of that proposal the Mayor shall propose to the City Assembly to make decision on the selection of the Partner as well as the draft Contract establishing a joint stock company, in order to construct a new Heating Plant working on the basis of wood biomass and management of the heating systems of the City Banja Luka.

After making the decision related to the selection of the Partner, a Contract on the establishment of a joint stock company for the construction of a new Heating Plant working on the basis of wood biomass  and heating systems and management of the heating systems of the City Banja Luka shall be signed and the same would regulate the mutual rights, obligations and responsibilities of the parties and in particular: dynamics of investing,  and dynamics of construction, manner of the joint company management, additional founding contributions and the like.

Submitting applications

 

The Public Call upon publication in the media (website of the City of Banja Luka and one daily newspaper distributed on the territory of Bosnia and Herzegovina) shall be opened for 21 days.
The application and supporting documents shall be submitted in a single copy, in one of the languages of constituent peoples of Bosnia and Herzegovina, i.e. translated into one of the official languages by a certified court interpreter in the original or certified copy.
The application with supporting documentation shall be submitted in writing, in a sealed
envelope with the note:  “Javni poziv za podnošenje prijava radi osnivanja zejedničkog privrednog društva radi izgradnje I finansiranja novog postrojenja Toplane, N/R predsjednika Konkursne komisije” (The Public Call for submission of applications for the establishment of the joint stock company for the construction and financing of a new Heating Plant, Att. President of the Selection Committee).

 

Applications must be submitted by mail or personal delivery at the mail reception desk of the
City of Banja Luka, Trg srpskih vladara 1, 78000 Banja Luka.
On the back of envelopes it is required to write the name and address of the bidder and contact
phone number.

 

Disclaimer of Liability

 

City of Banja Luka reserves the right to suspend the proceedings of the Public Call, as well as to change and amend elements of this Public Call and does not bear any responsibility for any
costs or damages that such suspension or changes may cause to any Bidder,
selected strategic partner or third party.
Questions and additional clarifications
For any questions related to this Public Call, the interested parties should contact the Selection Committee, in Serbian or English, by e-mail

gradonacelnik@banjaluka.rs.ba
City of Banja Luka /Selection Committee reserves the right to seek additional clarifications and
documentation from potential partners.

 

Other information relevant to the implementation process

 

The documentation which does not meet the formal requirements shall not be taken into consideration, while the application and accompanying documentation shall not be returned to the applicant.

 

According to the decision of the Mayor of Banja Luka was established a special body (Selection Committee) which will estimate the fulfilment of all the conditions from the Public Call, and suggest the decision on the selection of potential partners.

 

Obligations and the process of restructuring the existing Heating Plant shall be taken over by the City, as well as ensuring the continuity of the heating in the current situation until the commissioning of new plant as well as its future use.

 

Providing the route of the heating water-line to the point of network connection as well as the use of existing heating network shall be responsibility of the City of Banja Luka.
Providing the route of electro-power-line to the point of network connection to the substation of “Elektrokrajina” as well as connecting to the utility infrastructure shall be responsibility of the City of Banja Luka.
It is not anticipated to change the price of delivery of thermal energy to the consumers in relation the current and to the same in the coming period, on the basis of the Law on Utility Services, the City Assembly gives its consent.
City of Banja Luka retains the right to hire external consultants / experts for the issues of technical, legal and financial nature and all in relation to the implementation of the entire process of construction of the plant on wood biomass.

One Potential Partner may submit only one Bid and it is not allowed to submit alternative bids.

 

SELECTION COMMITTEE

PRESIDENT

 

 

——————————————————————————————————————————-

 

 

 

 

DECLARATION OF CONFIDENTIALITY

In line with the Public Call published _______ on the website of the City of Banja Luka (hereinafter referred to as the “Public Call“), _____________as an authorized  representative  ______________ (hereinafter referred to as the “Potential Partner“), states that:
•  Shall treat all data available to him/her in connection with ____________ (hereinafter
referred to as the “Data”) as confidential, except for those data that are publicly available;
•  Shall use data exclusively for the purposes of preparation and submission of the application and the bid in accordance with the Public Call, i.e. that shall not use it to achieve personal or others’ interests or for other purposes that are not regulated under the Public Call;
• Shall not disclose data to persons who did not sign the appropriate Declaration of Confidentiality, without a prior explicit written consent of the City of Banja Luka, except those data that are publicly available;
•  Shall be responsible before the City of Banja Luka to disregard the commitments undertaken with this Declaration, in accordance with the applicable laws of the Republic of Srpska.

In Banja Luka, _______ 2017