Global Invitation for Expression of Interest G1.pdfGlobal Invitation for Expression of Interest ......

Global Invitation for Expression of Interest For

Formation of a Joint Venture Company with Hindustan Salts Limited

for Solution Mining and Production of 300,000 TPA Vacuum Salt at

Mandi, Himachal Pradesh, India

EOI No. 01/2015

Date for pre-Application

(EOI) submission meeting

10.08.2015

Delhi

Last date of submission of

Application (EOI)

[Application Due Date]

Up to 1500 Hrs on 31.08.2015

Office of the General Manager (Commercial),

Hindustan Salts Limited

B-427, Pradhan Marg, Malviya Nagar,

Jaipur-302017, India

Date of opening of

Application (EOI)

At 1530 Hrs on 31.08. 2015


B-427, Pradhan Marg, Malviya Nagar, Jaipur-

302017, India

Application Processing Fee Rs. 2,000 (Rupees two thousand only)

EMD NIL


(A Government of India Enterprise)

B-427, Pradhan Marg, Malviya Nagar, Jaipur – 302017 (Rajasthan)

Tel: 0141-252 3728 / Fax: 0141-252 1998

Email: [email protected] website: www.indiansalt.com

`

Invitation for Expression of Interest 2

Contents

1. Introduction .................................................................................................................................... 4

1.1. Background ............................................................................................................................. 4

1.2. Invitation for Expression of Interest ....................................................................................... 4

1.3. JV structure and scope of JV partner ...................................................................................... 6

1.4. Prequalification criteria for selection of JV partner ................................................................ 7

1.5. JV partner selection process ................................................................................................... 7

1.6. Schedule of Bidding Process ................................................................................................. 12

1.7. Pre-offer submission meeting ............................................................................................... 12

2. Instructions to Applicants ............................................................................................................. 14

2.1. Preparation, Submission and Opening of proposals ............................................................. 14

A. Checklist ................................................................................................................................ 14

B. Language ............................................................................................................................... 14

C. Format and signing of Application ........................................................................................ 14

D. Sealing and Marking of Applications ..................................................................................... 15

E. Modifications/ substitution/ withdrawal of Applications: .................................................... 15

F. Bid Processing Fee ................................................................................................................ 16

G. Opening of EOI ...................................................................................................................... 16

2.2. Tests of responsiveness ........................................................................................................ 16

2.3. Requests for clarification ...................................................................................................... 17

2.4. Right to accept or reject any or all Applications/ Bids .......................................................... 17

2.5. Confidentiality ....................................................................................................................... 18

2.6. Proprietary data .................................................................................................................... 18

2.7. Number of Applications and costs thereof ........................................................................... 18

2.8. Acknowledgement by Applicant ........................................................................................... 19

2.9. Governing Laws/Jurisdiction/Arbitration .............................................................................. 19

2.10. Short-listing of Applicants ................................................................................................. 19

3. Fraud and Corrupt Practices ......................................................................................................... 20

4. Miscellaneous ............................................................................................................................... 22

Annexure 1: Project Outline .................................................................... Error! Bookmark not defined.

4.2. Background .............................................................................. Error! Bookmark not defined.

4.3. Project Concept ........................................................................ Error! Bookmark not defined.

A. Location and details of land ..................................................... Error! Bookmark not defined.

B. Details of mine and reserve ..................................................... Error! Bookmark not defined.

`


C. Quality ...................................................................................... Error! Bookmark not defined.

Appendix I: Format for Preparation of EOI Document ......................................................................... 23

Form I: Cover Letter .......................................................................................................................... 23

Form II: Information Template to be filled in by prospective JV partner ......................................... 24

Form III: Litigation Impact Statement [on the letter head of the applicant] .................................... 27

APPENDIX-II: Power of Attorney for signing of Application .................................................................. 28

APPENDIX-III: Power of Attorney for Lead Member of Consortium ..................................................... 30

Appendix IV: Declaration ...................................................................................................................... 32

Appendix V: Joint Bidding Agreement in case of Consortium Proposal ............................................... 33

`


1. Introduction

1.1. Background

1.1.1. Hindustan Salts Limited (HSL) was incorporated on 12th

of April, 1958 as a Company

fully owned by the Government of India to take over the salt sources at Sambhar,

Didwana and Kharaghoda earlier managed by the Salt Department, Government of

India. HSL is the only Central Government Public Sector undertaking engaged in

manufacturing of salt. The Company has major salt production works measuring

23,000 acres of land at Kharaghoda in Surendernagar District of Gujarat. Sambhar

Salt Limited (SSL), subsidiary of HSL, has over 90 square miles of production area at

Sambhar and Nawa in Rajasthan. Besides, the Company has rock salt reserves in

Mandi, Himachal Pradesh.

1.1.2. Both the companies have infrastructure in place for production of wide variety of

high quality salt. Besides selling iodised salt for human consumption, HSL and SSL

produce high quality salt for Chlor-Alkali, Textile, Soap & Detergent, Leather and

Power industries. Beside Common Salt, Liquid Bromine is produced at Kharaghoda

Unit which is supplied to Pesticides, Pharmaceuticals, Fire Safety, Dyes and Pigment

industries.

1.2. Project Outline

1.2.1. The salt formations in the Shiwalic Range between Mandi and Jogindarnagar in

Himachal Pradesh are one of two known deposits of rock salt in India, the other

being located near Bikaner in Rajasthan. At three locations in Himachal Pradesh the

salt reaches near to the surface: Drang and Maigal near Mandi and at Gumma

further north. At these locations mines have been operated or salt was evaporated

from brine springs in the past.

1.2.2. In the late 1980s, Sulzer Escher Wyss of Switzerland prepared a detail project report

examining the feasibility of production of 66,000 tonne/annum of edible salt. The

proposal was based on solution mining and thermo-compression technology. The

report showed that vacuum salt production at this location would be viable. In the

Drang area, the Geological Wing of Department of Industries, Government of

Himachal Pradesh, carried out exploratory work that forms the basis of the solution

mining project. Further, in 2006, a Detail Project Report concerning “Solution Mining

of Rock Salt Deposits at Mandi” was prepared by Zurich based Sedivy & Co, Salt

Partners which suggested solution mining and vacuum salt production.

1.2.3. HSL has rock salt mines as Drang and Guma, near Mandi, Himachal Pradesh. Total

proven salt deposits at Drang contiguous to the mines of HSL are estimated at more

`


than 100 million tonnes of salt1 including the mines belonging to Government of

Himachal Pradesh, which are under process of taking over by HSL.

1.2.4. North India is a major market of salt in India with demand of industrial salt estimated

at 1 million tonne per annum and that of edible salt at 1.6 million tonne per annum2.

Currently, demand of industrial as well as edible salt is largely met by sea water salt

produced in Gujarat and lake salt produced in Rajasthan. Mine and the plant location

for the proposed project being closer compared to current sources, has immense

strategic importance for supply of salt to North Indian market.

1.2.5. In order to tap this opportunity, with the support of the Department of Heavy

Industries, Government of India, Hindustan Salts Limited intends to develop the salt

deposit into a major industrial unit using modern technologies such as solution

mining and thermo-compression for production of salt. HSL proposes to set up a

Solution Mining and 300,000 TPA3 Vacuum Salt Production Project (“The Project”).

1.2.6. The salt work and mines are located over a 60 km stretch from Mandi to

Jogindernagar in Himachal Pradesh on the highway NH20. The solution mining

operation will be established in the area of the village Nagrota, approx. 1 - 2 km

north east of the present salt mine of HSL. Caverns will be established for the

purpose of solution mining; water for the project can be sourced from Beas river.

Saturated brine will be transported by a pipeline laid along the western side of the

Drang – Mandi road up to the salt plant site at Maigal, adjacent to the Neala village.

Alkalised condensate from the salt plant will be pumped through a second, parallel

pipeline back to the solution mining site. The pumping station will incorporate

gravity force recovery system. Alkalinity in both pipelines will allow the use of carbon

steel as the material of construction of the pipelines, eliminating the danger of

corrosion.

1.2.7. Salt evaporation / crystallisation plant, based on electric power driven, mechanical

vapour recompression (MVR) technology having a capacity of 300,000 TPA of salt,

will be established at Maigal where a flat land is available. The plant will include

storage of brine, alkalisation chemicals, salt drying and packaging plant, covered

industrial salt storage, utilities and off-sites. The plant will draw power from the

Mandi substation. Salt will be transported by road. The indicative project cost is

estimated at about Rs 200-300 crore. The assessment of actual costs, however, will

have to be made by the Bidders. The project is envisaged to fund by a mix of debt

and equity in 60:40 ratio and is estimated to fetch attractive return on investments.

1 Source: “Detailed Project Report concerning Solution Mining of Rock Salt Deposits at Mandi” by Sedivy &

Company, Salt Partners, Zurich 2 Source: Annual Report 2012-13 of Salt Department, Government of India. North India includes Delhi, Haryana,

Himachal Pradesh, Jammu & Kashmir, Punjab, Rajasthan, Uttar Pradesh and Uttarakhand. 3 Tonne per Annum

`


1.2.8. The project is intended to be implemented and operated by a Joint Venture (JV)

between Hindustan Salts Limited and a suitable partner.

1.3. Invitation for Expression of Interest

1.3.1. Hindustan Salts Limited (HSL) is hereby inviting Expression of Interest (EOI) for

“Formation of a Joint Venture Company (JV Company) with Hindustan Salts Limited

for Solution Mining and Production of 300,000 TPA Vacuum Salt at Mandi, Himachal

Pradesh, India”. Eligible and interested parties are requested to go through the

document and respond within stipulated deadline.

1.4. Joint Venture structure and scope of Joint Venture partner

1.4.1. It is proposed that a Joint Venture Company (JV Company) will be formed by HSL

with the selected Joint Venture Partner (JV partner). HSL will have a shareholding in

the JV Company with representative Directors on the Board of the JV Company. The

shareholding of HSL in the JV Company and cash-less shareholding in lieu of right to

use land and mine for the Project shall be communicated as part of the Bidding

Documents.

1.4.2. The scope of JV partner will be as follows:

a) To conduct detailed technical and financial feasibility of the project

b) To obtain all statutory approvals and clearances required for project execution

and operations, with support/facilitation from HSL. HSL will provide right to use

their mines to the JV Company.

c) To achieve financial closure of the project for project execution and operations

d) To complete project development, procurement, construction, commissioning

and commencement of mining operations and vacuum salt production

e) Production and marketing of vacuum salt

f) To comply with all statutory and regulatory requirements

1.4.3. JV partner will be required to achieve financial closure within six months of

formation of the JV Company and start project work within one year of the

formation of the JV Company. In case of delay in project execution, HSL reserves

right to seek reasons for such delay and if not satisfied with the reasons, HSL shall

reserve the right to terminate the Joint Venture.

1.4.4. HSL has approached Himachal Pradesh Government for mining lease for rock-salt

mines owned by Himachal Pradesh Government which is contiguous to the mines of

HSL. The JV Company will have to pay royalty on rock salt mining to the State

Government as per the prevailing rate (currently, 10% of sale price on ad valorem

`


basis4). Besides this the JV Company will have to pay all direct, indirect taxes and

other statutory levies.

1.4.5. The JV partner shall covenant that it will not transfer, assign, dispose of, pledge,

charge or create any lien or in any way Encumber their shareholdings in the JV

Company, in favour of any person/firm/company/corporation, without the prior

written approval of HSL.

1.4.6. Any action with respect to various fundamental issues (to be defined at the

agreement stage, covering project related matters, company affairs, financial

matters, management matters, share capital, property, etc.) shall require affirmative

concurring vote of HSL in any general meeting of shareholders and/or the

concurrence of the Nominee Director of HSL or HSL at any meeting of the Board of

Directors or Committee thereof as the case may be.

1.5. JV partner selection process

1.5.1. HSL has adopted a two-stage process (collectively referred to as the “Bidding

Process”) for selection of the suitable partner for formation of Joint Venture to

execute the project. The first stage of the Bidding Process (the "Qualification Stage")

of the process involves qualification of interested parties / consortia who make an

“Application” in accordance with the provisions of this “Invitation for Expression of

Interest (EOI)” (the "Applicant", which expression shall, unless repugnant to the

context, include the Members of the Consortium). Parties meeting the “Pre-

qualification criteria” as defined subsequently in this document will be shortlisted

and will be eligible for participation in the second stage of the Bidding Process (the

"Bid Stage"). The eligible parties (the “Bidders”) will be issued a “Request for

Proposal (RFP)” and other documents to be provided by HSL (collectively the

"Bidding Documents"), based on which they need to submit response to RFP (the

“bids”).

1.5.2. During the Bid Stage, Bidders are invited to examine the project in greater detail, and

to carry out, at their cost, such studies as may be required for submitting their

respective bids for formation of JV with HSL. All Bidders before submission of the

bids will be provided with following opportunities:

a) Conduct technical and financial due diligence of the project,

b) Hold further discussions with the senior management of HSL, and

c) Undertake site visit

1.5.3. The JV partner shall be selected based on the bids submitted by the eligible Bidders.

Following will be the bidding and selection process:

4 Source: Ministry of Mines, Government of India. The Bidder needs to check the prevailing rate before

bidding.

`


a) The JV partner will have to pay an “Annual Facilitation Fee (an amount in

Rupees (INR) for every tonne of vacuum salt produced)” to HSL every year from

the first year of commercial operations, over and above the Reserve Price to be

fixed by HSL.

b) The “Reserve Price” is defined as the minimum Annual Facilitation Fee (an

amount in Rupees (INR) for every tonne of vacuum salt produced) to be paid by

the Joint Venture Company to HSL. Reserve Price for the first year of commercial

operations of the Joint Venture Company shall be communicated as part of the

Bidding Documents.

c) Annual escalation in the Facilitation Fee on cumulative basis will become

applicable after completion of first year of commercial operations, the rate of

which shall be communicated by HSL in the Bidding document.

d) The Bidder will have to quote the Annual Facilitation Fee above the Reserve Price

fixed by HSL. Any Bidder quoting Annual Facilitation fee lower than the Reserve

Price shall be summarily rejected.

e) The eligible Bidder quoting the highest Annual Facilitation Fee (“Highest Bidder”)

shall be selected for formation of Joint Venture Company with HSL and

implementation of the project.

1.5.4. The remaining Bidders shall be kept in reserve and may, in accordance with the

process specified in the RFP, be invited to match the bid submitted by the Highest

Bidder in case such Highest Bidder withdraws or is not selected for any reason. In the

event that none of the other Bidders match the bid of the Highest Bidder, HSL may,

at its discretion, invite fresh bids from the remaining Bidders or annul the bidding

process, as the case may be.

1.5.5. The Highest Bidder, who is either a company incorporated under the Companies Act,

1956 or the Companies Act, 2013 or undertakes to incorporate as such prior to

execution of the Joint Venture agreement shall be responsible for project

development, procurement, construction, commissioning and commencement of

mining operations and vacuum salt production in the Joint Venture Company under

and in accordance with the provisions of a Joint Venture agreement to be entered

into between the Highest Bidder and HSL in the form that will provided by HSL as

part of the Bidding Documents.

1.6. Pre-qualification criteria for selection of JV partner

1.6.1. The Applicant for pre-qualification may be a single entity or a group of entities (the

“Consortium”), coming together to implement the Project. However, no applicant

applying individually or as a member of a Consortium, as the case may be, can be

member of another Applicant. The term Applicant used herein would apply to both a

single entity and a Consortium.

`


1.6.2. An Applicant may be a private entity, a foreign company, government-owned entity

or any combination of them with a formal intent to enter into an agreement or

under an existing agreement to form a Consortium. A Consortium can have a

maximum of three entities. A Consortium shall be eligible for consideration subject

to the conditions set out in Clause 1.6.7 below.

1.6.3. The Applicant (including Members of the Consortium) shall be incorporated in India

under the Companies Act 1956 or the Companies Act 2013 or such relevant Act in

foreign countries.

1.6.4. Technical capacity: The Applicant / Leader of the Consortium should be a

manufacturer of salt or manufacturer of chemicals or a manufacturing and

marketing company of Fast Moving Consumer Goods (FMCG).

1.6.5. Financial capacity: For demonstrating the financial strength, the Applicant shall fulfil

the following financial criteria (For evaluating financial capacity, the parameters of

only lead member shall be considered):

a) The Applicant shall have a Net Revenue of not less than Rs 150 crore in each of

the last three Financial Years.

b) The Applicant shall be making profits (Net Profit After Tax) in each of the

preceding three Financial Years.

c) The Applicant shall have a minimum Net-worth5 of Rs. 100 crore, as on

31.03.2015.

1.6.6. In case the Applicant is a Consortium, change in the composition of a Consortium will

not be permitted by HSL at any stage after submission of the Application.

1.6.7. In case the Applicant is a Consortium, it will be required to form an appropriate new

unencumbered Special Purpose Vehicle, incorporated under the Indian Companies

Act, 1956 or the Indian Companies Act, 2013 (the “SPV”), to form the Joint Venture

Company with HSL. In case the Applicant is a Consortium, it shall, in addition to

forming an SPV, comply with the following additional requirements:

a) Number of members in a consortium shall not exceed 3 (three);

b) Response to this EOI should contain the information required for each member

of the Consortium;

c) Members of the Consortium shall nominate one member as the lead member

(the “Lead Member”), who shall have an equity share holding of at least 50%

(Fifty per cent) of the paid up and subscribed equity of the SPV. The

nomination(s) shall be supported by a Power of Attorney, as per the format at

Appendix III, signed by all the other members of the Consortium;

5 Net Worth shall mean (Subscribed and Paid- up Equity + Reserves) less (Revaluation reserves + miscellaneous

expenditure not written off + reserves not available for distribution to equity shareholders)

`


d) An individual Applicant cannot be at the same time member of a Consortium

applying for pre-qualification. Further, a member of a particular Consortium

cannot be member of any other Consortium applying for pre-qualification;

e) Members of the Consortium shall enter into a binding Joint Bidding Agreement,

substantially in the form specified at Appendix-V (the “Joint Bidding

Agreement”), for the purpose of submitting a Bid in the event of being short-

listed. The Joint Bidding Agreement, to be submitted along with the Application,

shall, inter alia:

(i) convey the intent to form an SPV with shareholding/ ownership equity

commitment(s) in accordance with this Application, which would enter into

the Joint Venture Agreement and subsequently perform all the obligations of

the Consortium in terms of the Joint Venture Agreement, in case the

Consortium is selected to form the Joint Venture;

(ii) clearly outline the proposed roles and responsibilities, if any, of each

member;

(iii) commit the minimum equity stake to be held by each member;

(iv) commit that each of the members, whose experience will be evaluated for

the purposes of this EOI, shall subscribe to 10% (Ten per cent) or more of the

paid up and subscribed equity of the SPV

(v) commit that each such member shall covenant not to transfer, assign,

dispose of, pledge, charge or create any lien or in any way Encumber their

shareholdings in the SPV, in favour of any

person/firm/company/corporation, without the prior written approval of

HSL, for a period of 2 (two) years from the date of commercial operations of

the Joint Venture Company;

(vi) include a statement to the effect that all members of the Consortium shall

be liable jointly and severally for all obligations of the Joint Venture

Company until the commencement of commercial operations of the Joint

Venture Company is achieved in accordance with the Joint Venture

Agreement; and

f) except as provided under this Invitation for EOI there shall not be any

amendment to the Joint Bidding Agreement without the prior written consent of

HSL.

1.6.8. Any entity, which has been barred by the Central/ State Government, or any entity

controlled by it, from participating in any project, and the bar subsists as on the date

of Application, would not be eligible to submit the Application, either individually or

as member of a Consortium.

1.6.9. The Applicant including any Consortium Member or Associate should, in the last 3

(three) years, have neither failed to perform on any contract, as evidenced by

imposition of a penalty by an arbitral or judicial authority or a judicial

`


pronouncement or arbitration award against the Applicant (including Consortium

Members or Associates, as the case may be), nor has been expelled from any project

or contract by any public entity nor have had any contract terminated by any public

entity for breach by such Applicant (including Consortium Members or Associates).

1.6.10. For purposes of this Invitation for EOI and subsequent RFP, Associate means, in

relation to the Applicant/ Consortium Member, a person who controls, is controlled

by, or is under the common control with such Applicant/ Consortium Member (the

“Associate”). As used in this definition, the expression “control” means, with respect

to a person which is a company or corporation, the ownership, directly or indirectly,

of more than 50% (fifty per cent) of the voting shares of such person, and with

respect to a person which is not a company or corporation, the power to direct the

management and policies of such person by operation of law.

1.6.11. Notwithstanding anything to the contrary contained herein, in the event that the EOI

/ Bid submission due date falls within three months of the closing of the latest

financial year of an Applicant, it shall ignore such financial year for the purposes of

its submission and furnish all its information and certification with reference to the 3

(three) years or 1 (one) year, as the case may be, preceding its latest financial year.

For the avoidance of doubt, financial year shall, for the purposes of an Application

hereunder, mean the accounting year followed by the Applicant in the course of its

normal business.

1.6.12. For conversion of US Dollars to Rupees, the rate of conversion shall be Rupees [60

(sixty)] to a US Dollar. In case of any other currency, the same shall first be converted

to US Dollars as on the date 60 (sixty) days prior to the Application Due Date, and the

amount so derived in US Dollars shall be converted into Rupees at the aforesaid rate.

The conversion rate of such currencies shall be the daily representative exchange

rates published by the International Monetary Fund for the relevant date.

1.6.13. Applicants are advised that pre-qualification of Applicants will be entirely at the

discretion of HSL. Applicants will be deemed to have understood and agreed that no

explanation or justification on any aspect of the Bidding Process or selection will be

given.

1.6.14. Any information contained in the Application shall not in any way be construed as

binding on HSL, its agents, successors or assigns, but shall be binding against the

Applicant if the Project is subsequently awarded to it on the basis of such

information.

1.6.15. If any information furnished by the Applicant is found to be incomplete, or contained

in formats other than those specified herein, HSL may, in its sole discretion, exclude

the relevant information from assessment of the Eligibility of the Applicant.

`


1.7. Schedule of Bidding Process

1.7.1. HSL shall endeavour to adhere to the following schedule for the “Qualification

Stage”:

Event Description Date

Issue of Invitation of EOI 21.07.2015

Last date for receiving queries 07.08.2015

Pre-Application submission meeting 10.08.2015

Due Date for submission of Application (EOI)

[Application Due Date]

1500 Hrs

31.08.2015

Date of opening of Application (EOI) 1530 Hrs

31.08.2015

Announcement of list of eligible Bidders 30.09.2015

1.7.2. Schedule for the “Bid Stage” will be mentioned in the RFP.

1.8. Pre-Application submission meeting

1.8.1. A Pre-Application submission meeting shall be held as per the ‘Schedule of Bidding

Process’ mentioned in this document in Delhi to brief the potential Applicants about

the project and to respond to queries of the Applicants. Venue and time for the

meeting will be announced at a later date. Applicants are requested to submit their

queries in writing or by Fax to the following, at least five days prior to the meeting:

General Manager (Commercial)




FAX: 0141-252 1998

1.8.2. The communications shall clearly bear the following identification / title: “Queries/

Request for Additional Information: EOI for Formation of a Joint Venture Company

(JV Company) with Hindustan Salts Limited for Solution Mining and Production of

300,000 TPA Vacuum Salt at Mandi, Himachal Pradesh”.

1.8.3. It is the responsibility of the prospective JV partner to ensure that the queries sent

by them have reached HSL on time. It may not be possible to address queries during

the meeting, if not received by the stipulated timeframe. HSL reserves the right not

to respond to queries raised or provide clarifications sought, in its sole discretion, if

it considers that it would be inappropriate to do so. Nothing in this section shall be

taken or read as compelling on the part of HSL requiring response to any query or to

provide any clarification. No extension of any time and date referred to in this

`


invitation for EOI shall be granted on the basis or grounds that HSL has not

responded to any query/provided any clarification.

1.8.4. Attendance at the pre-Application submission meeting is not mandatory and non-

attendance will not be a cause for disqualification of the Applicant. It is however, in

the interest of the Applicant to attend the Pre-Application submission meeting.

`


2. Instructions to Applicants

2.1. Preparation, Submission and Opening of proposals

A. Checklist

2.1.1. The eligible and interested respondents are required to submit their EOI which shall

include:

a) Application in the prescribed format (Appendix I) along with Forms/ Annexes and

supporting documents specified therein;

b) Power of Attorney for signing the Application as per the format at Appendix II;

c) If applicable, the Power of Attorney for Lead Member of Consortium as per the

format at Appendix III;

d) Declarations as per Appendix IV

e) Format for Joint Bidding Agreement

B. Language

2.1.2. The Application and all related correspondence and documents in relation to this EOI

shall be in English language. Supporting documents and printed literature furnished

by the Applicant along with the Application may be in any other language provided

that they are accompanied by translations of all the pertinent passages in the English

language, duly authenticated and certified by the Applicant. Supporting materials,

which are not translated into English, may not be considered. For the purpose of

interpretation and evaluation of the Application, the English language translation

shall prevail.

C. Format and signing of Application

a) The Applicant shall provide all the information sought under this Invitation for

EOI. HSL will evaluate only those Applications that are received in the required

formats and complete in all respects. Incomplete and / or conditional

Applications shall be liable to rejection.

b) Besides one hard bound copy of the Application, the Applicant shall also provide

2 (Two) soft copies on Compact Disc (CD).

c) The Application and its copy shall be typed or written in indelible ink and signed

by the authorised signatory of the Applicant who shall also initial each page in

blue ink. In case of printed and published documents, only the cover shall be

initialled. All the alterations, omissions, additions or any other amendments

made to the Application shall be initialled by the person(s) signing the

Application. The Application shall contain page numbers.

`


D. Sealing and Marking of Applications

2.1.3. The covering envelope containing aforesaid documents / CD should be clearly

marked:

“Expression of Interest for “Formation of a Joint Venture Company (JV Company)

with Hindustan Salts Limited for Solution Mining and Production of 300,000 TPA

Vacuum Salt at Mandi, Himachal Pradesh”

2.1.4. The envelop shall clearly indicate the name and address of the Applicant. In addition,

the Application Due Date should be indicated on top of the envelope.

2.1.5. The EOI shall be addressed to:





2.1.6. If the envelopes are not sealed and marked as instructed above, HSL assumes no

responsibility for the misplacement or premature opening of the contents of the

Application and consequent losses, if any, suffered by the Applicant.

2.1.7. Applications submitted by fax, telex, telegram or e-mail shall not be entertained and

shall be rejected.

2.1.8. Application Due Date: Applications should be submitted on before the time and date

mentioned as per the ‘Schedule of Bidding Process’ mentioned in this document, at

the above mentioned address.

a) It is the responsibility of the interested party to ensure that its Application is

delivered at the above address by the stated time and date. HSL takes no

responsibility for delay, loss or non-receipt of bids sent by post or courier.

Respondents need to bear the cost and delivery of preparation and delivery of

the Application document.

b) Applications received by HSL after the specified time on the Application Due Date

shall not be eligible for consideration and shall be summarily rejected.

c) HSL may, in its sole discretion, extend the Application Due Date by issuing an

Addendum

E. Modifications/ substitution/ withdrawal of Application

2.1.9. The Applicant may modify, substitute or withdraw its Application after submission,

provided that written notice of the modification, substitution or withdrawal is

received by HSL prior to the Application Due Date. No Application shall be modified,

substituted or withdrawn by the Applicant on or after the Application Due Date.

`


2.1.10. The modification, substitution or withdrawal notice shall be prepared, sealed,

marked, and delivered with the envelopes being additionally marked

“MODIFICATION”, “SUBSTITUTION” or “WITHDRAWAL”, as appropriate.

2.1.11. Any alteration/ modification in the Application or additional information supplied

subsequent to the Application Due Date, unless the same has been expressly sought

for by HSL, shall be disregarded.

F. Application Processing Fee

2.1.12. A non-refundable bid processing fee of Rs. 2,000 (Rupees Two Thousand only) is

required to be paid along with the application in the form of a Demand Draft or a

Pay Order (drawn in favour of Hindustan Salts Limited, payable at Jaipur).

G. Opening of EOI

2.1.13. HSL shall open the Applications on the date as per the ‘Schedule of Bidding Process’

mentioned in this document at the Corporate Office of HSL at Jaipur, India in the

presence of the Applicants who choose to attend.

2.1.14. Applications for which a notice of withdrawal has been submitted shall not be

opened.

2.2. Tests of responsiveness

2.2.1. Prior to evaluation of Applications, HSL shall determine whether each Application is

responsive to the requirements of the Invitation of EOI. An Application shall be

considered responsive only if:

a) it is received as per format given at Appendix I;

b) it is received by the Application Due Date including any extension thereof;

c) it is signed, sealed, bound together in hard cover, and marked as stipulated;

d) it is accompanied by the Power of Attorney as format given at Appendix II

e) Power of Attorney for Lead Member of Consortium as format given at Appendix

III, in case of Consortium;

f) it is accompanied by the Declaration as per format given at Appendix IV;

g) it contains information in formats same as those specified in this Invitation for

EOI;

h) it is accompanied by the Joint Bidding Agreement (for Consortium), specific to

the Project (Appendix V);

i) it contains all the information and documents (complete in all respects) as

requested in this Invitation for EOI;

j) it does not contain any condition or qualification;

k) it is accompanied by a Application processing fee as specified in clause 2.1.12;

and

l) it is not non-responsive in terms hereof.

`


2.2.2. HSL reserves the right to reject any Application which is non-responsive and no

request for alteration, modification, substitution or withdrawal shall be entertained

by HSL in respect of such Application.

2.3. Requests for clarification

2.3.1. To facilitate evaluation of Applications, HSL may, at its sole discretion, seek

clarifications from any Applicant regarding its Application. Such clarification(s) shall

be provided within the time specified by HSL for this purpose. Any request for

clarification(s) and all clarification(s) in response thereto shall be in writing.

2.3.2. If an Applicant does not provide clarifications sought under clause 2.3.1 above within

the prescribed time, its Application shall be liable to be rejected. In case the

Application is not rejected, HSL may proceed to evaluate the Application by

construing the particulars requiring clarification to the best of its understanding, and

the Applicant shall be barred from subsequently questioning such interpretation of

HSL.

2.4. Right to accept or reject any or all Applications/ Bids

2.4.1. Notwithstanding anything contained in this EOI, HSL reserves the right to accept or

reject any Application and to annul the selection process and reject all applications/

bids, at any time without any liability or any obligation for such acceptance, rejection

or annulment, and without assigning any reasons therefor. In the event that HSL

rejects or annuls all the applications, it may, in its discretion, invite all eligible

applicants to submit fresh applications hereunder.

2.4.2. HSL reserves the right to reject any Application and/ or Bid if:

a) at any time, a material misrepresentation is made or uncovered, or

b) the Applicant does not provide, within the time specified by HSL, the

supplemental information sought by HSL for evaluation of the Application.

If the Applicant is a Consortium, then the entire Consortium may be disqualified/

rejected. If such disqualification/ rejection occurs after the Bids have been opened

and the Highest Bidder gets disqualified/ rejected, then the Authority reserves the

right to:

(i) invite the remaining Bidders to match the Highest Bidder/ submit their Bids

in accordance with the RFP; or

(ii) take any such measure as may be deemed fit in the sole discretion of the

Authority, including annulment of the selection process.

2.4.3. In case it is found during the evaluation or at any time before signing of the JV

Agreement or after its execution and during the period of subsistence thereof,

including the JV thereby entered into by HSL, that one or more of the pre-

`


qualification conditions have not been met by the Applicant, or the Applicant has

made material misrepresentation or has given any materially incorrect or false

information, the Applicant shall be disqualified forthwith if not yet appointed as the

selected JV partner entering into of the JV Agreement, and if the Applicant has

already entered into a JV Agreement, as the case may be, the same shall,

notwithstanding anything to the contrary contained therein or in this EOI, be liable

to be terminated, by a communication in writing by HSL to the Applicant, without

HSL being liable in any manner whatsoever to the Applicant and without prejudice to

any other right or remedy which HSL may have under this EOI, the Bidding

Documents, the JV Agreement or under applicable law.

2.4.4. HSL reserves the right to verify all statements, information and documents

submitted by the Applicant in response to the EOI. Any such verification or lack of

such verification by HSL shall not relieve the Applicant of its obligations or liabilities

hereunder nor will it affect any rights of HSL thereunder.

2.4.5. Decision of HSL in respect of the above would be final and binding on the parties.

2.5. Confidentiality

2.5.1. Information relating to the examination, clarification, evaluation, and

recommendation for the short-listed pre-qualified Applicants shall not be disclosed

to any person who is not officially concerned with the process or is not a retained

professional advisor advising HSL in relation to, or matters arising out of, or

concerning the Bidding Process. HSL will treat all information, submitted as part of

Application, in confidence and will require all those who have access to such material

to treat the same in confidence. HSL may not divulge any such information unless it

is directed to do so by any statutory entity that has the power under law to require

its disclosure or is to enforce or assert any right or privilege of the statutory entity

and/ or HSL or as may be required by law or in connection with any legal process.

2.6. Proprietary data

2.6.1. All documents and other information supplied by HSL or submitted by an Applicant

to HSL shall remain or become the property of HSL. Applicants are to treat all

information as strictly confidential and shall not use it for any purpose other than for

preparation and submission of their Application. HSL will not return any Application

or any information provided along therewith.

2.7. Number of Applications and costs thereof

2.7.1. No Applicant shall submit more than one Application for the Project. An applicant

applying individually or as a member of a Consortium shall not be entitled to submit

`


another Application either individually or as a member of any Consortium, as the

case may be.

2.7.2. The Applicants shall be responsible for all of the costs associated with the

preparation of their EOI / Bid and their participation in the Biding Process. HSL will

not be responsible or in any way liable for such costs, regardless of the conduct or

outcome of the Bidding Process.

2.8. Acknowledgement by Applicant

2.8.1. It shall be deemed that by submitting the EOI, the Applicant has:

a) made a complete and careful examination of the EOI;

b) received all relevant information requested from HSL;

c) accepted the risk of inadequacy, error or mistake in the information provided in

the EOI or furnished by or on behalf of HSL; and

d) agreed to be bound by the undertakings provided by it under and in terms

hereof.

2.8.2. HSL shall not be liable for any omission, mistake or error in respect of any of the

above or on account of any matter or thing arising out of or concerning or relating to

the EOI or the Bidding Process, including any error or mistake therein or in any

information or data given by HSL.

2.9. Governing Laws/Jurisdiction/Arbitration

2.9.1. All matters relating to the EOI and selection of JV partner and the bidding procedure

shall be governed by the laws of Union of India. Only courts at Jaipur shall have the

sole jurisdiction to decide or adjudicate on any matter, which may arise out of or in

connection with this selection process.

2.10. Short-listing of Applicants

2.10.1. Applicants meeting all the criteria laid out in Clause 1.6 shall be considered qualified

and shall be invited to submit bid through a Request for proposal.

`


3. Fraud and Corrupt Practices

3.1.1. The Applicants and their respective officers, employees, agents and advisers shall

observe the highest standard of ethics during the Bidding Process. Notwithstanding

anything to the contrary contained herein, HSL may reject an Application without

being liable in any manner whatsoever to the Applicant if it determines that the

Applicant has, directly or indirectly or through an agent, engaged in corrupt practice,

fraudulent practice, coercive practice, undesirable practice or restrictive practice in

the Qualification or Bidding Process.

3.1.2. Without prejudice to the rights of HSL under Clause hereinabove, if an Applicant is

found by HSL to have directly or indirectly or through an agent, engaged or indulged

in any corrupt practice, fraudulent practice, coercive practice, undesirable practice

or restrictive practice during the Qualification or Bidding Process, such Applicant

shall not be eligible to participate in any tender or EOI issued by HSL during a period

of 2 (two) years from the date such Applicant is found by HSL to have directly or

indirectly or through an agent, engaged or indulged in any corrupt practice,

fraudulent practice, coercive practice, undesirable practice or restrictive practice, as

the case may be.

3.1.3. For the purposes of this Clause, the following terms shall have the meaning

hereinafter respectively assigned to them:

a) “corrupt practice” means (i) the offering, giving, receiving, or soliciting, directly

or indirectly, of anything of value to influence the actions of any person

connected with the Bidding Process (for avoidance of doubt, offering of

employment to, or employing, or engaging in any manner whatsoever, directly or

indirectly, any official of HSL who is or has been associated in any manner,

directly or indirectly, with the Bidding Process or the LOA or has dealt with

matters concerning the Concession Agreement or arising therefrom, before or

after the execution thereof, at any time prior to the expiry of one year from the

date such official resigns or retires from or otherwise ceases to be in the service

of HSL, shall be deemed to constitute influencing the actions of a person

connected with the Bidding Process); or (ii) engaging in any manner whatsoever,

whether during the Bidding Process or after the issue of the LOA or after the

execution of the Concession Agreement, as the case may be, any person in

respect of any matter relating to the Project or the LOA or the Concession

Agreement, who at any time has been or is a legal, financial or technical adviser

of HSL in relation to any matter concerning the Project;

b) “fraudulent practice” means a misrepresentation or omission of facts or

suppression of facts or disclosure of incomplete facts, in order to influence the

Bidding Process;

`


c) “coercive practice” means impairing or harming or threatening to impair or

harm, directly or indirectly, any person or property to influence any person’s

participation or action in the Bidding Process;

d) “undesirable practice” means (i) establishing contact with any person connected

with or employed or engaged by HSL with the objective of canvassing, lobbying

or in any manner influencing or attempting to influence the Bidding Process; or

(ii) having a Conflict of Interest; and

e) “restrictive practice” means forming a cartel or arriving at any understanding or

arrangement among Applicants with the objective of restricting or manipulating

a full and fair competition in the Bidding Process.

`


4. Miscellaneous

4.1.1. Though adequate care has been taken while issuing this invitation for EOI document,

HSL shall not be responsible for any consequences due to misprinting or any wrong

translation by the newspaper/magazine/web portal concerned.

4.1.2. The respondent should satisfy himself that document is complete in all respects. The

Respondent should contact the competent authority and verify facts in case of

confusion, before submission of EOI.

4.1.3. HSL reserves the right to verify all statements, information and documents

submitted by the Applicant in response to the Invitation for EOI. Any such

verification or lack of such verification by HSL shall not relieve the Applicant of its

obligations or liabilities hereunder nor will it affect any rights of HSL thereunder.

4.1.4. Mode of EOI evaluation shall be final and binding to all respondents. HSL shall not

entertain any correspondence in this regard.

4.1.5. The parties who have applied for Expression of Interest will only be considered for

participation in main tender (RFP).

4.1.6. Mere participation and qualification in EOI will not automatically mean that such

respondents are considered qualified.

4.1.7. Save and except as provided in this EOI, HSL shall not entertain any correspondence

with any Applicant in relation to the acceptance or rejection of any Application.

4.1.8. It shall be deemed that by submitting the Application, the Applicant agrees and

releases HSL, its employees, agents and advisers, irrevocably, unconditionally, fully

and finally from any and all liability for claims, losses, damages, costs, expenses or

liabilities in any way related to or arising from the exercise of any rights and/ or

performance of any obligations hereunder and the Bidding Documents, pursuant

hereto, and/ or in connection with the Bidding Process, to the fullest extent

permitted by applicable law, and waives any and all rights and/ or claims it may have

in this respect, whether actual or contingent, whether present or in future.

`


Appendix I: Format for Preparation of EOI Document

Form I: Cover Letter

(To be forwarded on the letter head of the applicant / leader of the consortium or JV

submitting the EOI)

To





Sub: Expression of Interest for identification of an interested partner for entering into a

Joint Venture with HSL for Solution Mining and Production of 300,000 TPA Vacuum Salt at


Sir,

Please refer to the invitation for Expression of Interest issued in respect of the above

mentioned subject matter. We have read and understood the contents of the invitation for

EOI. We are desirous of selection as Joint Venture partner for Solution Mining and

Production of 300,000 TPA Vacuum Salt at Mandi, Himachal Pradesh and propose to submit

this EOI.

We believe that our Company satisfies the pre-qualification criteria set out in the relevant

sections of this invitation for EOI. The information template and litigation impact statement

of legal capacity as per the format indicated in this invitation for EOI duly signed by us are

enclosed.

You and your authorised representatives may contact the person(s) listed below for further

information. The undersigned is (are) fully authorized to act on behalf of the respondent.

We shall be glad to receive further communication on the subject.

Signature of the authorised signatory

Name

Name of the organisation and seal

`


Form II: Information Template to be filled in by Applicant

[Note: Applicants should enclose documentary evidence (certified true copy, wherever

applicable). Applications not having documentary evidence as required will not be

considered for evaluation. Information is to be provided in the letterhead of the Applicant.

All financial figures are to be in Indian Rupees.]

1. Full legal name of the applicant

a. Name of the applicant/lead member of consortium:

b. Name of the consortium member 1:

c. Name of the consortium member 2:

2. Type/nature of the Company (or Companies forming part of the Consortium):

3. Shareholding pattern of the Company / Members of Consortium bidding for the

project.

4. Brief profile of the lead applicant and consortium members (including date of

incorporation, nature of business operations, product and service lines, geography of

operations including location of offices, client base, market share, Board of Directors,

senior management team, etc.)

5. Please provide a brief write up on reason for expressing interest in the proposed

Solution mining and vacuum salt production project highlighting strategic

importance of the proposed project to the applicant’s current business operations or

future plans. [Max. Of 2 pages]

6. Experience and credential of the applicant:

a. In case of a company expressing interest, please provide a brief write up on

in-house expertise and credentials to showcase its ability to commission the

proposed project and carry out mining activity and operate and maintain

production plant. [Maximum of 2 pages]

Or,

b. In case consortium expressing interest, please provide a brief write up on

proposed roles and responsibilities of each of the consortium members in

commissioning the project and carry out mining activity and operate and

maintain production plant, in light of their respective in-house expertise and

credentials to carry out such roles. [Maximum of 2 pages]

7. Details of authorized representative of the applicant:

a. Name:

b. Designation:

c. Organisation:

d. Postal address:

e. Email ID:

f. Phone number (mobile):

`


8. The applicant should submit a Power of Attorney on their letter head as per the

format at Appendix II, authorising the signatory of the EOI to commit the applicant.

In the case of Consortium, Members should submit a Power of Attorney in favour of

the Lead Member as per format at Appendix III.

Important Note: In case of single Applicant, please provide information pertaining to the

Applicant as requested below. In case of consortium expressing interest, please provide

information pertaining to all the members of the consortium for following queries:

9. Company Incorporation Number (as per Registrar of Companies):

[Note: Certificate of Incorporation, Memorandum & Articles of Association to be

annexed]

10. List of Directors as on 31.03.2015

11. Shareholding pattern as on 31.03.2015

12. Authorized Share Capital as on 31.03.2015 and Paid up Share Capital as on

31.03.2015 (with denomination of each share), Share Premium, if any in Rs crore

13. Net Worth6 of the Company as on 31.03.2015 in Rs crore

14. Annual reports including Audited financial statements for last three financial years

along with schedules, directors and auditor’s report, management discussion and

analysis and notes on accounts.

15. In case of salt manufacturer / seller: total installed capacity of the plants (location

wise, plants may be owned or contractor operated), production and sales for last

three years (in tonne)

16. In case of salt consumer: Total purchase of salt in last three years (in tonne)

17. Breakup of Revenue (in Rs crore):

Particulars Year 1 Year 2 Year 3

Gross Revenue

Indirect Taxes, if any

Net Revenue

Revenue from sale of

Industrial salts

Revenue from sale of

Edible salts

Revenue from other

activities (please

provide

6 Net Worth shall mean (Subscribed and Paid- up Equity + Reserves) less (Revaluation reserves + miscellaneous

expenditure not written off + reserves not available for distribution to equity shareholders)

`


product/service-wise

breakup)

Revenue from Non-

operating activities

18. Profit After Tax (in Rs crore):

Particulars Year 1 Year 2 Year 3

Profit After Tax

Note: Year 3 will be the latest completed financial year, preceding the bidding. Year

2 shall be the year immediately preceding Year 3 and so on. In case the Application

Due Date falls within 3 (three) months of the close of the latest financial year, refer

to Clause 1.6.11.

Note: In case the financial statements are reported in a currency other than Indian

Rupees, for currency exchange rate, please refer to Clause 1.6.12.

19. Brief description of distribution network with number and location of offices, dealers

/ distributors, retailers, etc.

20. Any other relevant information which the applicant feels will be useful with

reference to the project

`


Form III: Litigation Impact Statement

(To be forwarded on the letter head of the applicant / leader as well as all the members of

the consortium or partners of JV Company submitting the EOI)

Ref : Date:

To





Sub: Expression of Interest for identification of an Interested Party for entering into a Joint

Venture with HSL for Solution Mining and Production of 300,000 TPA Vacuum Salt at


Sir,

We refer to the Expression of Interest of HSL for “Formation of a Joint Venture Company (JV

Company) with Hindustan Salts Limited for Solution Mining and Production of 300,000 TPA

Vacuum Salt at Mandi, Himachal Pradesh”. We have read and understood the contents of

the invitation for EOI document and pursuant to this hereby confirm that we satisfy the pre-

qualification criteria laid out in the invitation for EOI.

We hereby confirm that save as may be set out in the schedule attached to this statement,

there is no litigation (including court, arbitration and other proceedings), inquiry or order

from any regulatory authority, current or pending against us, which if adversely determined

might have material adverse impact on our ability to carry on our business or pay our debts

as they fall due or on our ability to enter into any of the transactions contained in or

contemplated in respect of the process of identification of an Interested Party for entering

into a joint venture with HSL for solution mining and production of 300,000 TPA Vacuum

Salt at Mandi, Himachal Pradesh.

Further, the authorized signatory is vested with requisite powers to furnish such letter and

Expression of Interest and authenticate the same


Name


`


APPENDIX-II: Power of Attorney for signing of

Application7

(Refer Clause2.2.1.d)

Know all men by these presents, we …………………………………………….. (name of the firm and

address of the registered office) do hereby irrevocably constitute, nominate, appoint and

authorise Mr/ Ms (name), …………………… son/daughter/wife of ……………………………… and

presently residing at …………………., who is presently employed with us/ the Lead Member of

our Consortium and holding the position of ……………………………. , as our true and lawful

attorney (hereinafter referred to as the “Attorney”) to do in our name and on our behalf, all

such acts, deeds and things as are necessary or required in connection with or incidental to

submission of our application for pre-qualification and submission of our bid for the

…………………………… Project proposed or being developed by …………………….................. (the

“Authority”) including but not limited to signing and submission of all applications, bids and

other documents and writings, participate in Pre-Applications and other conferences and

providing information/ responses to the Authority, representing us in all matters before the

Authority, signing and execution of all contracts including the Concession Agreement and

undertakings consequent to acceptance of our bid, and generally dealing with the Authority

in all matters in connection with or relating to or arising out of our bid for the said Project

and/ or upon award thereof to us and/or till the entering into of the Concession Agreement

with the Authority.

AND we hereby agree to ratify and confirm and do hereby ratify and confirm all acts, deeds

and things done or caused to be done by our said Attorney pursuant to and in exercise of

the powers conferred by this Power of Attorney and that all acts, deeds and things done by

our said Attorney in exercise of the powers hereby conferred shall and shall always be

deemed to have been done by us.

IN WITNESS WHEREOF WE, …………………………., THE ABOVE NAMED PRINCIPAL HAVE

EXECUTED THIS POWER OF ATTORNEY ON THIS ……… DAY OF …………. 2…..

For

…………………………..

(Signature, name, designation and address)

Witnesses:

1.

2.

(Notarised)

7 To be submitted in original.

`


Accepted

…………………………… (Signature)

(Name, Title and Address of the Attorney)

Notes:

• The mode of execution of the Power of Attorney should be in accordance with the

procedure, if any, laid down by the applicable law and the charter documents of the

executant(s) and when it is so required, the same should be under common seal

affixed in accordance with the required procedure.

• Wherever required, the Applicant should submit for verification the extract of the

charter documents and documents such as a board or shareholders’ resolution/

power of attorney in favour of the person executing this Power of Attorney for the

delegation of power hereunder on behalf of the Applicant.

• For a Power of Attorney executed and issued overseas, the document will also have

to be legalised by the Indian Embassy and notarised in the jurisdiction where the

Power of Attorney is being issued. However, the Power of Attorney provided by

Applicants from countries that have signed the Hague Legislation Convention 1961

are not required to be legalised by the Indian Embassy if it carries a conforming

Appostille certificate.

`


APPENDIX-III: Power of Attorney for Lead Member of

Consortium8

(Refer Clause2.2.1.e)

Whereas the ……………………………….. (“the Authority”) has invited applications from

interested parties for the ……………………………. Project (the “Project”).

Whereas, …………………….., …………………….., …………………….. and …………………….. (collectively

the “Consortium”) being Members of the Consortium are interested in bidding for the

Project in accordance with the terms and conditions of the Request for Qualification

document (RFQ), Request for Proposal (RFP) and other connected documents in respect of

the Project, and

Whereas, it is necessary for the Members of the Consortium to designate one of them as

the Lead Member with all necessary power and authority to do for and on behalf of the

Consortium, all acts, deeds and things as may be necessary in connection with the

Consortium’s bid for the Project and its execution.

NOW THEREFORE KNOW ALL MEN BY THESE PRESENTS

We, …………………….. having our registered office at …………………….., M/s.……………………..

having our registered office at …………………….., M/s.…………………….. having our

registered office at …………………….., and…………………….. having our registered office at

…………………….., (hereinafter collectively referred to as the “Principals”) do hereby

irrevocably designate, nominate, constitute, appoint and authorise M/S ……………………..

having its registered office at …………………….., being one of the Members of the Consortium,

as the Lead Member and true and lawful attorney of the Consortium (hereinafter referred

to as the “Attorney”). We hereby irrevocably authorise the Attorney (with power to sub-

delegate) to conduct all business for and on behalf of the Consortium and any one of us

during the bidding process and, in the event the Consortium is awarded the

concession/contract, during the execution of the Project and in this regard, to do on our

behalf and on behalf of the Consortium, all or any of such acts, deeds or things as are

necessary or required or incidental to the pre- qualification of the Consortium and

submission of its bid for the Project, including but not limited to signing and submission of

all applications, bids and other documents and writings, accept the Letter of Award,

participate in Bidders’ and other conferences, respond to queries, submit information/

documents, sign and execute contracts and undertakings consequent to acceptance of the

bid of the Consortium and generally to represent the Consortium in all its dealings with the

Authority, and/ or any other Government Agency or any person, in all matters in connection

with or relating to or arising out of the Consortium’s bid for the Project and/ or upon award

thereof till the Concession Agreement is entered into with the Authority.

AND hereby agree to ratify and confirm and do hereby ratify and confirm all acts, deeds and

things done or caused to be done by our said Attorney pursuant to and in exercise of the

8 To be submitted in original

`


powers conferred by this Power of Attorney and that all acts, deeds and things done by our

said Attorney in exercise of the powers hereby conferred shall and shall always be deemed

to have been done by us/ Consortium.

IN WITNESS WHEREOF WE THE PRINCIPALS ABOVE NAMED HAVE EXECUTED THIS

POWER OF ATTORNEY ON THIS …………………. DAY OF………. 2..…

For ……………………..

(Signature)

……………………..

(Name & Title)

For ……………………..

(Signature)

……………………..

(Name & Title)

For ……………………..

(Signature)

……………………..

(Name & Title)

Witnesses:

1.

2.

………………………………………

(Executants)

(To be executed by all the Members of the Consortium)

Notes:

• The mode of execution of the Power of Attorney should be in accordance with the procedure,

if any, laid down by the applicable law and the charter documents of the executant(s) and

when it is so required, the same should be under common seal affixed in accordance with the

required procedure.

• Also, wherever required, the Applicant should submit for verification the extract of the

charter documents and documents such as a board or shareholders’ resolution/ power of

attorney in favour of the person executing this Power of Attorney for the delegation of power

hereunder on behalf of the Applicant.

• For a Power of Attorney executed and issued overseas, the document will also have to be

legalised by the Indian Embassy and notarised in the jurisdiction where the Power of

Attorney is being issued. However, the Power of Attorney provided by Applicants from

countries that have signed the Hague Legislation Convention 1961 are not required to be

legalised by the Indian Embassy if it carries a conforming Appostille certificate.

`


Appendix IV: Declaration

(To be forwarded on the letter head of the applicant / leader as well as all the members of

the consortium or partners of JV Company submitting the EOI)

Ref : Date:

To





Sub: Declaration for Expression of Interest for identification of an Interested Party for

entering into a Joint Venture with HSL for Solution Mining and Production of 300,000 TPA

Vacuum Salt at Mandi, Himachal Pradesh, India

Sir,

We refer to the Expression of Interest of HSL for “Formation of a Joint Venture Company (JV

Company) with Hindustan Salts Limited for Solution Mining and Production of 300,000 TPA

Vacuum Salt at Mandi, Himachal Pradesh”.

We hereby confirm that –

a) We are not barred by the Central/ State Government, or any entity controlled by it,

from participating in any project, and the bar subsists as on the date of Application

b) We, in the last 3 (three) years, have neither failed to perform on any contract, as

evidenced by imposition of a penalty by an arbitral or judicial authority or a judicial

pronouncement or arbitration award against us, nor have been expelled from any

project or contract by any public entity nor have had any contract terminated by any

public entity for breach by us.


Name


`


Appendix V: Joint Bidding Agreement in case of

Consortium Proposal

(On Non – judicial stamp paper of Rs 100 duly attested by notary public)

This Joint Bidding Agreement entered into this day of 2015 at _______

Among

____________ (hereinafter referred as” --------------- ”) and having office at India Party of the

First Part

And

____________ (hereinafter referred as” --------------- ”) and having office at India Party of the

Second Part

The parties are individually referred to as Party and collectively as Parties.

WHEREAS Hindustan Salts Limited has invited Proposals from interested Firms /

Consortiums for “Formation of a Joint Venture Company (JV Company) with Hindustan Salts

Limited for Solution Mining and Production of 300,000 TPA Vacuum Salt at Mandi, Himachal

Pradesh”

AND WHEREAS the Parties have had discussions for formation of a Consortium for bidding

for the said Project and have reached an understanding on the following points with respect

to the Parties‟ rights and obligations towards each other and their working relationship.

IT IS HEREBY AS MUTUAL UNDERSTANDING OF THE PARTIES AGREED AND

DECLARED AS FOLLOWS:

1. That the Parties shall acquire the equity in the Asset Management Company (AMC) with

the shareholding commitments expressly stated to domicile the Project prior to the start of

implementation of the Project.

2. That the aggregate equity share holding of the Parties and their / his Associates, in the

issued and paid up capital of the AMC along with the Lock-in period and Minimum Equity

state conditions shall be as per the terms of the RFP and the Management Agreement

3. That any dilution in the equity holding by the Parties in the consortium shall be as per the

provisions of the Agreements as per terms of the RFP.

4. That the shareholding commitments shall be recorded and no changes shall be allowed

thereof, except in accordance with the provisions of the Agreements and the Request for

Proposal.

5. That the Parties shall carry out all responsibilities as AMC in line with the RFP and the

Agreements signed

`


6. That the roles and the responsibilities of each Party shall be as follows:

Name of Consortium

member

Role (Lead Member or

Member)

Responsibilities

7. That the minimum stake holding of each Party (in percentage term) shall be as follows:

Name of Consortium

member

Role Stake Holding

8. That the Parties affirm that they shall implement the Project in good faith and shall take

all necessary steps to see the Project through expeditiously. They shall not negotiate with

any other party for this Project.

9. That this Joint Bidding Agreement shall be governed in accordance with the laws of India

and courts in ------------------------ shall have exclusive jurisdiction to adjudicate disputes

arising from the terms herein.

In witness whereof the Parties affirm that the information provided is accurate and true and

have caused this Joint Bidding Agreement to be duly executed on the date and year above

mentioned.

Name, Designation and Signature of

Authorised signatory of Party of the first part:

Authorised signatory of Party of the second part:

Authorised signatory of Party of the third part:

Witness 1

Witness 2

Global Invitation for Expression of Interest G1.pdfGlobal Invitation for Expression of Interest ......

Documents

Transcript of Global Invitation for Expression of Interest G1.pdfGlobal Invitation for Expression of Interest ......