The Public-Private Partnership Act, 2023

Public-Private Partnership [No. 18 of 2023 295
THE PUBLIC-PRIVATE PARTNERSHIP ACT, 2023
ARRANGEMENTS OF SECTIONS
PART I
PRELIMINARY PROVISIONS
Section
1. Short title and commencement
2. Interpretation
3. Application
PART II
PUBLIC -PRIVATE PARTNERSHIP OFFICE
4. Continuation and renaming of Public-Private Partnership Unit
5. Functions of Public-Private Partnership Office
6. Director-General and other staff
PART III
THE PUBLIC -PRIVATE PARTNERSHIP COUNCIL AND TECHNICAL COMMITTEE
7. Establishment of Council
8. Functions of Council
9. Continuation of Technical Committee
10. Functions of Technical Committee
PART IV
SOLICITED PROPOSALS
11. Project identification and conceptualisation
12. Submission of project list
13. Conceptualisation of project by contacting authority
14. Project identification and conceptualisation by Public-Private Partnership
Office
15. Variation of project list
16. Feasibility study
17. Appraisal and approval of feasibility study report and project proposal
18. Request for expression of interest
19. Pre-selection proceedings
Single copies of this Act may be obtained from the Government Printer,
P.O. Box 30136, 10101 Lusaka, Price K244.00 each.

19. Pre-selection proceedings
Single copies of this Act may be obtained from the Government Printer,
P.O. Box 30136, 10101 Lusaka, Price K244.00 each.

296 No. 18 of 2023 Public-Private Partnership
20. Participation of consortia
21. Qualification of bidder of consortium
22. Evaluation committee
23. Disqualification of bidder
24. Approval of evaluation report by Public-Private Partnership Office
25. Request for proposals under single stage procedure
26. Request for proposals under two-stage procedures
27. Content of request for proposal
28. Bid securities
29. Clarifications and modifications
30. Evaluation criteria
31. Evaluation of proposal
32. Negotiations
33. Approval of negotiation report by Council
34. Notification of approval of public-private partnership agreement
35. Execution of public-private partnership agreement
36. Notice of award
37. Confidentiality
38. Record of selection and award proceedings
39. Termination or cancellation of procurement proceedings
PART V
UNSOLICITED PROPOSALS
40. Submission of unsolicited proposal
41. Preliminary approval of unsolicited proposal
42. Inspection of project site
43. Evaluation of unsolicited proposals
44. Preliminary approval
45. Due diligence
46. Procurement of unsolicited proposal
47. Conditions for changing unsolicited bidding to solicited bidding

4. Preliminary approval
45. Due diligence
46. Procurement of unsolicited proposal
47. Conditions for changing unsolicited bidding to solicited bidding

Public-Private Partnership [No. 18 of 2023 297
PART VI
DIRECT PROCUREMENT
48. Circumstances authorising award without competitive procedures
49. Procedure for direct procurement
PART VII
GENERAL PROCUMENT PROVISIONS
50. Prohibition of inappropriate influence on evaluation and other matters
51. Standard solicitation documents
52. Special purpose vehicle
53. Technical expertise of contracting authority
54. Standards and procedures
PART VIII
PUBLIC-PRIVATE PARTNERSHIP AGREEMENTS
55. Contents and implementation of public-private partnership agreement
56. Factors in determining duration of public-private partnership agreement
57. Extension of concession period or agreement
58. Property and assets under public-private partnership agreement
59. Public-Private Partnership model
60. Subcontracting
61. Fiscal commitment
62. Ownership of assets
63. Acquisition of rights related to project site
64. Compulsory acquisition of land
65. Easement
66. Collection of prescribed fees or levies
67. Security interest
68. Assignment of public-private partnership agreement
69. Transfer of controlling interest in concessionaire
70. Use of infrastructure, asset, facility or other service
71.

c-private partnership agreement
69. Transfer of controlling interest in concessionaire
70. Use of infrastructure, asset, facility or other service
71.

Revision of concessionaire agreement
72. Takeover of project

298 No. 18 of 2023 Public-Private Partnership
73. Substitution of concessionaire
74. Winding-up and handback
75. Duties of contracting authority
76. Project implementation
77. Contract manager
78. Inspection
79. Financial management and reporting
PART IX
PARTICIPATION IN SMALL AND MEDIUM SCALE
PUBLIC-PRIVATE PARTNERSHIP PROJECT
80. Small and medium scale public-private-partnerships
81. Small and medium scale public-private-partnerships agreement
PART X
PUBLIC -PRIVATE PARTNERSHIP PROJECT DEVELOPMENT SUPPORT FUND
82. Establishment of Public-Private Partnership Project Development Support
Fund
83. Purpose of Fund
84. Remission of funds
85. Management of Fund
86. Accounts and audit of Fund
87. Annual report of Fund
88. Regulations relating to Fund
89. Recoverable project development cost
PART XI
GENERAL PROVISIONS
90. Appeals
91. Local content
92. Registers
93. Offences and penalties
94. Participation in tenders under Act
95. Regulations
96. Repeal of Act No. 14 of 2009, and savings and transitional provisions
SCHEDULES

d penalties
94. Participation in tenders under Act
95. Regulations
96. Repeal of Act No. 14 of 2009, and savings and transitional provisions
SCHEDULES

Public-Private Partnership [No.18 of 2023 299
Enactment
Short title
and
commerce-
ment
An Act to regulate the implementation of public-private
partnerships in the Republic; promote the participation
of the private sector in the design, financing, construction,
development, operation or maintenance of infrastructure
or delivery of services through public-private
partnerships; provide for the procedures for the approval,
award and implementation of public-private partnerships
projects in accordance with principles of transparency,
fairness, stability, proper management, integrity,
competition, economy and long term sustainability;
provide for rehabilitation, modernisation, expansion and
operation of existing infrastructure facilities and systems
and their maintenance; strengthen the institutional
framework for the implementation of public-private
partnership projects; provide for the establishment of the
Public-Private Partnership Office; provide for a
transparent project selection process, clear procurement
procedures, effective regulatory approvals and expanded
contractual models in order to promote private sector
investment; provide for the establishment of the Public-
Private Partnership Project Development Support Fund;
repeal and replace the Public-Private Partnership Act,
2009; and provide for matters connected with, or incidental
to, the foregoing.

nt Support Fund;
repeal and replace the Public-Private Partnership Act,
2009; and provide for matters connected with, or incidental
to, the foregoing.

[26th December, 2023
ENACTED by the Parliament of Zambia. PART I
PRELIMINARY PROVISIONS
1. This Act may be cited as the Public-Private Partnership
Act, 2023, and shall come into operation on the date appointed by
the Minister by statutory instrument. GOVERNMENT OF ZAMBIA
ACT
No. 18 of 2023
Date of Assent: 22December, 2023

into operation on the date appointed by
the Minister by statutory instrument. GOVERNMENT OF ZAMBIA
ACT
No. 18 of 2023
Date of Assent: 22December, 2023

300 No. 18 of 2023] Public-Private Partnership
Inter-
pretation 2.

300 No. 18 of 2023] Public-Private Partnership
Inter-
pretation 2.

In this Act, unless the context otherwise requires—
“affordability” means—
(a) the financial commitments to be incurred by a
contracting authority in terms of public-private
partnership agreement that are sustainable and do
not impose an unreasonable burden on the
contracting authority and may be met by funds—
(i) designated within the existing budget of the
contracting authority for its function to which
the public-private partnership agreement
relates; and
(ii) assigned to the contracting authority in
accordance with its relevant future budgetary
allocation; and
(b) meeting the cost of delivering a facility or service
in relation to the project by the contracting authority
which does not impose an unreasonable financial
burden on the end users;
“asset” means an existing asset and includes movable and
immovable property of a contracting authority or a
new asset to be acquired for the purposes of entering
into a public-private partnership agreement and the
intellectual property rights vested in the contracting
authority;
“associate” has the meaning assigned to the words in the
Anti-Corruption Act, 2012;
“bid” means a tender, an offer, a proposal or price quotation,
given in response to an invitation to participate in a
project;
“bidder” means a person that participates in pre-selection
or evaluation proceedings relating to a project;
“bidding documents” means a solicitation document or other
document for solicitation of bids, on the basis of which
a bidder shall prepare its bids;
“bidding consortium” means two or more bidders who
collectively submit a bid for project, and “bidding
consortia” shall be construed accordingly;
“Chairperson” means the person appointed as Chairperson
of the Council under section 7;
Act No.

nd “bidding
consortia” shall be construed accordingly;
“Chairperson” means the person appointed as Chairperson
of the Council under section 7;
Act No.

3 of
2012

3 of
2012

Public-Private Partnership [No.

Public-Private Partnership [No.

18 of 2023 301
“chairperson” means the person appointed as chairperson
of the Technical Committee under section 9;
“citizen” has the meaning assigned to the word in the
Constitution;
“concessionaire” means a person from the private sector
who is awarded and undertakes a project under a
public-private partnership agreement;
“constitutional officer holder” has the meaning assigned to
the words in the Constitution;
“contingent liability” means a fiscal obligation dependent
on a specific but uncertain event that may or may not
materialise in the future on which the materialisation
of this obligation creates a fiscal cost for the
Government;
“contracting authority” means a public body and entity
owned by a public body that has the power to enter
into a public-private partnership agreement and intends
to have any of its functions performed by a
concessionaire for the implementation of a project;
“controlling officer” has the meaning assigned to the words
in the Public Finance Management Act, 2018;
“Council” means the Public-Private Partnership Council
established under section 7;
“councillor” has the meaning assigned to the word in the
Constitution;
“economic feasibility” means the assessment of cost or
benefit analysis of a project that assists a contracting
authority to determine the viability, cost, and benefits
associated with a project;
“Emoluments Commission” means Emoluments
Commission established under the Constitution;
“Engineering Institution of Zambia” means the Engineering
Institution of Zambia established under the Engineering
Institution of Zambia Act; 2010;
“evaluation committee” means an evaluation committee
established under section 22;
“feasibility study” means a study undertaken to determine
the technical, financial, legal, social and environmental
viability of undertaking a project;
Cap.

bility study” means a study undertaken to determine
the technical, financial, legal, social and environmental
viability of undertaking a project;
Cap.

1
Act No. 1 of
2018
Cap. 1
Cap. 1
Act No. 17
of 2010
Cap. 1

1
Act No. 1 of
2018
Cap. 1
Cap. 1
Act No. 17
of 2010
Cap. 1

302 No.

302 No.

18 of 2023] Public-Private Partnership
“financial close” means a circumstance where the project
financing agreements are signed, conditions
precedent required are met and the concessionaire
can start drawing down finances to commence work
on a project;
“Fund” means the Public-Private Partnership Project
Development Support Fund established under section
82;
“generic risks” means circumstances that have the potential
to adversely affect the development of, or interests
of the parties to a project in the period of development
construction or operation;
“handback” means the date at the end of the period of the
public-private partnership agreement where the assets
or infrastructure which make up the project transfer
to a contracting authority;
“infrastructure project” means the design, construction,
development and operation of a new infrastructure
or the rehabilitation, modernisation, expansion or
operation of an existing infrastructure;
“legally disqualified” means the absence of legal capacity
as provided under section 4 of the Mental Health
Act, 2019;
“local authority” has the meaning assigned to the words in
the Local Government Act, 2019;
“local content” means the extent of utilisation of local
materials, products or personnel in the production of
goods and services in the Republic;
“material default” means a failure by a party to a public
private partnership agreement to honour its obligations
which negatively affects the delivery of infrastructure
and provision of services to the public, and remains
unsatisfied after a reasonable period of time and after
a party has received written notice of the failure;
“National Development Plan” has the meaning assigned
to the words in the National Planning and Budgeting
Act, 2020;
“office holder” means an employee of the Public-Private
Partnership Office or contracting authority;
Act No.

ational Planning and Budgeting
Act, 2020;
“office holder” means an employee of the Public-Private
Partnership Office or contracting authority;
Act No.

6 of
2019
Act No. 2 of
2019
Act No. 1 of
2020

6 of
2019
Act No. 2 of
2019
Act No. 1 of
2020

Public-Private Partnership [No.

Public-Private Partnership [No.

18 of 2023 303
“person with disability” has the meaning assigned to the
words in the Persons with Disabilities Act, 2012;
“preferred bidder” means a successful bidder selected
during the competitive selection process including a
bidding consortium;
“project” means the—
(a) design, construction, development or operation and
maintenance of a new infrastructure, asset or
facility under a public-private partnership
agreement;
(b) provision of services under a public-private
partnership agreement; or
(c) the rehabilitation, modernisation, expansion,
operation or management of an existing
infrastructure, asset or facility under a public-
private partnership agreement;
“project agreement” means a contract concluded between
a concessionaire and third party;
“public authority” means a public officer, state officer,
councillor, constitutional office holder, judge and
judicial officer;
“public body” has the meaning assigned to the words in
the Public Finance Management Act, 2018;
“public-private partnership” means a mechanism for private
sector participation in the performance of a public
function through a project on behalf of a contracting
authority;
“public-private partnership agreement” means a contractual
arrangement between a contracting authority and a
concessionaire, made in accordance with this Act, in
which the concessionaire—
(a) undertakes to perform in an infrastructure project
or infrastructure facility or asset as specified in
the Second Schedule or as prescribed and agrees
to handback the infrastructure project or
infrastructure facility or asset at the end of the
public-private partnership agreement;
(b) undertakes to provide public services as may be
required;
(c) assumes substantial financial, technical and
operational risks in connection with the
performance of the infrastructure project or use
Act No.

ed;
(c) assumes substantial financial, technical and
operational risks in connection with the
performance of the infrastructure project or use
Act No.

1 of
2018
Act No. 6 of
2012

1 of
2018
Act No. 6 of
2012

304 No.

304 No.

18of 2023] Public-Private Partnership
of State assets; and
(d) receives consideration for performing a public
function or utilising State property, either by way
of—
(i) a fee from any revenue fund or a Ministry’s
budgetary funds;
(ii) user levies collected by the concessionaire
from users or customers for a service
provided by the concessionaire; or
(iii) a combination of the consideration paid under
subparagraphs (i) and (ii);
“Public-Private Partnership Office” means the Public-
Private Partnership Office established under section
4;
“public officer” has the meaning assigned to the words in
the Constitution;
“regulatory agency” means a statutory corporation that is
entrusted with the power to issue and enforce the
laws governing infrastructure development or the
provision of services;
“relative” has the meaning assigned to the words in the
Anti-Corruption Act, 2012;
“repealed Act” means the Public-Private Partnership Act,
2009;
“solicited proposal” means a proposal relating to the
implementation of a project that is initiated by a
contracting authority or public body;
“special purpose vehicle” means a project company
incorporated in the Republic by a preferred bidder
for the purpose of undertaking a project in accordance
with a project agreement executed by the parties;
“State officer” has the meaning assigned to the words in
the Constitution;
“Technical Committee” means the Public-Private
Partnership Technical Committee constituted under
section 9;
“transaction advisor” means a person who has the
appropriate skills and experience to assist and advise
Cap.

al Committee constituted under
section 9;
“transaction advisor” means a person who has the
appropriate skills and experience to assist and advise
Cap.

1
Act No. 3 of
2012
Act No. 14
of 2009
Cap. 1

1
Act No. 3 of
2012
Act No. 14
of 2009
Cap. 1

Publi-Private Partnership [No.

Publi-Private Partnership [No.

18 of 2023 305
a contracting authority or the Public-Private
Partnership Office on matters related to a public-
private partnership;
“unsolicited proposal” means a proposal relating to a project
that is initiated by the bidder;
“user fee” means the right or authority granted to a
concessionaire by a contracting authority to recover
investment and a fair return on investment, and
includes tolls, fees, tariffs, charges or other benefit;
“value for money” means the value attached to the
undertaking of a public function of a contracting
authority by a concessionaire under a public-private
partnership which results in a net benefit accruing to
that contracting authority defined in terms of cost,
price, quality, quantity, timeliness or risk transfer;
“Vice-Chairperson” means the person elected as Vice-
Chairperson of the Council under section 7;
“vice-chairperson” means the person elected as vice-
chairperson of the Technical Committee under section 9;
“Zambia Environmental Management Agency” means the
Zambia Environmental Management Agency
established under the Environmental Management
Agency Act, 2011;
“Zambia Institute of Chartered Accountants” means the
Zambia Institute of Chartered Accountants
established under the Accountants Act, 2008; and
“Zambia Public Procurement Authority” means the Zambia
Public Procurement Authority established under the
Public Procurement Act, 2020.

Act, 2008; and
“Zambia Public Procurement Authority” means the Zambia
Public Procurement Authority established under the
Public Procurement Act, 2020.

3. (1) This Act applies to—
(a) a project implemented through the Public-Private
Partnership Office; and
(b) a project undertaken under a public-private partnership
agreement. (2) This Act does not apply to the following:
(a) a project which is undertaken as a joint venture with a
statutory corporation, Government Ministry or
department or local authority;
Application
Act No. 12
of 2011
Act No. 13
of 2008
Act No. 8 of
2020

ith a
statutory corporation, Government Ministry or
department or local authority;
Application
Act No. 12
of 2011
Act No. 13
of 2008
Act No. 8 of
2020

306 No. 18 of 2023] Publi-Private Partnership
(b) a project between a statutory corporation and a
Government Ministry or department;
(c) a project which may be taken over by a concessionaire
or a private sector entity on privatisation by a
Government Ministry or department, a statutory
corporation, a state owned enterprise or local authority;
or
(d) the outsourcing of public services without the transfer
of financial and operational risks to a bidder. PART II
PUBLIC -PRIVATE PARTNERSHIP OFFICE
4. (1) The Public-Private Partnership Unit established under
the repealed Act is continued as if established under this Act and
renamed as the Public-Private Partnership Office. (2) The Public-Private Partnership Office shall be with the
ministry responsible for finance and is responsible for the
implementation of the provisions of this Act. 5.

vate Partnership Office shall be with the
ministry responsible for finance and is responsible for the
implementation of the provisions of this Act. 5.

(1) The functions of the Public-Private Partnership Office
are to—
(a) identify and provide guidance on a project within the
national development agenda;
(b) receive and assess a proposed project;
(c) provide technical support and guidance to a contracting
authority in the structuring, procurement, implementation
and evaluation of a project;
(d) develop and disseminate information in respect of
standard bidding documents, technical and best practice
guidelines, public-private partnership agreements and
manuals for public-private partnerships;
(e) examine a request for a proposal to ensure conformity
with an approved feasibility study as may be prescribed;
(f) oversee the monitoring and evaluation of a public-private
partnerships agreement from commencement to
handback and review the process if required under this
Act;
(g) provide oversight on the implementation, management,
enforcement and monitoring of a project and public-
private partnership agreement;
(h) facilitate the internal and external auditing of a project;
(i) approve terms of reference for consultancy assignments
or transaction advisors;
Continuation
and
renaming of
Public-
Private
Partnership
Unit
Functions of
Public-
Private
Partnership
Office

ncy assignments
or transaction advisors;
Continuation
and
renaming of
Public-
Private
Partnership
Unit
Functions of
Public-
Private
Partnership
Office

Publi-Private Partnership [No. 18 of 2023 307
(j) assess and provide advice on fiscal commitments,
financial support and contingent liability for a project;
(k) undertake capacity building programmes for a
contracting authority and other relevant stakeholders;
(l) manage the Fund;
(m) promote public private partnership awareness and
advocacy;
(n) hire transaction advisors for a specified project when
required; and
(o) perform any other functions necessary for the purposes
of this Act.

cacy;
(n) hire transaction advisors for a specified project when
required; and
(o) perform any other functions necessary for the purposes
of this Act.

(2) The Public-Private Partnership Office shall, in the
performance of its functions—
(a) establish an open, efficient and equitable process for
the management of the identification, screening,
prioritisation, development, procurement, implementation
and monitoring of projects;
(b) provide training in matters relating to public-private
partnership;
(c) provide advisory and support services to a contracting
authority at all stages of a project;
(d) provide guidance and support to a contracting authority
in the selection of a consultant or transaction advisor;
(e) review a tender evaluation report;
(f) identify and monitor fiscal risks and contingent liabilities
as they relate to a public-private partnership; and
(g) conduct research and publish findings on public-private
partnerships in order to ensure the continuous
improvement of projects. 6. (1) The President shall, on the recommendation of the Civil
Service Commission, appoint as a public officer, a Director-General
of the Public-Private Partnership Office.

hall, on the recommendation of the Civil
Service Commission, appoint as a public officer, a Director-General
of the Public-Private Partnership Office.

(2) The Director-General shall be responsible for the day-to-
day management of the Public-Private Partnership Office and shall
execute the decisions of the Council and the Technical Committee. (3) A person qualifies for appointment as Director-General if
that person—
Director-
General and
other staff

the Council and the Technical Committee. (3) A person qualifies for appointment as Director-General if
that person—
Director-
General and
other staff

308 No. 18 of 2023] Publi-Private Partnership
(a) holds an advanced degree or an equivalent qualification
from a higher education institution established, registered
or declared under the Higher Education Act, 2013, and
recognised by the Zambia Qualifications Authority under
the Zambia Qualifications Authority Act, 2011; and
(b) has knowledge and experience in any of the following
fields:
(i) public-private partnerships;
(ii) finance;
(iii) economics;
(iv) law;
(v) engineering;
(vi) project management; or
(vii) any other related and relevant field; and
(c) has at least five years’ working experience at senior
management level. (5) The Civil Service Commission shall appoint other staff, as
public officers, that may be necessary for the performance of the
functions of the Public-Private Partnership Office. PART III
THE PUBLIC -PRIVATE PARTNERSHIP COUNCIL AND TECHNICAL
COMMITTEE
7.

the performance of the
functions of the Public-Private Partnership Office. PART III
THE PUBLIC -PRIVATE PARTNERSHIP COUNCIL AND TECHNICAL
COMMITTEE
7.

(1) There is established a Public-Private Partnership Council
consisting of the following part-time members appointed by the
President:
(a) the Minister responsible for finance, who shall be the
Chairperson;
(b) the Minister responsible for infrastructure;
(c) three other Ministers, whose portfolio functions are
relevant to public-private partnerships; and
(d) four other persons from the private sector with proven
knowledge and experience in matters relating to public-
private partnerships. (2) The members shall elect the Vice-Chairperson from among
the members referred to under subsection (1)(b) and (c). Act No. 4 of
2013
Act No. 13
of 2011
Establishment
of Council

the Vice-Chairperson from among
the members referred to under subsection (1)(b) and (c). Act No. 4 of
2013
Act No. 13
of 2011
Establishment
of Council

Publi-Private Partnership [No. 18 of 2023 309
(3) The First Schedule applies to the Council. 8. (1) The functions of the Council are to—
(a) approve or reject a project proposal;
(b) approve or reject feasibility studies;
(c) approve or reject a proposed public-private partnership
agreement;
(d) approve or reject a proposed variation or amendment to
a public-private partnership agreement;
(e) approve or reject a proposed termination of public-private
partnership agreement by a contracting authority;
(f) give directions to a contracting authority, regulatory
agency or concessionaire regarding the implementation
of a project; and
(g) request a contracting authority, regulatory agency,
concessionaire or any other body or person to furnish
the Council with information, details, documents and
particulars relating to a public-private partnership. 9.

e or any other body or person to furnish
the Council with information, details, documents and
particulars relating to a public-private partnership. 9.

(1) There is constituted a Public-Private Partnership
Technical Committee consisting of the following part-time members
appointed by the Minister:
(a) a representative of the Secretary to the Treasury, who
shall be the chairperson;
(b) a representative of the ministries responsible for—
(i) infrastructure; and
(ii) local government; and
(c) a representative of the—
(i) Attorney-General;
(ii) Engineering Institution of Zambia;
(iii) Zambia Environmental Management Agency;
(iv) Zambia Public Procurement Authority;
(v) Zambia Institute of Chartered Accountants; and
(vi) any other relevant professional body. (2) The members shall elect the vice-chairperson from among
themselves. (3) The First Schedule applies to the Technical Committee. Functions of
Council
Constitution
of Technical
Committee

chairperson from among
themselves. (3) The First Schedule applies to the Technical Committee. Functions of
Council
Constitution
of Technical
Committee

310 No. 18 of 2023] Publi-Private Partnership
10. (1) The Technical Committee shall advise the Council on
technical matters relating to public private partnerships and projects
under this Act. (2) Despite the generality of subsection (1), the Technical
Committee shall provide technical guidance to the Council on—
(a) concept notes;
(b) project proposals;
(c) feasibility studies;
(d) appraised projects;
(e) negotiated contract terms;
(f) proposed cancellation of procurements;
(g) proposed termination of a public-private partnership
agreement;
(h) proposed variation or amendment of a public-private
partnership agreement; and
(i) the manner of implementation of a project. PART IV
SOLICITED PROPOSALS
11. (1) A contracting authority shall identify potential projects
that the contracting authority intends to implement through a public-
private partnership. (2) A contracting authority shall, after the identification of
potential projects referred to under subsection (1), prepare a list of
projects that the contracting authority intends to undertake on a
priority basis.

tential projects referred to under subsection (1), prepare a list of
projects that the contracting authority intends to undertake on a
priority basis.

(3) A project list referred to under subsection (2) shall be—
(a) part of the development programme of the Republic in
line with the National Development Plan; and
(b) supported by brief project concept notes which shall be
prepared in accordance with guidelines issued by the
Public-Private Partnership Office. 12. (1) A contracting authority shall submit the project list
referred to under section 11 to the Public-Private Partnership Office
for consideration. (2) The Public-Private Partnership Office shall, on receipt of
the project list referred to under section 11, refer the project list to
the Technical Committee which shall make a recommendation to
the Council. Functions
of Technical
Committee
Project
identification
and
conceptua-
lisation
Submission
of project
list

shall make a recommendation to
the Council. Functions
of Technical
Committee
Project
identification
and
conceptua-
lisation
Submission
of project
list

Publi-Private Partnership [No. 18 of 2023 311
(3) The Council may, on recommendation by the Technical
Committee—
(a) approve a proposed project list;
(b) reject a project included in a proposed project list and
specify the reasons for the refusal, in writing; or
(c) guide the contracting authority to revise a project list. 13. A contracting authority shall, where the Council approves
the project under section 12 and the contracting authority intends
to implement a project, undertake a preliminary economic cost-
benefit analysis of the project as prescribed and conceptualise the
project. 14. (1) Despite section 11, the Public-Private Partnership Office
may, in collaboration with a contracting authority, identify and
conceptualise a project to be undertaken through a public-private
partnership agreement. (2) The Public-Private Partnership Office shall, in collaboration
with a contracting authority, conduct a preliminary economic cost-
benefit analysis of the project referred to under subsection (1) as
prescribed. 15. Subject to sections 11 and 12, a contracting authority may
vary the project list. 16.

the project referred to under subsection (1) as
prescribed. 15. Subject to sections 11 and 12, a contracting authority may
vary the project list. 16.

(1) A contracting authority shall, after undertaking the
economic cost-benefit analysis and conceptualisation of the project
under section 13, under the guidance of the Public-Private
Partnership Office, undertake a feasibility study of the project in
order to determine the viability of the project. (2) A contracting authority shall, consider the following when
undertaking a feasibility study under subsection (1):
(a) the technical requirements of the project;
(b) the legal requirements to be met by the parties to the
project;
(c) the social, economic and environmental impact of the
project;
(d) the affordability and value for money proposition in the
project; and
(e) a project’s land requirements and required site
preparatory activities necessary for the effective and
efficient commencement of the project. Conceptua-
lisation of
project by
contracting
authority
Project
identification
and
conceptuali-
sation by
Public-Private
Partnership
Office
Variation of
project list
Feasibility
study

contracting
authority
Project
identification
and
conceptuali-
sation by
Public-Private
Partnership
Office
Variation of
project list
Feasibility
study

312 No. 18 of 2023] Publi-Private Partnership
17. (1) A contracting authority shall, after undertaking a
feasibility study in accordance with section 16, submit a feasibility
study report and a project proposal to the Public-Private Partnership
Office for appraisal. (2) The Public-Private Partnership Office shall, within twenty-
one days of the receipt of the feasibility study report and project
proposal, appraise and submit the feasibility study report and the
project proposal to the Technical Committee. (3) The Technical Committee shall, on receipt of the feasibility
study report and the project proposal referred to under subsection
(2)—
(a) consider and recommend the approval of the feasibility
study report and project proposal, within a prescribed
time, to the Council;
(b) return the feasibility study report and project proposal
to a contracting authority for re consideration and request
the contracting authority to re submit for approval, within
a prescribed time; or
(c) reject the feasibility study report and project proposal
within a prescribed time.

thority to re submit for approval, within
a prescribed time; or
(c) reject the feasibility study report and project proposal
within a prescribed time.

(4) The Council may, on receipt of a feasibility study report
and project proposal under subsection (3)(a), approve or reject the
feasibility study report and project proposal. (5) The Council shall, where it rejects the feasibility study report
and project proposal, state the reasons for the rejection. (6) A contracting authority shall submit to the Public-Private
Partnership Office a revised feasibility study report if at any time,
after the Council has approved a feasibility study report for a project,
the assumption in the feasibility study is materially revised relating
to affordability, value for money and substantial technical,
operational and financial risk transfer. (7) The Public-Private Partnership Office shall, after receipt
of a revised feasibility study report under subsection (6)—
(a) submit a revised feasibility study report to the Technical
Committee for consideration; and
(b) submit the recommendation of the Technical Committee
on the revised feasibility study report to the Council. Appraisal and
approval of
feasibility
study report
and project
proposal

he Technical Committee
on the revised feasibility study report to the Council. Appraisal and
approval of
feasibility
study report
and project
proposal

Public-Private Partnership [No. 18 of 2023 313
18. (1) A contracting authority shall, on receipt of the approval
of the feasibility study report and project proposal by the Council
under section 17, prepare a request for expression of interest. (2) A contracting authority shall submit the request for
expression of interest to the Public-Private Partnership Office for
authorisation to advertise, invite, solicit or call for bids for the
purposes of engaging in pre-selection proceedings.

Private Partnership Office for
authorisation to advertise, invite, solicit or call for bids for the
purposes of engaging in pre-selection proceedings.

(3) The invitation for request for expression of interest for
participation in pre-selection proceedings shall include the following:
(a) a description of the proposed project;
(b) an indication of other essential elements of the project,
which includes—
(i) services to be delivered by the concessionaire; and
(ii) financial arrangements envisaged by a contracting
authority;
(c) a summary of the material terms of the proposed public
private partnership agreement;
(d) the manner and place for the submission of applications
for pre-selection and the date and time for submission;
(e) the manner and place for solicitation of pre-selection
bidding documents; and
(f) an appropriate statement empowering a contracting
authority to reserve the right to request proposals on
completion of the pre-selection proceedings only from
a limited number of bidders that best meet the pre-
selection criteria. (4) A person who responds to a request for expression of
interest shall comply with the provisions of this Act and the
instructions to bidders contained in the tender documents.

o a request for expression of
interest shall comply with the provisions of this Act and the
instructions to bidders contained in the tender documents.

(5) A contracting authority shall not issue a bidding document
for a public-private partnership to a prospective bidder before
obtaining the approval of the Public-Private Partnership Office, in
accordance with this section. (6) The invitation for request for expression of interest shall
be published in accordance with guidelines issued by the Public-
Private Partnership Office. 19. (1) A contracting authority may engage in pre-selection
proceedings for the purposes of identifying bidders that are suitably
qualified to implement the proposed project. Request for
expression of
interest
Pre-selection
proceedings

ses of identifying bidders that are suitably
qualified to implement the proposed project. Request for
expression of
interest
Pre-selection
proceedings

314 No. 18 of 2023] Public-Private Partnership
(2) The pre-selection bidding documents shall include—
(a) the pre-selection criteria;
(b) whether a contracting authority intends to waive a limitation
on the participation of consortia in accordance with
section 20;
(c) whether a contracting authority intends to request only a
limited number of pre-selected bidders to submit
proposals on completion of the pre-selection proceedings
and, if applicable, the manner in which this selection may
be carried out;
(d) adequate professional and technical qualifications, human
resources and equipment and other physical facilities as
may be necessary to carry out all the phases of the
proposed project; and
(e) appropriate managerial and organisational capability,
reliability and experience, including previous experience
in implementing or operating a similar proposed project. (3) A bidder who meets the criteria stated in the pre-selection
bidding documents shall qualify for the pre-selection proceedings. 20. (1) A contracting authority may allow bidders to form
bidding consortia and the bidding consortium shall demonstrate its
qualifications in accordance with section 19.

g authority may allow bidders to form
bidding consortia and the bidding consortium shall demonstrate its
qualifications in accordance with section 19.

(2) A bid by a consortium shall be accompanied by a duly
authenticated written undertaking executed by the consortium
members. (3) Each member of a consortium shall participate, either
directly or indirectly, in only one consortium at the same time unless
otherwise authorised by a contracting authority in the pre-selection
bidding documents. (4) A contracting authority shall, when considering the
qualifications of bidding consortia, consider the capabilities of each
of the consortium’s members and assess whether the combined
qualifications of the consortium’s members are adequate to meet
the needs of all phases of a proposed project. 21. A bidder or consortium is eligible to respond to a request
for expression of interest if the bidder or consortium—
(a) satisfies the criteria specified in the request for expression
of interest issued by a contracting authority;
(b) is not insolvent, in receivership, bankrupt, undergoing
business rescue proceedings or in the process of being
wound up; and
Participation
of consortia
Qualification
of bidder or
consortium

rupt, undergoing
business rescue proceedings or in the process of being
wound up; and
Participation
of consortia
Qualification
of bidder or
consortium

Public-Private Partnership [No. 18 of 2023 315
(c) is not for any reason precluded by a contracting authority
from entering into a public-private partnership agreement
with the contracting authority. 22. (1) A contracting authority shall, in consultation with the
Public-Private Partnership Office, constitute an evaluation
committee for the purpose of evaluating pre-qualifying bidders. (2) Despite the generality of subsection (1), the functions of
an evaluation committee are to—
(a) evaluate bids in accordance with this Act and solicitation
documents issued by the contracting authority; and
(b) prepare an evaluation report. (3) The evaluation committee shall review the requests for
expression of interest and submit an evaluation report to a
contracting authority.

report. (3) The evaluation committee shall review the requests for
expression of interest and submit an evaluation report to a
contracting authority.

(4) An evaluation report referred to under subsection (3)
shall—
(a) contain a short list of qualified bidders; and
(b) contain the following statements:
(i) that the bids explain the capacity of the shortlisted
bidders and their proposed mechanisms and
procedures to effectively implement, manage,
enforce, monitor and report on the proposed
project; and
(ii) that a due diligence has been completed by the
Public-Private Partnership Office and the
shortlisted bidder in relation to matters of the
shortlisted bidders respective competence and
capacity are qualified to enter into the public-
private partnership agreements. (5) A contracting authority shall, within seven days of the receipt
of an evaluation and due diligence report, submit the evaluation
report to the Public-Private Partnership Office and demonstrate
how the pre-selection criteria specified under this Part has been
met after the evaluation of the pre-selection bids. (6) The number and qualification of members of an evaluation
committee shall depend on the value and complexity of the
procurement process. 23.

bids. (6) The number and qualification of members of an evaluation
committee shall depend on the value and complexity of the
procurement process. 23.

A bidder shall be disqualified at the pre-qualification stage
if that bidder—
(a) submits false, inaccurate or incomplete information;
(b) colludes, connives or is involved in a corrupt or dishonest
practice;
Evaluation
committee
Disqualifi-
cation of
bidder

or incomplete information;
(b) colludes, connives or is involved in a corrupt or dishonest
practice;
Evaluation
committee
Disqualifi-
cation of
bidder

(c) fails to meet any of the eligibility criteria specified in the
request for expression of interest; or
(d) contravenes the provisions of this Act or any other written
law. 24. (1) The Public-Private Partnership Office shall, on receipt
of the evaluation and due diligence report under section 22, submit
the evaluation and due diligence report to the Technical Committee
for consideration. (2) The Technical Committee shall, on consideration of the
evaluation and due diligence report, make a recommendation to
the Council who shall approve or reject the evaluation and due
diligence report. (3) A contracting authority shall, where the Council approves
the evaluation and due diligence report, invite the pre-selected
bidders to submit proposals in accordance with this Act. 25. (1) For purposes of this section, a single-stage procedure
shall be used where a contracting authority considers feasible to
describe the characteristics of the proposed project in a request
for proposals.

ure
shall be used where a contracting authority considers feasible to
describe the characteristics of the proposed project in a request
for proposals.

(2) A contracting authority shall, in a single-stage procedure,
issue the request for proposals and related documents including
the draft public-private partnership agreement to the pre-selected
bidders under section 24. (3) The pre-selected bidders shall be issued with a request for
proposals and other related documents on payment of a prescribed
fee. (4) A pre-selected bidder intending to bid for a project under
this Act shall complete and submit the required document referred
to under subsection (2) in a sealed envelope as prescribed. 26. (1) For the purposes of this section, a two- stage procedure
shall be carried out where a contracting authority does not consider
it feasible to describe the characteristics of the proposed project in
the request for proposals.

out where a contracting authority does not consider
it feasible to describe the characteristics of the proposed project in
the request for proposals.

(2) Where a two-stage procedure is used, the following shall
apply:
(a) the initial request for technical proposals shall call upon
the bidders to submit, in the first stage of the procedure,
initial proposals relating to project specifications,
performance indicators, financing requirements or other
characteristics of the project as well as the main
contractual terms proposed by the contracting authority
or Public-Private Partnership Office;
Approval of
evaluation
report by
Public-
Private
Partnership
Office
Request for
proposals
under single
stage
procedure
Request for
proposals
under two-
stage
procedure
316 No. 18 of 2023] Public-Private Partnership

ice
Request for
proposals
under single
stage
procedure
Request for
proposals
under two-
stage
procedure
316 No. 18 of 2023] Public-Private Partnership

(b) the contracting authority may convene meetings and hold
discussions with any of the bidders to clarify questions
concerning the initial request for technical proposals or
the initial technical proposals and accompanying
documents submitted by the bidders which shall be
recorded in minutes of the meeting or discussion;
(c) following evaluation of the technical proposals received,
the contracting authority may review and, as appropriate,
revise the initial request for technical proposals by
removing, modifying or adding to any aspect of the initial
project specifications, performance indicators, financing
requirements or other characteristics of the project,
including the main contractual terms and any criterion
for evaluating technical proposals and ascertaining the
preferred bidder, as set out in the initial request for
technical proposals;
(d) the contracting authority shall indicate in the record of the
selection proceedings to be kept the justification for any
revision to the request for technical proposals and which
shall be communicated in the invitation to submit final
proposals; and
(e) at the second stage of the procedure, the contracting
authority shall invite the bidders to submit final proposals
with respect to a single set of project specifications,
performance indicators or contractual terms.

hall invite the bidders to submit final proposals
with respect to a single set of project specifications,
performance indicators or contractual terms.

27. A request for proposals shall contain the following:
(a) general information as may be required by a bidder in
order to prepare and submit a proposal;
(b) outline project scope, cost and proposed non-negotiable
contractual terms;
(c) project specifications and performance indicators, as
appropriate, including the contracting authority’s or
Public-Private Partnership Office’s requirements
regarding safety and security standards and
environmental protection; and
(d) criteria for evaluating proposals and the thresholds, if any,
set by a contracting authority for identifying non
responsive proposals, the relative weight to be accorded
to each evaluation criteria and the manner in which the
criteria and thresholds are to be applied in the evaluation
and rejection of proposals. Content of
request for
proposal
Public-Private Partnership [No. 18 of 2023 317

esholds are to be applied in the evaluation
and rejection of proposals. Content of
request for
proposal
Public-Private Partnership [No. 18 of 2023 317

28. (1) A request for a proposal shall set out the terms and
conditions of the required bid security. (2) A contracting authority shall release a bid security promptly
to an unsuccessful bidder on expiry of the term of the bid security
or on entering into a public-private partnership agreement with a
successful bidder. (3) A contracting authority shall not release a bid security to a
successful bidder until the successful bidder reaches financial close. 29. (1) A contracting authority may, on its own initiative or on
request by a bidder, clarify, review or revise any element of the
request for a proposal as set out in section 27. (2) A contracting authority shall indicate in the record of the
selection proceedings under this section, the justification for a
revision to the request for a proposal which shall be communicated
to the bidder, in the same manner as the request for a proposal, at
a reasonable time prior to the deadline for submission of proposals. 30.

municated
to the bidder, in the same manner as the request for a proposal, at
a reasonable time prior to the deadline for submission of proposals. 30.

(1) The criteria for evaluating the technical aspect of a
proposal shall include the following:
(a) technical soundness;
(b) compliance with environmental standards under any written
law;
(c) operational feasibility;
(d) quality of services and measures to ensure continuity;
and
(e) any other prescribed criteria. (2) The criteria for evaluating financial and commercial aspects
of a proposal shall include the following:
(a) the present value of proposed user levies, unit prices and
other charges over the agreement period;
(b) the present value of proposed direct payments by the
contracting authority, if any;
(c) the costs for design and construction activities, annual
operation and maintenance costs, present value of capital
costs and operation and maintenance costs;
(d) the soundness of the proposed financial arrangements;
(e) the extent of acceptance of the negotiable contractual
terms proposed by a contracting authority in the request
for technical proposals;
(f)the social and economic benefit of the proposals; and
(g) any other prescribed criteria. Clarifications
and
modifications
Evaluation
criteria
Bid
securities
318 No. 18 of 2023] Public-Private Partnership

(g) any other prescribed criteria. Clarifications
and
modifications
Evaluation
criteria
Bid
securities
318 No. 18 of 2023] Public-Private Partnership

31. (1) An evaluation committee shall, on receipt of proposals
under this Part, review each proposal in accordance with the
evaluation criteria and, the relative weight accorded to each such
criteria and the evaluation set out in the request for proposals. (2) An evaluation committee shall rank all responsive proposals
on the basis of the evaluation criteria and award the preferred
bidder status to the bidder that has attained the best ranking. (3) The ranking referred to under subsection (2) shall form
part of the evaluation report. (4) The evaluation committee shall submit an evaluation report
to the contracting authority. (5) The contracting authority shall on receipt of the evaluation
report submit the report to the Public-Private Partnership Office
as prescribed. (6) The Public-Private Partnership Office shall submit the
evaluation report to the Technical Committee for consideration. (7) The Technical Committee shall, on consideration of the
report make a recommendation to the Council who shall approve
or reject the evaluation report.

The Technical Committee shall, on consideration of the
report make a recommendation to the Council who shall approve
or reject the evaluation report.

(8) The Council shall, on approval of the evaluation report under
subsection (7), direct the contracting authority to commence
negotiations with the preferred bidder. 32. (1) A contracting authority shall invite a preferred bidder
for negotiations of the public-private partnership agreement, except
that the negotiations shall not—
(a) change the scope of the project, resulting in a material re-
allocation of risk; and
(b) include contractual terms that were stated as non-
negotiable in the request for a proposal. (2) The negotiations under subsection (1) shall not exceed
ninety days. (3) Despite subsection (2), a contracting authority may, twenty-
one days prior to the lapse of the ninety days referred to under
subsection (2), on justifiable grounds shown, apply to the Public-
Private Partnership Office, in writing, to extend the period for
negotiations. (4) The Director-General may, on receipt of an application
under subsection (3), grant or reject the application. (5) The Director-General shall, where the Director-General
rejects an application under subsection (3), state the reasons for
the rejection.

lication. (5) The Director-General shall, where the Director-General
rejects an application under subsection (3), state the reasons for
the rejection.

(6) A contracting authority shall, where it becomes clear to
the contracting authority that the negotiations with the bidder may
Evaluation of
proposal
Negotiations
Public-Private Partnership [No. 18 of 2023 319

the contracting authority that the negotiations with the bidder may
Evaluation of
proposal
Negotiations
Public-Private Partnership [No. 18 of 2023 319

not result in an agreement, inform the bidder of the intention to
terminate the negotiations and give reasonable time as prescribed
to formulate the bidder’s best and final offer. (7) The contracting authority shall, where a bidder gives its
best and final offer and a contracting authority does not find that
offer acceptable, make recommendations for the termination of
the negotiations with the bidder to the Public-Private Partnership
Office for approval by Council. (8) A contracting authority shall, where the Council approves
the termination of negotiations under subsection (7), invite other
bidders who met the evaluation criteria for negotiations, in the
order of ranking, and commence negotiations with the other bidders
until a public-private partnership agreement is concluded with one
of the bidders or a contracting authority rejects all the remaining
proposals. (9) A contracting authority shall not resume negotiations with
a bidder with whom negotiations have been terminated in accordance
with this section. 33.

) A contracting authority shall not resume negotiations with
a bidder with whom negotiations have been terminated in accordance
with this section. 33.

(1) A contracting authority shall, on conclusion of the
negotiations under section 32, submit a negotiation report which
contains a financial model and a draft public-private partnership
agreement to the Council for approval. (2) The Council shall, within twenty-eight days of the receipt
of the negotiation report, approve, reject or defer the execution of
a public-private partnership agreement between a contracting
authority and a preferred bidder. 34. (1) The Public-Private Partnership Office shall, within
seven days of the approval of the execution of the public-private
partnership agreement under section 33, notify a contracting
authority, in writing, of the approval of the public-private partnership
agreement. (2) A contracting authority shall, prior to the execution of the
public-private partnership agreement, submit the approved public-
private partnership agreement to the Attorney-General for
clearance. (3) The contracting authority shall notify, in writing, all bidders
who participated in the tender process of the decision of the Council. 35.

arance. (3) The contracting authority shall notify, in writing, all bidders
who participated in the tender process of the decision of the Council. 35.

The Minister responsible for finance and a contracting
authority shall, on clearance of the public-private partnership
agreement by the Attorney-General, execute the public-private
partnership agreement with the preferred bidder. Approval of
negotiation
report by
Council
Notification
of approval
of public-
private
partnership
agreement
Execution of
public-
private
partnership
agreement
320 No. 18 of 2023] Public-Private Partnership

of approval
of public-
private
partnership
agreement
Execution of
public-
private
partnership
agreement
320 No. 18 of 2023] Public-Private Partnership

36. A contracting authority shall, within fourteen days of the
execution of a public-private partnership agreement, cause to be
published the results of the tender and the preferred bidder in a
daily newspaper of general circulation in the Republic and electronic
media. 37. (1) A contracting authority and the Public-Private
Partnership Office shall keep proposals received under this Part
confidential. (2) A party to a negotiation shall not disclose to any person,
any other information in relation to negotiations done under this
Act, without the consent of the other party unless required by law,
a court order or permitted by the request for proposals. (3) A person who contravenes subsections (1) and (2) commits
an offence and is liable, on conviction, to a fine not exceeding fifty
thousand penalty units. 38. (1) A contracting authority shall keep an appropriate record
of information relating to the pre-selection and award proceedings
in the prescribed manner. (2) The contracting authority shall provide the Public-Private
Partnership Office with copies of the records referred to under
subsection (1). 39.

er. (2) The contracting authority shall provide the Public-Private
Partnership Office with copies of the records referred to under
subsection (1). 39.

(1) A contracting authority may, at any time prior to the
notification of the contract award, terminate or cancel the
procurement proceedings without entering into a contract if—
(a) the subject procurement is overtaken by—
(i) operation of law; or
(ii) substantial technological change;
(b) the procurement need has ceased to exist or changed
significantly;
(c) there is a significant change in the required technical details,
bidding conditions, conditions of contract or other details,
such that the recommencement of procurement
proceedings is necessary;
(d) there is evidence of collusion among bidders;
(e) it is in the public interest;
(f) there is evidence of corrupt practices by an office holder
or any other person involved in the procurement;
(g) no bids were received;
(h) all evaluated bids are non responsive; or
(i) there is an incidence of force majeure. Notice of
award
Confidentiality
Record of
selection and
award
proceedings
Termination
or
cancellation
of
procurement
proceedings
Public-Private Partnership [No. 18 of 2023 321

iality
Record of
selection and
award
proceedings
Termination
or
cancellation
of
procurement
proceedings
Public-Private Partnership [No. 18 of 2023 321

(2) A contracting authority that terminates or cancels the
procurement proceedings under this section shall, within fourteen
days from the date of the termination or cancellation—
(a) submit to the Public-Private Partnership Office, a written
report on the termination or cancellation stating the
reasons for the termination or cancellation; and
(b) notify, in writing, the person that submitted bids of the
reasons for the termination or cancellation. (3) Despite subsection (2), a contracting authority shall obtain
the approval of the Council before terminating or cancelling a
procurement process under this Part. PART V
UNSOLICITED PROPOSALS
40. (1) A bidder may submit an unsolicited proposal of a project
to a contracting authority who shall notify the Public-Private
Partnership Office.

LS
40. (1) A bidder may submit an unsolicited proposal of a project
to a contracting authority who shall notify the Public-Private
Partnership Office.

(2) A contracting authority shall, within fourteen days of receipt
of an unsolicited proposal referred to under subsection (1), undertake
a preliminary evaluation of the unsolicited proposal for a public-
private partnership if the proposal—
(a) is innovative, independently originated and beneficial to
the public; and
(b) includes the following sufficient information for a
contracting authority to evaluate the proposal in an
objective and timely manner:
(i) business case regarding a proposed project to
include the project cost and how the
concessionaire shall recoup their investment;
(ii) technical requirements in the form of scope of
work of a project;
(iii) legal requirements to be met by the parties to the
project;
(iv) social economic and environmental impact of the
project;
(v) affordability and value for money proposition in
the project;
(vi) financial model and key financial indicators;
(vii) projects land requirements, if any; and
(viii) type of public-private partnership model. Submission
of
unsolicited
proposal
322 No. 18 of 2023] Public-Private Partnership

ements, if any; and
(viii) type of public-private partnership model. Submission
of
unsolicited
proposal
322 No. 18 of 2023] Public-Private Partnership

(3) A bidder shall pay into the Fund a prescribed non-refundable
fee at the time of submitting its unsolicited proposal under subsection
(1) to cover the costs for processing, review and evaluation of the
unsolicited proposal. (4) A fee paid under subsection (3) shall not create an obligation
on a contracting authority or the Public-Private Partnership Office
towards the bidder. (5) A contracting authority and the Public-Private Partnership
Office shall maintain a record of unsolicited proposals received on
a first-come-first-serve basis, in order to identify the initial bidder
of the proposed project. (6) A contracting authority and the Public-Private Partnership
Office shall take appropriate action to protect the confidential or
proprietary information that a bidder provides as part of an
unsolicited proposal. (7) A contracting authority shall, where the contracting authority
rejects an unsolicited proposal, notify the bidder, in writing, of its
decision. 41.

7) A contracting authority shall, where the contracting authority
rejects an unsolicited proposal, notify the bidder, in writing, of its
decision. 41.

A contracting authority shall, within seven days of
concluding the preliminary evaluation under section 39, and on being
satisfied with the unsolicited proposal, submit to the Public-Private
Partnership Office—
(a) a recommendation to consider the unsolicited proposal, in
writing, accompanied by the unsolicited proposal; and
(b) a report on the preliminary evaluation. 42. The Public-Private Partnership Office shall, before
commencing an evaluation of an unsolicited proposal, conduct an
inspection of the site for the proposed project. 43. (1) The Public-Private Partnership Office shall, within
fourteen days of the conclusion of an inspection of the proposed
site under section 42, evaluate the unsolicited proposal in order to
determine the unsolicited proposal’s suitability for further
development as a project. (2) The Public-Private Partnership Office shall, where it
determines that the unsolicited proposal is suitable for further
development as a project, submit the unsolicited proposal to the
Technical Committee for consideration.

e unsolicited proposal is suitable for further
development as a project, submit the unsolicited proposal to the
Technical Committee for consideration.

(3) The Technical Committee shall, if satisfied that the unsolicited
proposal meets the requirements of section 40(2), submit the
proposal to the Council for preliminary approval. Preliminary
approval of
unsolicited
proposal
Inspection of
project site
Evaluation of
unsolicited
proposals
Public-Private Partnership [No. 18 of 2023 323

iminary
approval of
unsolicited
proposal
Inspection of
project site
Evaluation of
unsolicited
proposals
Public-Private Partnership [No. 18 of 2023 323

(4) The Council shall, on receipt of the unsolicited proposal
under subsection (3), approve or reject the unsolicited proposal. (5) The Council shall, where the Council rejects the unsolicited
proposal in accordance with subsection (4), state the reasons for
the rejection. 44. A contracting authority shall, on approval of the unsolicited
proposal by the Council under section 43, notify the bidder, in writing,
of the Council’s decision. 45. The Public-Private Partnership Office shall, after approval
of the unsolicited proposal by the Council under section 43, and in
collaboration with the contracting authority conduct a due diligence
for approval by the Council. 46. (1) The Council shall, where the Council approves an
unsolicited proposal and the due diligence report, direct a contracting
authority to advertise for competitive proposals.

here the Council approves an
unsolicited proposal and the due diligence report, direct a contracting
authority to advertise for competitive proposals.

(2) A contracting authority shall, where a contracting authority
subjects an unsolicited proposal to competition, issue an
advertisement—
(a) outlining the general nature and scope of the unsolicited
proposal;
(b) providing the location of the project and the work to be
performed on, or in connection with, the project; and
(c) specifying an address to which a competing proposal may
be submitted. (3) An advertisement issued under subsection (2) shall specify
a reasonable period within which competitors may submit a
competing proposal to the contracting authority and specify the
cost of the solicitation documents.

nable period within which competitors may submit a
competing proposal to the contracting authority and specify the
cost of the solicitation documents.

(4) A contracting authority shall, on receipt of a competing
proposal—
(a) determine if a competing proposal is comparable in nature
with the scope of the original unsolicited proposal; and
(b) evaluate the comparable competing proposal against the
original unsolicited proposal using the following criteria:
(i) novel methods, approaches or concepts
demonstrated by the proposal;
(ii) scientific, financial, technical, orsocio economic
merits of the proposal;
(iii) potential contribution of the proposal to the
contracting authority’s mission;
Preliminary
approval
Due diligence
Procurement
of
unsolicited
proposal
324 No. 18 of 2023] Public-Private Partnership

contracting authority’s mission;
Preliminary
approval
Due diligence
Procurement
of
unsolicited
proposal
324 No. 18 of 2023] Public-Private Partnership

(iv) capabilities, related experience, facilities, or
techniques of the bidder or unique combinations
of these qualities that are integral factors for
achieving the proposal’s objectives;
(v) qualifications, capabilities and experience of the
proposed team leader or key personnel, who
are critical to achieving the proposal’s
objectives;
(vi) the benefits of the proposal to the public; and
(vii) any other factors appropriate to a particular
proposal. (5) A contracting authority may, after evaluating an unsolicited
proposal and a competing proposal—
(a) accept the unsolicited proposal and reject a competing
proposal;
(b) accept the competing proposal and reject the unsolicited
proposal; or
(c) reject both the unsolicited proposal and a competing
proposal. (6) A contracting authority shall, in collaboration with the Public-
Private Partnership Office, where a bidder that submitted a
competing proposal is evaluated as the preferred bidder, conduct a
technical, financial and due diligence on the preferred bidder.

er that submitted a
competing proposal is evaluated as the preferred bidder, conduct a
technical, financial and due diligence on the preferred bidder.

(7) A contracting authority shall submit to the Public-Private
Partnership Office—
(a) an evaluation report containing the preferred bidder and
proposal; and
(b) in addition to the evaluation report referred to under
paragraph (a), a technical, financial and due diligence
report in accordance with subsection (6). (8) The Public-Private Partnership Office shall submit both
the evaluation report and a technical, financial and due diligence
report to the Technical Committee for consideration and re-
submission to the Council. (9) The Council may, where the Council is satisfied with the
evaluation report and a technical, financial and due diligence report
submitted under subsection (8), direct the contracting authority to
proceed to negotiate the proposal. (10) Sections 32 to 39 shall apply to an unsolicited proposal
with the necessary modifications. Public-Private Partnership [No. 18 of 2023 325

oposal. (10) Sections 32 to 39 shall apply to an unsolicited proposal
with the necessary modifications. Public-Private Partnership [No. 18 of 2023 325

47. (1) A contracting authority may, with approval of the Public-
Private Partnership Office, where a contracting authority receives
more than one unsolicited proposal with respect to the same matter
which have high market interest or the existence of equally
competent alternative technologies that could deliver value for money
to the Government, determine that the unsolicited proposal be
procured using restricted tendering procedure that limits competitive
bidding to the bidders that submitted the unsolicited proposals. (2) Subject to subsection (1), a contracting authority shall
ensure equitable bidding conditions when determining a procurement
process to be adopted under this section. PART VI
DIRECT PROCUREMENT
48.

rity shall
ensure equitable bidding conditions when determining a procurement
process to be adopted under this section. PART VI
DIRECT PROCUREMENT
48.

Subject to approval by the Council, a contracting authority
may negotiate a public-private partnership agreement without using
the solicited or unsolicited procedures under Parts IV and V in the
following circumstances:
(a) the project is of short duration and the anticipated initial
investment value does not exceed a prescribed amount;
(b) the project involves the national defence or national
security;
(c) there is only one source capable of providing the required
service;
(d) the contracting authority determines that there are
operational and strategic advantages or reasons linked
to a particular bidder on the basis of national interest,
bilateral or international cooperation, or external trade;
(e) there is an urgent need for the works or services, and any
other procurement method is impractical, and the
circumstances giving rise to the urgency were not
foreseeable by the contracting authority or the result of
dilatory conduct by the contracting authority;
(f) an invitation to the pre selection proceedings or a request
for a proposal has been issued but no proposals were
submitted or all proposals failed to meet the evaluation
criteria set out in the request for proposals and in the
opinion of the contracting authority, issuing a new
invitation to the pre-selection proceedings and a new
request for proposals is not likely to result in a contract
award within the required time frame;
Conditions
for changing
unsolicited
bidding to
solicited
bidding
Circumstances
authorising
award
without
competitive
procedures
326 No.

ed time frame;
Conditions
for changing
unsolicited
bidding to
solicited
bidding
Circumstances
authorising
award
without
competitive
procedures
326 No.

18 of 2023] Public-Private Partnership

18 of 2023] Public-Private Partnership

(g) the contracting authority, having procured goods,
equipment, technology or services from a bidder,
determines that additional supplies shall be procured from
the bidder for reasons of standardisation or the need for
compatibility with existing goods, equipment, technology
or services, taking into account the—
(i) effectiveness of the original procurement in
meeting the needs of the contracting authority;
(ii) limited size of the proposed procurement in relation
to the original procurement; and
(iii) reasonableness of the price and the unsuitability
of alternatives to the goods or services in
question; or
(h) in any other case that the Council authorises such an
exception based on the merits of each case. 49. (1) A contracting authority in collaboration with the Public-
Private Partnership Office shall, where the Council approves direct
procurement of a project, undertake a due diligence on the bidder. (2) A contracting authority shall where the Council approves
the due diligence report, enter into negotiations with the bidder. (3) Sections 32 to 39 shall apply to a direct procurement, with
the necessary modification. PART VII
GENERAL PROCUREMENT PROVISIONS
50.

th the bidder. (3) Sections 32 to 39 shall apply to a direct procurement, with
the necessary modification. PART VII
GENERAL PROCUREMENT PROVISIONS
50.

(1) A person shall not influence, or attempt to influence,
an evaluation and comparison of a bid. (2) A bidder shall not, after the deadline for submission of
bids, make unsolicited communications to a contracting authority
or a person involved in procurement proceedings that might
reasonably be construed as an attempt to influence the evaluation
and comparison of bids. (3) A person who contravenes subsection (1) or (2) commits
an offence and is liable, on conviction, to a fine not exceeding five
hundred thousand penalty units. (4) In addition to the penalty under subsection (3), where—
(a) a bidder contravenes subsection (1) or (2), that bidder
shall be disqualified from participating in an existing or
future procurement proceeding under this Act for a
prescribed period; or
Procedure
for direct
procurement
Prohibition
of
inappropriate
influence on
evaluation
and other
matters
Public-Private Partnership [No. 18 of 2023 327

Procedure
for direct
procurement
Prohibition
of
inappropriate
influence on
evaluation
and other
matters
Public-Private Partnership [No. 18 of 2023 327

(b) an office holder contravenes subsection (1) or (2), that
office holder shall be subject to disciplinary action. 51. (1) A contracting authority shall use a standard solicitation
document issued by the Public-Private Partnership Office for
procurement. (2) The Public-Private Partnership Office shall ensure that
the standard solicitation documents are easily available to a
contracting authority by posting the solicitation documents on the
website of the Public-Private Partnership Office or directly
obtaining the standard solicitation document from the Public-Private
Partnership Office. (3) A contracting authority shall notify the Public-Private
Partnership Office of amendments to, or change of, any standard
solicitation document. (4) An amendment to a solicitation document that is not notified
to the Public-Private Partnership Office shall not take effect until
the notification has been given. (5) A contracting authority shall, in any procurement
proceedings under this Act, issue a solicitation document to bidders
at the same time on payment of a prescribed fee.

hority shall, in any procurement
proceedings under this Act, issue a solicitation document to bidders
at the same time on payment of a prescribed fee.

(6) A contracting authority shall specify the period within which
a bidder may respond to a solicitation document, except that the
period shall not exceed sixty days. 52. (1) A preferred bidder shall establish a special purpose
vehicle incorporated in the Republic prior to the execution of a
public-private partnership agreement. (2) The public-private partnership agreement relating to a
special purpose vehicle shall contain the following terms that are
consistent with terms of the request for proposals:
(a) the minimum capital of a special purpose vehicle established
under subsection (1); and
(b) the procedures for obtaining the approval of a contracting
authority to the special purpose vehicle’s Articles of
Association or amendments in the Articles of
Association. (3) A director of a special purpose vehicle shall not wind up a
special purpose vehicle, alter the legal structure or reduce the share
capital of a special purpose vehicle without the approval of a
contracting authority. Standard
solicitation
documents
Special
purpose
vehicle
328 No. 18 of 2023] Public-Private Partnership

ithout the approval of a
contracting authority. Standard
solicitation
documents
Special
purpose
vehicle
328 No. 18 of 2023] Public-Private Partnership

(4) A contracting authority may reject to issue an approval
under subsection (3) if there is a reasonable ground to suspect that
the requested alteration may compromise the delivery of a public
facility or service under this Act. 53. (1) Where the Public-Private Partnership Office
determines that a contracting authority does not have the technical
expertise to procure a project, a contracting authority shall, in
consultation with the Public-Private Partnership Office, procure a
transaction advisor to assist the contracting authority in the
development, preparation, procurement, contract negotiations and
financial close phases of a project. (2) The engagement of a transaction advisor under subsection
(1) shall be based on the principles of disclosure, transparency,
equality, cost effectiveness and equal opportunity in accordance
with the prescribed procedure. 54.

sed on the principles of disclosure, transparency,
equality, cost effectiveness and equal opportunity in accordance
with the prescribed procedure. 54.

The Minister may, on the recommendation of the Public-
Private Partnership Office, prescribe the standards and procedures
for—
(a) identifying, evaluating, operating and managing projects
under this Act;
(b) undertaking of feasibility studies for the purposes of this
Act;
(c) implementing and monitoring projects under a public-private
partnership agreement; and
(d) any other matter to ensure that public-private partnership
agreements provide value for money and afford the
optimum transfer of appropriate technical, operational
or financial risk to concessionaires. Technical
expertise of
contracting
authority
Standards
and
procedures
Public-Private Partnership [No. 18 of 2023 329

inancial risk to concessionaires. Technical
expertise of
contracting
authority
Standards
and
procedures
Public-Private Partnership [No. 18 of 2023 329

PART VIII
PUBLIC-PRIVATE PARTNERSHIP AGREEMENTS
55.

PART VIII
PUBLIC-PRIVATE PARTNERSHIP AGREEMENTS
55.

A Public-Private Partnership agreement shall provide for
such matters as the parties consider appropriate, including—
(a) the nature and scope of works to be performed and services
to be provided by the concessionaire;
(b) the conditions for provision of services and the extent of
exclusivity, if any, of the concessionaire’s rights under
the agreement;
(c) the assistance that a contracting authority may provide to
the concessionaire in obtaining licences and permits to
the extent necessary for the implementation of the
project;
(d) the return of assets, if any, to a contracting authority, at
the termination or expiry of the agreement, in such
manner as may be provided for in the agreement, as
specified in section 62;
(e) procedures for the review and approval of engineering
designs, construction plans and specifications by the
contracting authority and the procedures for testing and
final inspection, approval and acceptance of the project;
(f) the Public-Private Partnership Office, contracting
authority or other regulatory agency’s right to monitor
the works to be performed and services to be provided
by the concessionaire and the conditions and extent to
which the Public-Private Partnership Office, contracting
authority or other regulatory agency may order
variations in respect of the works and conditions of
service or take other reasonable actions as they may
find appropriate to ensure that the project is properly
operated and the services are provided in accordance
with the applicable legal and contractual requirements;
(g) the extent of the concessionaire’s obligation to provide
the Public-Private Partnership Office, the contracting
authority or other regulatory agency, as appropriate, with
reports and other information on its operations;
(h) remedies available in the event of default of either party;
Contents
and
implementa-
tion of
public-
private
partnership
agreement
330 No.

ations;
(h) remedies available in the event of default of either party;
Contents
and
implementa-
tion of
public-
private
partnership
agreement
330 No.

18 of 2023] Public-Private Partnership

18 of 2023] Public-Private Partnership

(i) the extent to which either party may be exempt from
liability for failure or delay to comply with an obligation
under the Public-Private Partnership agreement owing
to circumstances beyond either party’s reasonable
control;
(j) the duration of the Public-Private Partnership agreement
and the rights and obligations of the parties on the expiry
or termination;
(k) the manner for calculating compensation;
(l) the governing law and mechanisms for the settlement of
disputes that may arise between the Public-Private
Partnership Office or contracting authority and the
concessionaire;
(m) the rights and obligations of the parties with respect to
confidential information;
(n) the relevant financial terms;
(o) the sharing of generic risks between the contracting
authority and the concessionaire;
(p) corporate social responsibility;
(q) the payment to the concessionaire by way of compensation
from a revenue fund or of user levies collected by the
concessionaire for a service provided by the
concessionaire as provided under section 66;
(r) mechanisms and procedures for the transfer of assets to a
contracting authority in the case of the winding up of
project;
(s) the revised prices relating to a negotiation not to
compromise the quality specifications of the original
tender; and
(t) such other information as may be prescribed.

es relating to a negotiation not to
compromise the quality specifications of the original
tender; and
(t) such other information as may be prescribed.

56. (1) A contracting authority shall, in determining the
duration of a Public-Private Partnership agreement, consider the
following factors:
(a) the life span of the technology to be employed under the
public-private partnership agreement;
Public-Private Partnership [No. 18 of 2023 331
Factors in
determining
duration of
Public-
Private
Partnership
agreement

private partnership agreement;
Public-Private Partnership [No. 18 of 2023 331
Factors in
determining
duration of
Public-
Private
Partnership
agreement

332 No. 18 of 2023] Public-Private Partnership
(b) the investment standards that are required to be maintained
by each party to the Public-Private Partnership
agreement throughout the duration of the public-private
partnership agreement;
(c) the economic and financial viability of the project and
the economic life of the infrastructure, asset or facilities
to be provided;
(d) the depreciation of the project assets during the life span
of the public-private partnership agreement; and
(e) the period required by the parties to the partnership to—
(i) maintain service delivery standards and
investment levels during the life span of the public-
private partnership agreement; and
(ii) recoup the parties investment. (2) The Public-Private Partnership Office may issue additional
guidelines in respect of the determination of the duration of a
public-private partnership agreement. 57.

vate Partnership Office may issue additional
guidelines in respect of the determination of the duration of a
public-private partnership agreement. 57.

(1) A contracting authority may request for an approval
from the Council for the extension of the period of the public-
private partnership agreement in the following circumstances:
(a) there is a delay in completion or interruption of operation
due to circumstances beyond the reasonable control of
either party;
(b) the project is suspended as a result of acts of the Public-
Private Partnership Office or contracting authority or
other public authority;
(c) increase in costs arising from requirements of the Public-
Private Partnership Office or a contracting authority not
originally foreseen in the public-private partnership
agreement, if the concessionaire would not be able
torecover costs without such extension; or
(d) a contracting party and concessionaire agree to an
extension on the basis of national or public interest,
which shall be justified in a record to be kept by the
Public-Private Partnership Office. (2) The Council may, on receipt of the request for extension
under subsection (1), approve or reject the extension. Extension of
concession
period or
agreement

ouncil may, on receipt of the request for extension
under subsection (1), approve or reject the extension. Extension of
concession
period or
agreement

(3) The Council shall, where the Council rejects a request for
an extension, state the reasons for the rejection. 58. (1) A contracting authority may, where a contracting
authority enters into a Public-Private Partnership agreement with
a bidder, designate as appropriate, its property for the use by a
concessionaire, in relation to, and for the duration of, a project on
terms and conditions that the contracting authority determines. (2) A public-private partnership agreement shall, where a
project involves more than one contracting authority, specify which
of the contracting authorities shall be the lead contracting authority. (3) A public-private partnership agreement involving the
performance of a function of a contracting authority by a
concessionaire shall not divest a contracting authority of the
responsibility for ensuring that the function is effectively and
efficiently performed.

concessionaire shall not divest a contracting authority of the
responsibility for ensuring that the function is effectively and
efficiently performed.

(4) A public-private partnership agreement involving the use
of a contracting authority’s assets by a concessionaire shall not
divest the contracting authority of the responsibility of ensuring
that the assets are protected against factors which may negatively
affect the assets including forfeiture, theft, loss and wastage. 59. Subject to this Act, a contracting authority may enter into
any appropriate public-private partnership model with a bidder as
set out in the Second Schedule. 60. A contracting authority shall, for the purposes of this Act
and any other written law, require a concessionaire to subcontract
at least ten percent of the total works of the project to citizen
contractors and suppliers. 61. (1) A contracting authority shall —
(a) ensure that it identifies the fiscal commitment; and
(b) provide mitigation measures for fiscal risks that may arise
through its budgetary allocations. (2) Subject to subsection (1), the Minister may, in consultation
with the Public-Private Partnership Office, where the contingent
liabilities crystalise, approve the limitation of contingent liabilities.

onsultation
with the Public-Private Partnership Office, where the contingent
liabilities crystalise, approve the limitation of contingent liabilities.

(3) The Public-Private Partnership Office shall prepare and
submit to the Minister an annual report on contingent liabilities
assigned during a particular year providing projections on future
contingent liability requirements based on the projects portfolio
in the project list prepared under section 12. Property and
assets under
Public-
Private
Partnership
agreement
Public-
Private
Partnership
model
Subcontracting
Fiscal
commitment
Public-Private Partnership [No. 18 of 2023 333

ublic-
Private
Partnership
agreement
Public-
Private
Partnership
model
Subcontracting
Fiscal
commitment
Public-Private Partnership [No. 18 of 2023 333

62. (1) A public-private partnership agreement shall specify,
as appropriate, which assets are, or shall be, public property, and
private property of the concessionaire. (2) Despite the generality of subsection (1), a public-private
partnership agreement shall identify which assets belong to the
following categories:
(a) assets a concessionaire is required to return or transfer to
a contracting authority or another entity indicated by a
contracting authority in accordance with the terms of
the public-private partnership agreement;
(b) assets contracting authority may purchase from the
concessionaire; and
(c) assets a concessionaire may retain or dispose of on expiry
or termination of the public-private partnership
agreement. 63. A contracting authority or other public authority shall, in
accordance with the terms of any relevant written law and
agreement make available and assist a concessionaire in obtaining
such rights related to the project site, as may be necessary for the
implementation of the project. 64. A compulsory acquisition of land that may be required for
the implementation of a project shall be carried out in accordance
with the Lands Acquisition Act. 65.

ry acquisition of land that may be required for
the implementation of a project shall be carried out in accordance
with the Lands Acquisition Act. 65.

A contracting authority or other public authority may, in
accordance with the terms of any agreement or relevant written
law, make available and assist the concessionaire to enjoy the right
to enter, transit through or do work or fix installations on, property
of third parties, as may be necessary for the implementation of
the project. 66. (1) A concessionaire shall have the right to charge,
receive or collect a prescribed fee or levy for the use of an
infrastructure asset or facility, for the provision or services where
the right is granted in a Public-Private Partnership agreement. (2) A contracting authority may agree to make direct payments
to the concessionaire as a substitute for, or in addition to, the
prescribed fee or levy referred to under subsection (1). Ownership
of assets
Acquisition
of rights
related to
project site
Compulsory
acquisition
of land
Cap. 189
Easement
Collection of
prescribed
fees or levies
334 No. 18 of 2023] Public-Private Partnership

o
project site
Compulsory
acquisition
of land
Cap. 189
Easement
Collection of
prescribed
fees or levies
334 No. 18 of 2023] Public-Private Partnership

67. (1) Subject to a restriction that may be contained in a
public-private partnership agreement, a concessionaire shall have
the right to create security interests over any of the public-private
partnership assets, rights or other interests, including those relating
to the project, as required to secure any financing needed for the
project, including the following:
(a) security over movable or immovable property owned by
the concessionaire or the concessionaire’s interests in
project assets; and
(b) a pledge of the proceeds of, and receivables owed to the
concessionaire for, the use of the project or the services
that the concessionaire provides. (2) The shareholders of a concessionaire shall have the right
to pledge or create any other security interest in their shares in the
public-private partnership agreement. (3) A security under subsections (1) and (2) shall not be created
over public property or other property, assets or rights needed for
the provision of a public service or where the creation of the security
is prohibited by any written law. 68.

er property, assets or rights needed for
the provision of a public service or where the creation of the security
is prohibited by any written law. 68.

(1) Except as otherwise provided in section 69, the rights
and obligations of the concessionaire under a public-private
partnership agreement may not be assigned to a third party without
the prior written consent of an appropriate contracting authority. (2) A public-private partnership agreement shall set out the
conditions under which a contracting authority shall give its consent
to an assignment of the rights and obligations of the concessionaire
under the concession agreement, including the acceptance by the
new concessionaire of all obligations under the public-private
partnership agreement and evidence of the new concessionaire’s
technical and financial capability as shall be necessary for providing
the service or undertaking the project. 69. (1) Except as otherwise provided in a public-private
partnership agreement, a controlling interest in a concessionaire
shall not be transferred to a third party without the consent of a
contracting authority. (2) A public private-private partnership agreement shall set
out the conditions under which the consent of a contracting
authority shall be given.

ty. (2) A public private-private partnership agreement shall set
out the conditions under which the consent of a contracting
authority shall be given.

Security
interest
Assignment
of Public-
Private
Partnership
agreement
Transfer of
controlling
interest in
concessionaire
Public-Private Partnership [No. 18 of 2023 335

Assignment
of Public-
Private
Partnership
agreement
Transfer of
controlling
interest in
concessionaire
Public-Private Partnership [No. 18 of 2023 335

70. (1) A concessionaire shall have the right to issue and
enforce rules governing the use of an infrastructure, asset, facility
or other service under a public private-partnership agreement,
subject to the approval of a contracting authority or relevant
regulatory agency. (2) Despite subsection (1), a public-private partnership
agreement shall set out, as appropriate, the extent of a
concessionaire’s obligations to ensure—
(a) the modification of the service so as to meet the demand
for the service;
(b) the continuity of the service;
(c) the provision of the service under essentially the same
conditions for all users; and
(d) the non-discriminatory access, as appropriate, of other
service providers to a public infrastructure network
operated by the concessionaire. 71.

d
(d) the non-discriminatory access, as appropriate, of other
service providers to a public infrastructure network
operated by the concessionaire. 71.

(1) Subject to subsection (2) and (3), a public-private
partnership agreement shall set out the extent to which a
concessionaire is entitled to a revision of the public-private
partnership agreement with a view to providing compensation in
the event that the cost of the concessionaire’s performance of the
public-private partnership agreement has substantially increased
or that the value that the concessionaire receives for such
performance has substantially diminished, as compared with the
costs and the value of performance originally foreseen, as a result
of —
(a) changes in economic or financial conditions; or
(b) changes in legislation not specifically applicable to the
project or the services the concessionaire provides. (2) In order for the economic, financial or legislative changes
referred to under subsection (1) to apply, the economic, financial
or legislative changes shall—
(a) have occurred during the performance of the concession
agreement;
(b) be beyond the control of the concessionaire; and
Use of
infrastructure,
asset, facility
or other
service
Revision of
concessionaire
agreement
336 No. 18 of 2023] Public-Private Partnership

naire; and
Use of
infrastructure,
asset, facility
or other
service
Revision of
concessionaire
agreement
336 No. 18 of 2023] Public-Private Partnership

(c) be of such a nature that the concessionaire may not
reasonably be expected to have—
(i) taken the changes into account at the time the
Public-Private Partnership agreement was
negotiated; or
(ii) avoided or overcome the consequences. (3) Despite the provisions of subsection (1), a review of a
public-private partnership agreement shall be approved if the
concessionaire demonstrates that the public-private partnership
agreement, if revised shall ensure—
(a) that the project continues to provide value for money;
(b) that the project continues to be affordable as verified by
the Public-Private Partnership Office, where the revision
has financial implications;
(c) the continued transfer of appropriate risks to the
concessionaire;
(d) the continued provision of efficient and effective public
services; and
(e) the continued protection and preservation of the
environment. (4) An approval under subsection (3) shall be in writing. (5) A Public-Private Partnership agreement shall establish
procedures for revising the terms of the public-private partnership
agreement in accordance with this section.

e Partnership agreement shall establish
procedures for revising the terms of the public-private partnership
agreement in accordance with this section.

(6) A revision of the public-private partnership agreement shall
not be effected without the approval of the Council. 72. (1) A contracting authority shall have the right, under
the circumstances set out in a Public-Private Partnership agreement,
to temporarily take over the —
(a) operation of an infrastructure, asset or facility under a
project, for the purpose of ensuring the effective and
uninterrupted delivery of a service; or
(b) timely completion of the project, in the event of a material
default by the concessionaire in the performance of the
concessionaire’s obligations and to rectify the breach
within a reasonable period of time. Takeover of
project
Public-Private Partnership [No. 18 of 2023 337

ionaire’s obligations and to rectify the breach
within a reasonable period of time. Takeover of
project
Public-Private Partnership [No. 18 of 2023 337

(2) In the event that a contracting authority elects to take over
a project under subsection (1), the contracting authority—
(a) shall collect and pay any revenues that are subject to a
lien to satisfy an obligation;
(b) may develop and operate the project, impose user levies
and comply with any existing service contract; and
(c) may solicit proposals, as appropriate, for the construction,
maintenance or operation of the infrastructure project
except that the contracting authority may determine
whether or not to reimburse the costs incurred by the
concessionaire if —
(i) the project is awarded to any other bidder;
(ii) the project achieves financial close; and
(iii) the development costs are borne by the
concessionaire. 73. (1) A contracting authority may, on a material default
by the concessionaire or other event that could otherwise justify
the termination of the public-private partnership agreement, agree
with any entity extending financing for a project and a
concessionaire to provide for the substitution of the concessionaire
with another person to the obligations under the existing public-
private partnership agreement.

to provide for the substitution of the concessionaire
with another person to the obligations under the existing public-
private partnership agreement.

(2) The contracting authority may facilitate for a
concessionaire to securitise any project receivables and assets in
favour of an existing financing for a project on terms that the
contracting authority may determine in order to safeguard the
successful implementation, completion, management and control
of the project, subject to approval of the Council. 74. (1) A public-private partnership agreement shall provide,
as appropriate, for —
(a) the compensation to which the concessionaire may be
entitled in respect of assets transferred to a contracting
authority or to a new concessionaire or purchased by a
contracting authority;
(b) transfer of technology required for the operation of a
project;
Substitution
of
concessionaire
Winding-up
and
handback
338 No. 18 of 2023] Public-Private Partnership

hnology required for the operation of a
project;
Substitution
of
concessionaire
Winding-up
and
handback
338 No. 18 of 2023] Public-Private Partnership

(c) the training of a contracting authority’s personnel or of a
successor concessionaire in the operation and
maintenance of the project;
(d) the provision, by the concessionaire, of continuing support
services and resources, including the supply of spare
parts, if required, for a reasonable period after the
transfer of the project to a contracting authority or to a
successor concessionaire;
(e) a requirement that the asset has a reasonable remaining
useful life at the expiration date; and
(f) the establishment of a contingency fund for any
maintenance requirements after handback. (2) The public-private partnership agreement shall provide for
the mechanism for winding and handback under subsection (1) to
occur two years prior to expiration of the public-private partnership
agreement. 75.

or
the mechanism for winding and handback under subsection (1) to
occur two years prior to expiration of the public-private partnership
agreement. 75.

(1) A contracting authority has a duty to—
(a) identify, conceptualise and develop solicited proposals;
(b) screen and undertake the preliminaryevaluation of
unsolicited proposals;
(c) liaise with key stakeholders during the life span of the
project;
(d) undertake or cause to be undertaken a feasibility study
for a project;
(e) provide technical expertise for development of the project;
(f) ensure compliance of the project with the applicable
written law;
(g) on written request by a concessionaire, provide reasonable
support to the concessionaire in procuring
applicablepermits or other legal instruments;
(h) monitor and implement the project in accordance with
the public-private partnership agreement;
(i) submit to the Public-Private Partnership Office periodic
or other annual reports on the implementation of project
agreements;
Duties of
contracting
authority
Public-Private Partnership [No. 18 of 2023 339

ic
or other annual reports on the implementation of project
agreements;
Duties of
contracting
authority
Public-Private Partnership [No. 18 of 2023 339

(j) prepare public-private partnership agreements in
accordance with standard documents and other guidance
issued by the Public-Private Partnership Office; and
(l) ensure that the transfer of assets at the expiry or early
termination of a public-private partnership agreement
is consistent with the terms of the public-private
partnership agreement where the project involves a
transfer of assets. (2) Subject to the provisions of subsection (1), a contracting
authority shall, in the performance of its duties, report to the Public-
Private Partnership Office and shall—
(a) implement the directives of the Council;
(b) comply with the guidelines issued by the Public-Private
Partnership Office; and
(c) submit information as may be required by the Public-
Private Partnership Office or Council. 76. (1) A contracting authority shall, under the direction of
the Public-Private Partnership Office, constitute a project
implementation team for the implementation of all phases of a
project.

er the direction of
the Public-Private Partnership Office, constitute a project
implementation team for the implementation of all phases of a
project.

(2) A project implementation team constituted under
subsection (1) shall consist of members that possess technical,
financial or legal expertise except that one member shall be a
representative of the Public-Private Partnership Office. (3) The Public-Private Partnership Office shall provide
oversight and guidance on the implementation of each project. (4) A concessionaire shall prepare and submit project
performance reports and monitoring reports to a contracting
authority within such periods as may be specified in the public—
private partnership agreement. 77. (1) A contracting authority shall appoint a contract
manager for every public-private partnership agreement, who shall
be responsible for—
(a) managing the obligations of a contracting authority
specified in the Public-Private Partnership agreement;
and
(b) ensuring that the concessionaire performs the Public-
Private Partnership agreement in accordance with the
terms and conditions specified in the contract. Project
implementa-
tion
Contract
manager
340 No. 18 of 2023] Public-Private Partnership

ance with the
terms and conditions specified in the contract. Project
implementa-
tion
Contract
manager
340 No. 18 of 2023] Public-Private Partnership

(2) A contract manager shall be appointed in a manner as
prescribed. 78. A concessionaire shall, on the request of a contracting
authority or Public-Private Partnership Office, grant access to the
project site for purposes of conducting an inspection in accordance
with the terms of a Public-Private Partnership agreement. 79. (1) A concessionaire shall keep and maintain proper
books of accounts and other records relating to its accounts, which
shall be open for scrutiny by a contracting authority or the Public-
Private Partnership Office on giving one month’s notice to a
concessionaire. (2) A concessionaire shall submit audited financial accounts
and any other information as may reasonably be required by a
contracting authority or Public-Private Partnership Office within
three months after the end of each financial year. PART IX
PARTICIPATION IN SMALL AND MEDIUM SCALE PUBLIC-PRIVATE
PARTNERSHIPS
80. (1) In this Part, unless the context otherwise requires—
“ small and medium scale public-private partnership” means
a public private partnership whose total project value shall
be as prescribed.

se requires—
“ small and medium scale public-private partnership” means
a public private partnership whose total project value shall
be as prescribed.

(2) A bid security shall not be required in a procurement for
small and medium scale Public-Private Partnership, except that a
citizen or a group of citizens shall complete a bid securing
declaration in a prescribed manner and form. (3) A small and medium scale public-private partnership may
be procured as may be prescribed. 81. (1) The duration of a small and medium scale public-
private partnership agreement shall be determined by the financial
model, and negotiated by the parties. (2) The duration of a small and medium scale public-private
partnership agreement shall not be extended, except where —
(a) there is a delay in completion or interruption of operations
due to circumstances beyond any party’s control;
(b) the project is suspended for reasons not caused by the
concessionaire;
Small and
medium
scale Public-
Private
Partnerships
Inspection
Financial
Management
and
Reporting
Small and
medium
scale Public-
Private
Partnerships
agreement
Public-Private Partnership [No. 18 of 2023 341

ection
Financial
Management
and
Reporting
Small and
medium
scale Public-
Private
Partnerships
agreement
Public-Private Partnership [No. 18 of 2023 341

(c) there is an increase in costs arising from requirements of
the contracting authority which was not foreseen or
included in the agreement; or
(d) there is an increase in costs arising from requirements of
the bidder in an unsolicited project which was not
foreseen or included in the financial model or
agreement. PART X
PUBLIC-PRIVATE PARTNERSHIP PROJECT DEVELOPMENT SUPPORT FUND
82. There is established the Public-Private Partnership Project
Development Support Fund which consists of—
(a) a prescribed percentage of the fees from a solicitation
document issued by a contracting authority;
(b) a percentage from the Government revenue share of the
annual gross revenue for the duration of the period of
the public-private partnership agreement as prescribed;
(c) monies that may be appropriated by Parliament for the
purposes of the Fund;
(d) monies received by way of grants or donations, from
national or international development partners or
financial organisations; and
(e) monies that vest in, or accrue to, the Fund. 83.

or donations, from
national or international development partners or
financial organisations; and
(e) monies that vest in, or accrue to, the Fund. 83.

The Fund shall be applied for —
(a) supporting project development costs in the initial
development phase of a project;
(b) capacity development;
(c) supporting the activities of the Public-Private Partnership
Office and Council under this Act; and
(d) transaction advisory services, where appropriate. 84. A contracting authority shall remit the prescribed
percentage of the fees for a solicitation document to the Public-
Private Partnership Office for the purposes of the Fund. 85. Subject to the Public Finance Management Act, 2018, the
Fund shall be administered by the Public-Private Partnership
Office. Establishment
of the
Public-
Private
Partnership
Project
Development
Support
Fund
Purpose of
Fund
Remission of
funds
Management
of Fund
Act No. 1
of 2018
342 No. 18 of 2023] Public-Private Partnership

roject
Development
Support
Fund
Purpose of
Fund
Remission of
funds
Management
of Fund
Act No. 1
of 2018
342 No. 18 of 2023] Public-Private Partnership

86. (1) The Public-Private Partnership Office shall cause to
be kept proper books of accounts and other records relating to the
accounts of the Fund. (2) The Auditor-General or an auditor appointed by the
Auditor-General shall audit the Fund annually. (3) The fees for the audit of the Fund shall be paid from the
Fund. 87. (1) The Director-General shall, as soon as practicable,
but not later than ninety days after the end of a financial year,
submit to the Minister, a report concerning the activities relating
to the Fund during the financial year. (2) The report referred to under subsection (1) shall include
information on the financial affairs relating to the Fund and there
shall be appended to the report —
(a) an audited statement of financial position;
(b) an audited statement of comprehensive income and
expenditure; and
(c) other information as the Minister may require. (3) The Minister shall, not later than seven days after the first
sitting of the National Assembly next after receipt of the report
referred to under subsection (1), lay the report before the National
Assembly. 88.

t
sitting of the National Assembly next after receipt of the report
referred to under subsection (1), lay the report before the National
Assembly. 88.

The Minister may, on the recommendation of the Public-
Private Partnership Office, by statutory instrument, make
Regulations to provide for—
(a) the manner of financing programmes and activities to
which the Fund shall be applied;
(b) fiscal controls and accounting procedures governing the
Fund;
(c) reporting procedures for matters relating to the Fund;
(d) investment of the monies of the Fund; and
(e any other matter necessary for the efficient operation,
administration and management of the Fund. 89. (1) The Public-Private Partnership Office shall impose
a prescribed development fee where the Public-Private Partnership
Office or a contracting authority incurs costs for transaction
advisory services offered in support of project preparatory and
procurement activities or any other recoverable project
development costs. Accounts
and audit of
Fund
Annual
report of
Fund
Regulations
relating to
Fund
Recoverable
Project
Development
cost
Public-Private Partnership [No. 18 of 2023 343

d audit of
Fund
Annual
report of
Fund
Regulations
relating to
Fund
Recoverable
Project
Development
cost
Public-Private Partnership [No. 18 of 2023 343

(2) Despite subsection (1), the costs shall be recoverable in
full, without any inflation adjustment from the bidder that enters
into a Public-Private Partnership agreement with a contracting
authority that achieves financial close on a project. (3) Recoverable project costs under subsection (2) shall be
payable into the Fund. PART XI
GENERAL PROVISIONS
90. (1) A bidder who is aggrieved with a decision made by a
contracting authority under this Act may appeal against the decision
to the Council. (2) An appeal under subsection (1) shall be made in the
prescribed manner on payment of the prescribed fee. (3) The Public-Private Partnership Office shall not accept an
appeal made under this section unless it is submitted within ten
working days from the date the bidder submitting the appeal was
informed, or became aware, of the circumstances giving rise to
the appeal or from the date the bidder should have become aware
of those circumstances, whichever is earlier.

are, of the circumstances giving rise to
the appeal or from the date the bidder should have become aware
of those circumstances, whichever is earlier.

(4) Unless an appeal is dismissed or resolved by mutual
agreement between the applicant and the contracting authority,
the Council shall—
(a) on receipt of the appeal, institute an investigation;
(b) ensure that no Public-Private Partnership agreement is
made prior to the resolution of the appeal; and
(c) issue a written decision, within ten working days after
the submission of the appeal. (5) A decision issued under subsection (4)(c) shall state—
(a) whether the appeal is upheld, in whole or in part or
dismissed;
(b) the reasons for the decision; and
(c) any corrective measures that are to be taken by the
Contracting authority or the bidder. (6) The decision of the Council on an appeal under this Act is
final. Appeals
344 No. 18 of 2023] Public-Private Partnership

authority or the bidder. (6) The decision of the Council on an appeal under this Act is
final. Appeals
344 No. 18 of 2023] Public-Private Partnership

91. (1) The parties to a Public-Private Partnership agreement
may grant preferential treatment for a local business in respect of
the level of local content as prescribed. (2) The parties to a Public-Private Partnership agreement
shall, in the performance of project related activities—
(a) give priority to services provided in the Republic;
(b) give priority to supplies manufactured in the Republic
where the supplies meet the specifications applicable
to the related industry;
(c) ensure mechanisms for technology transfer locally;
(d) optimise opportunities for trade concessions for Zambian
goods and services outside the Republic;
(e) promote structured corporate social responsibility
programmes; and
(f) comply with local content requirements provided under
any other written law and policy for the time being in
force or applicable in the Republic. (3) The Public-Private Partnership Office shall issue
guidelines on local content as the Public-Private Partnership Office
considers necessary based on the priority requirements of the
Republic. 92.

issue
guidelines on local content as the Public-Private Partnership Office
considers necessary based on the priority requirements of the
Republic. 92.

(1) The Public-Private Partnership Office shall keep and
maintain registers of —
(a) project implemented under this Act;
(b) approved project lists specifying the type of project, size
and estimated value of the project; and
(c) bidders to whom solicitation documents are issued by
contracting authority. (2) The registers shall be kept in the custody of the Director-
General at the Public-Private Partnership Office and shall be open
for inspection by the members of the public during normal office
hours on payment of a prescribed fee. (3) The Director-General shall, on application by a person,
issue to the person a certified extract from the registers on payment
of a prescribed fee. Local
content
Registers
Public-Private Partnership [No. 18 of 2023 345

e person a certified extract from the registers on payment
of a prescribed fee. Local
content
Registers
Public-Private Partnership [No. 18 of 2023 345

93. (1) A person commits an offence if that person—
(a) obstructs or hinders a person carrying out a duty or
function or exercising a power under this Act;
(b) knowingly makes a false or misleading statement to a
person carrying out a duty or function, or exercising a
power under this Act; and
(c) unduly influences or exerts pressure on a member of an
evaluation committee, or employee or agent of the
Public-Private Partnership Office or contracting
authority to take a particular action which favours or is
likely to favour a particular party. (2) A person convicted of an offence under subsection (1) is
liable to a fine not exceeding two hundred thousand penalty units
or to imprisonment for a term not exceeding two years, or to both. 94. (1) An office holder of the Public-Private Partnership
Office or contracting authority shall not directly or indirectly,
participate in a tender under this Act. (2) An office holder who contravenes subsection (1), commits
an offence and is liable, on conviction, to a fine not exceeding two
hundred thousand penalty units or to imprisonment for a term not
exceeding two years, or to both. 95.

able, on conviction, to a fine not exceeding two
hundred thousand penalty units or to imprisonment for a term not
exceeding two years, or to both. 95.

(1) The Minister may, by statutory instrument, make
Regulations for the better carrying out of the provisions of this Act. (2) Despite the generality of subsection (1), the Minister may
make Regulations for—
(a) any thresholds relating to the procurement process;
(b) any matter relating to competitive bidding and direct
negotiations; and
(c) the imposition, revision and collection of user levies. 96. (1) The Public-Private Partnership Act, 2009, is repealed. (2) A public-private partnership agreement entered into before
the commencement of this Act shall have effect as if executed
under this Act. Offences
and
penalties
Participation
in tenders
under Act
Regulations
Repeal of
Act No. 14
of 2009, and
savings
transitional
provisions
346 No. 18 of 2023] Public-Private Partnership

tion
in tenders
under Act
Regulations
Repeal of
Act No. 14
of 2009, and
savings
transitional
provisions
346 No. 18 of 2023] Public-Private Partnership

(3) A person who before the commencement of this Act was
an officer or employee in the Public-Private Partnership Unit shall
continue to be an officer or employee of the Public-Private
Partnership Office, as if appointed or employed under this Act.
(4) The service of persons referred in subsection (3) shall be
treated as continued service.
(5) Nothing in this Act affects the rights and liabilities of a
person employed or appointed by the Public-Private Partnership
Unit before the commencement of this Act.
(6) A person who immediately before the commencement of
this Act held office as a member of the Council or Technical
Committee shall continue to hold office as a member for a period
three months, after which the President and the Minister shall
appoint members of the Council and Technical Committee,
respectively.
Public-Private Partnership [No. 18 of 2023 347

President and the Minister shall
appoint members of the Council and Technical Committee,
respectively.
Public-Private Partnership [No. 18 of 2023 347

FIRST SCHEDULE
(Sections 7(3) and 9(3))
ADMINISTRATION OF THE COUNCIL AND TECHNICAL COMMITTEE
1. (1) A member of the Council and Technical Committee
shall, subject to other provisions of this Act, hold office for a term
of three years and may be reappointed for a further and final term
of two years from the date of appointment except for the members
referred to under section 7(1)(a), (b) and (c). (2) A member of the Technical Committee and a member
referred to under section 7(1)(d) may, on the expiration of a term
for which a member is appointed, continue to hold office until
another member is appointed but in no case shall an extension of
the period exceed three months.

a member is appointed, continue to hold office until
another member is appointed but in no case shall an extension of
the period exceed three months.

(3) The office of a member of the Council or Technical
Committee becomes vacant if the member—
(a) dies;
(b) is adjudged bankrupt under any written law;
(c) resigns by giving one month’s notice, in writing —
(i) in the case of the Council, to the President; and
(ii) in the case of the Technical Committee, to the
Minister;
(d) is legally disqualified from performing the functions of a
member of the Council or Technical Committee;
(e) is absent, without reasonable excuse, from three
consecutive meetings of the Council or Technical
Committee of which the member has had notice without
the prior approval of the Council or Technical
Committee; or
(f) is convicted of an offence under this Act or any other
written law and sentenced to imprisonment for a term
of six months without the option of a fine. (4) The President shall, where the office of a member of the
Council becomes vacant before the expiry of the term of office,
appoint another member to replace the member who vacates office
but that person shall only hold office for the unexpired term of
that office. Tenure of
office and
vacancy
348 No. 18 of 2023] Public-Private Partnership

that person shall only hold office for the unexpired term of
that office. Tenure of
office and
vacancy
348 No. 18 of 2023] Public-Private Partnership

(5) The Minister shall, where the office of a member of the
Technical Committee becomes vacant before the expiry of the term
of office, appoint another member to replace the member who
vacates office but that person shall only hold office for the
unexpired term of that office. 2. (1) Subject to the other provisions of this Act, the Council
may regulate its own procedure. (2) The Council shall meet for the transaction of business at
least once in every three months at a place and time as the
Chairperson may determine. (3) The Chairperson may, on giving notice of not less than
fourteen days, call for a meeting of the Council, or where one
third or more of the Council members so request, in writing, except
that if the urgency of a particular matter does not permit the giving
of a notice, a special meeting may be called on giving a shorter
notice. (4) Five members of the Council shall form a quorum at a
meeting of the Council.

a notice, a special meeting may be called on giving a shorter
notice. (4) Five members of the Council shall form a quorum at a
meeting of the Council.

(5) There shall preside at a meeting of the Council—
(a) the Chairperson;
(b) in the absence of the Chairperson, the Vice -Chairperson;
or
(c) in the absence of both the Chairperson and Vice-
Chairperson, a member of the Council as the members
of the Council present may elect for the purpose of that
meeting. (6) A decision of the Council on any question shall be by a
majority of the members of the Council present and voting at the
meeting, and in the event of an equality of votes, the person
presiding at the meeting shall have a casting vote in addition to
that person’s deliberative vote. (7) The Council may invite a person whose presence is in the
Council’s opinion desirable to attend and participate in the
deliberations of the meeting, but that person shall have no vote. (8) The validity of any proceedings, acts or decisions of the
Council shall not be affected by a vacancy in the membership of
the Council or any defect in the appointment of a member of the
Council or by reason that a person not entitled to do so took part in
the proceedings. Proceedings
of Council
Public-Private Partnership [No. 18 of 2023 349

l or by reason that a person not entitled to do so took part in
the proceedings. Proceedings
of Council
Public-Private Partnership [No. 18 of 2023 349

(9) The Council shall cause minutes to be kept of the
proceedings of every meeting of the Council and of any committee
of the Council. 3. (1) Subject to the other provisions of this Act, the
Technical Committee may regulate its own procedure. (2) The Technical Committee shall meet for the transaction
of business at least once in every three months at a place and time
as the chairperson may determine. (3) The chairperson may, on giving notice of not less than
fourteen days, call for a meeting of the Technical Committee, or
where one third or more of the Technical Committee members so
request, in writing, except that if the urgency of a particular matter
does not permit the giving of a notice, a special meeting may be
called on giving a shorter notice. (4) Five members of the Technical Committee shall form a
quorum at a meeting of the Technical Committee.

ing may be
called on giving a shorter notice. (4) Five members of the Technical Committee shall form a
quorum at a meeting of the Technical Committee.

(5) There shall preside at a meeting of the Technical
Committee—
(a) the chairperson;
(b) in the absence of the chairperson, the vice chairperson;
or
(c) in the absence of both the chairperson and vice
chairperson, a member of the Technical Committee as
the members of the Technical Committee present may
elect for the purpose of that meeting. (6) A decision of the Technical Committee on any question
shall be by a majority of the members of the Technical Committee
present and voting at the meeting, and in the event of an equality
of votes, the person presiding at the meeting shall have a casting
vote in addition to that person’s deliberative vote. (7) The Technical Committee may invite a person whose
presence is in the Technical Committee’s opinion desirable to attend
and participate in the deliberations of the meeting, but that person
shall have no vote. (8) The validity of any proceedings, acts or decisions of the
Technical Committee shall not be affected by a vacancy in the
Proceedings
of Technical
Committee
350 No. 18 of 2023] Public-Private Partnership

of the
Technical Committee shall not be affected by a vacancy in the
Proceedings
of Technical
Committee
350 No. 18 of 2023] Public-Private Partnership

membership of the Technical Committee or any defect in the
appointment of a member of the Technical Committee or by reason
that a person not entitled to do so took part in the proceedings. (9) The Technical Committee shall cause minutes to be kept
of the proceedings of every meeting of the Technical Committee. 4. (1) The Council may, for the purpose of performing its
functions under this Act, constitute a committee and delegate any
of the Council’s functions to the committee as it considers
necessary. (2) The Council may appoint as members of a committee
persons who are or are not members of the Council except that at
least one member of the Council shall be a member of a committee. (3) A member of a committee shall hold office for a term that
the Council may determine. (4) Subject to any specific or general direction of the Council,
a committee may regulate its own procedure. 5. A member of the Council, Technical Committee or any
committee of the Council shall be paid an allowance that the
Emoluments Commission may, on the recommendation of the
President or Minister, as the case may be, determine. 6.

l shall be paid an allowance that the
Emoluments Commission may, on the recommendation of the
President or Minister, as the case may be, determine. 6.

(1) A person who is present at a meeting of the Council,
Technical Committee or a committee of the Council at which any
matter is the subject of consideration, and in which matter that
person or that person’s relative or associate is directly or indirectly
interested in a private capacity, shall, as soon as is practicable
after the commencement of the meeting, declare that interest and
shall not, unless the Council, Technical Committee or the
committee of the Council otherwise directs, take part in any
consideration or discussion of, or vote on, any question relating to
that matter. (2) A disclosure of interest made under subparagraph (1) shall
be recorded in the minutes of the meeting at which it is made. 7. (1) A person shall not, without the consent in writing,
given by or on behalf of the Council or Technical Committee,
publish or disclose to a person, other than in the course of duties
of that person, the contents of a document, communication or
information which relates to, or which has come to the knowledge
of that person in the course of that person’s duties under this Act.

communication or
information which relates to, or which has come to the knowledge
of that person in the course of that person’s duties under this Act.

Disclosure
of interest
Prohibition
of
publication
or disclosure
of
information
to
unauthorised
personscy
Committee
of Council
Allowances
Public-Private Partnership [No. 18 of 2023 351

n
of
publication
or disclosure
of
information
to
unauthorised
personscy
Committee
of Council
Allowances
Public-Private Partnership [No. 18 of 2023 351

(2) A person who contravenes subparagraph (1) commits an
offence and is liable, on conviction, to a fine not exceeding two
hundred thousand penalty units or to imprisonment for a term not
exceeding two years, or to both.
(3) A person who, having information which to that person’s
knowledge has been published or disclosed in contravention of
subparagraph (1), unlawfully publishes or communicates the
information to another person, commits an offence and is liable,
on conviction, to a fine not exceeding two hundred thousand penalty
units or to imprisonment for a term not exceeding two years, or to
both.
8. An action or other proceedings shall not lie or be instituted
against a member of the Council, Technical Committee or a
committee of the Council or a member of staff of the Public-Private
Partnership Office for, or in respect of, an act or thing done in
good faith in the exercise or performance of any of the powers,
functions or duties conferred under this Act.
Immunity
352 No. 18 of 2023] Public-Private Partnership

he exercise or performance of any of the powers,
functions or duties conferred under this Act.
Immunity
352 No. 18 of 2023] Public-Private Partnership

SECOND SCHEDULE
(Section 59)
PUBLIC-PRIVATE PARTNERSHIP MODELS
1. In this Schedule, the models enumerated are indicative in
nature and the contracting authority may evolve and arrive at an
model incorporating any of the models enumerated hereunder or
any other models as are necessary for a specific project. 2. (1) A contractual model where a concessionaire
undertakes the financing and construction of a given project and
after its completion hands it over to the contracting authority. (2) A contracting authority shall reimburse the total project
investment, on the basis of an agreed schedule. (3) The model may be employed in the construction of a
project, including critical facilities, which for security or strategic
reasons must be operated directly by the contracting authority. 3. A contractual model where a concessionaire undertakes
to finance and construct any project and on completion hands it
over to the contracting authority concerned on a lease model for a
fixed period, after which ownership of the project is automatically
transferred to the contracting authority concerned. 4.

rned on a lease model for a
fixed period, after which ownership of the project is automatically
transferred to the contracting authority concerned. 4.

(1) A contractual model where a concessionaire
undertakes the construction, including the financing of a given
infrastructure facility, and the operation and maintenance thereof. (2) The concessionaire operates the facility over a fixed term
during which the concessionaire is allowed to collect user fees,
rentals and other charges not exceeding those proposed in the bid
or as negotiated and incorporated in the agreement or regulations
to enable the recovery of the investment in the project. (3) The concessionaire transfers the project to the contracting
authority concerned at the end of the fixed term that shall be
specified in the agreement. 5. (1) A contractual model where a concessionaire is
authorised to finance, construct, own, operate and maintain a
project from which the concessionaire is allowed to recover the
total investment by collecting user levies. (2) The contracting authority may terminate its obligations
after the period specified in the agreement. Build,
operate and
transfer
Build, own
and operate
Build and
transfer
Build, lease
and transfer
Application
Public-Private Partnership [No. 18 of 2023 353

d,
operate and
transfer
Build, own
and operate
Build and
transfer
Build, lease
and transfer
Application
Public-Private Partnership [No. 18 of 2023 353

6. (1) A contractual model where a concessionaire is
authorised to finance, construct, maintain and operate a project
and where the project is to vest in the concessionaire for a specific
period. (2) During the operation period, the concessionaire may be
permitted to charge user levies specified in the agreement to recover
the investment made in the project. (3) The concessionaire is liable to transfer the project to the
contracting authority after the expiry of the specified period of
operation. 7. (1) A contractual model where the contracting authority
contracts out a project to a concessionaire to construct the facility
on a turn key basis, assuming costs overruns, delays and specified
performance risks. (2) Once the facility meets the standards and is commissioned,
the concessionaire shall be given the right to operate the project
and collect user fees under an agreement. (3) The certificate of title vests with the contracting authority
in the model. 8. (1) A contractual model where the concessionaire adds
to an existing project which it rents from the contracting authority
and operates the expanded project.

ontractual model where the concessionaire adds
to an existing project which it rents from the contracting authority
and operates the expanded project.

(2) A concessionaire collects user levies to recover the
investment over an agreed franchise period. (3) There may or may not be a transfer arrangement with
regard to the added facility provided by the concessionaire. 9. A contractual model where favorable conditions external
to a new project that is developed by a concessionaire is integrated
into the build, operate and transfer arrangement by giving that
entity the right to develop adjoining property. 10. A contractual model where any existing facility is handed
over to the bidder to refurbish, operate and collect user levies in
the operation period to recover the investment and maintain for a
franchise period, at the expiry of which the facility is turned over
to the contracting authority. 11. (1) A contractual model where a concessionaire
undertakes to finance, construct, operate and maintain a project
and where such project is to vest in the concessionaire for a
specified period. Build, own,
operate and
transfer
Build,
transfer and
operate
Contract,
add and
operate
Develop,
operate and
transfer
Build, own,
operate and
maintain
Rehabilitate,
operate and
transfer
354 No. 18 of 2023] Public-Private Partnership

erate
Develop,
operate and
transfer
Build, own,
operate and
maintain
Rehabilitate,
operate and
transfer
354 No. 18 of 2023] Public-Private Partnership

(2) During the period of operation of the project, the
concessionaire may be permitted to charge user fees as specified. 12. A contractual model where an existing facility is handed
over to the concessionaire to refurbish and operate with no time
limitation imposed except where a concessionaire violates the
contractual model. 13. A contractual model where the contracting authority leases
a project owned by the Government to the person who is permitted
to operate and maintain the project for the period specified in the
agreement and to charge user fees. 14. A contractual model where the contracting authority
entrusts the operation and management of a project to a person for
the period specified in the agreement on payment of specified
consideration and the contracting authority retains ownership and
control of all facilities and capital assets and properties. 15. A contractual model where an existing project is vested in
a concessionaire to renovate, operate, maintain and permitted to
charge levies as specified in the agreement. 16. A partnership between the government and a privatesector
partner for the development and management of a tourism product
or service in a protected area.

partnership between the government and a privatesector
partner for the development and management of a tourism product
or service in a protected area.

17. A contractual model where a person undertakes to provide
services or supply equipment or machinery to the contracting
authority for a project and undertakes to operate the project for an
agreed period and consideration specified in the agreement. 18. (1) A contractual model where a person supplies to the
contracting authority the equipment and machinery for a project
and undertakes to operate the project for an agreed period and
consideration specified in the agreement. (2) The concessionaire shall train employees of the contracting
authority to operate the project. (3) At the end of the agreement, the concessionaire shall
transfer the project equipment and machinery to the contracting
authority. Management
Contract
Supply and
operate
Supply,
operate and
tranfer
Lease. management
and correct
Service
Contract
Collaborative
management
partnership
Rehabilitate,
and operate
Public-Private Partnership [No. 18 of 2023 355

356