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Slide 1 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar
Slide 2 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India
Slide 3 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation
Slide 4 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA
Slide 5 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com
Slide 6 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/
Slide 7 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues
Slide 8 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps
Slide 9 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India
Slide 10 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation
Slide 11 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn
Slide 12 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000
Slide 13 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to
Slide 14 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km
Slide 15 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006]
Slide 16 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005)
Slide 17 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA)
Slide 18 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a]
Slide 19 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders
Slide 20 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders
Slide 21 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005)
Slide 22 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006)
Slide 23 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent
Slide 24 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006)
Slide 25 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent
Slide 26 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006)
Slide 27 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006)
Slide 28 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor
Slide 29 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share.
Slide 30 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share
Slide 31 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%.
Slide 32 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport)
Slide 33 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006)
Slide 34 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport
Slide 35 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure
Slide 36 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006)
Slide 37 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005
Slide 38 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi
Slide 39 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007)
Slide 40 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events
Slide 41 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s?
Slide 42 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues
Slide 43 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified?
Slide 44 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues
Slide 45 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified
Slide 46 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids
Slide 47 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State
Slide 48 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn
Slide 49 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted
Slide 50 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612
Slide 51 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612
Slide 52 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612
Slide 53 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612
Slide 54 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf
Slide 55 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm
Slide 56 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport
Slide 57 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport
Slide 58 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf
Slide 59 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details
Slide 60 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com
Slide 61 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com
Slide 62 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007
Slide 63 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923)
Slide 64 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL
Slide 65 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL DIAL had awarded the duty free shopping contract to a consortium of US-based Alpha Airports Group Plc and Pantaloon Retail (India) Ltd, a Future Group venture. The venture is projected to generate sales of Rs 500 crore for DIAL in the next 39 months. DIAL hopes to extract maximum value from the duty-free shopping, car park and advertising. These three businesses are expected to grow 250%, 90% and 215%, respectively in 2007-08. DIAL hopes to generate Rs 470 crore from non-aeronautical sources of business, in the first full year of operations, 2007-08. This is a 56% jump from what AAI collected from such sources in 2005-06. 26/03/07 Atreyee Dev Roy/Financial Express Delhi-Duty Free Retail Deal
Slide 66 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL DIAL had awarded the duty free shopping contract to a consortium of US-based Alpha Airports Group Plc and Pantaloon Retail (India) Ltd, a Future Group venture. The venture is projected to generate sales of Rs 500 crore for DIAL in the next 39 months. DIAL hopes to extract maximum value from the duty-free shopping, car park and advertising. These three businesses are expected to grow 250%, 90% and 215%, respectively in 2007-08. DIAL hopes to generate Rs 470 crore from non-aeronautical sources of business, in the first full year of operations, 2007-08. This is a 56% jump from what AAI collected from such sources in 2005-06. 26/03/07 Atreyee Dev Roy/Financial Express Delhi-Duty Free Retail Deal Mumbai-Duty Free Retail Deal IPCL-Aldeasa’s bid was the highest at Rs 570 crore They were awarded the contract Second highest bid was from DFS at Rs 260 crores IPCL-Aldeasa felt bidding very high and tried renegotiating with MIAL MIAL refused to do so, since it was a global tender and renegotiating would have meant scrapping the entire bidding process MIAL awarded the bid to the DFS Economic Times, November 29, 2007
Slide 67 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL DIAL had awarded the duty free shopping contract to a consortium of US-based Alpha Airports Group Plc and Pantaloon Retail (India) Ltd, a Future Group venture. The venture is projected to generate sales of Rs 500 crore for DIAL in the next 39 months. DIAL hopes to extract maximum value from the duty-free shopping, car park and advertising. These three businesses are expected to grow 250%, 90% and 215%, respectively in 2007-08. DIAL hopes to generate Rs 470 crore from non-aeronautical sources of business, in the first full year of operations, 2007-08. This is a 56% jump from what AAI collected from such sources in 2005-06. 26/03/07 Atreyee Dev Roy/Financial Express Delhi-Duty Free Retail Deal Mumbai-Duty Free Retail Deal IPCL-Aldeasa’s bid was the highest at Rs 570 crore They were awarded the contract Second highest bid was from DFS at Rs 260 crores IPCL-Aldeasa felt bidding very high and tried renegotiating with MIAL MIAL refused to do so, since it was a global tender and renegotiating would have meant scrapping the entire bidding process MIAL awarded the bid to the DFS Economic Times, November 29, 2007 Second Airport in Delhi The Union Cabinet referred the issue of building a greenfield airport in Greater Noida to a Group of Ministers to decide on legal matters and look into the right of first refusal clause that can be exercised by the DIAL. The Rs 3,505-crore Taj International Aviation Hub (TIAH), expected to come up in the Zevar area of Greater Noida, about 68 km away from IGI airport. Planned through SPV (74% private party, 13% State Govt, 13% other Govt Agencies such as AAI) DIAL has indicated that it will seek compensation and demand a level-playing field. Cognisant of DIAL's opposition to the venture, the note to the Cabinet points out that the central government has at no stage given any traffic guarantee to DIAL or assured exclusive rights to IGI airport. Business Line, January 04, 2008 Second airport won’t hit IGI, says UP Government The Financial Express, January 10, 2008
Slide 68 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL DIAL had awarded the duty free shopping contract to a consortium of US-based Alpha Airports Group Plc and Pantaloon Retail (India) Ltd, a Future Group venture. The venture is projected to generate sales of Rs 500 crore for DIAL in the next 39 months. DIAL hopes to extract maximum value from the duty-free shopping, car park and advertising. These three businesses are expected to grow 250%, 90% and 215%, respectively in 2007-08. DIAL hopes to generate Rs 470 crore from non-aeronautical sources of business, in the first full year of operations, 2007-08. This is a 56% jump from what AAI collected from such sources in 2005-06. 26/03/07 Atreyee Dev Roy/Financial Express Delhi-Duty Free Retail Deal Mumbai-Duty Free Retail Deal IPCL-Aldeasa’s bid was the highest at Rs 570 crore They were awarded the contract Second highest bid was from DFS at Rs 260 crores IPCL-Aldeasa felt bidding very high and tried renegotiating with MIAL MIAL refused to do so, since it was a global tender and renegotiating would have meant scrapping the entire bidding process MIAL awarded the bid to the DFS Economic Times, November 29, 2007 Second Airport in Delhi The Union Cabinet referred the issue of building a greenfield airport in Greater Noida to a Group of Ministers to decide on legal matters and look into the right of first refusal clause that can be exercised by the DIAL. The Rs 3,505-crore Taj International Aviation Hub (TIAH), expected to come up in the Zevar area of Greater Noida, about 68 km away from IGI airport. Planned through SPV (74% private party, 13% State Govt, 13% other Govt Agencies such as AAI) DIAL has indicated that it will seek compensation and demand a level-playing field. Cognisant of DIAL's opposition to the venture, the note to the Cabinet points out that the central government has at no stage given any traffic guarantee to DIAL or assured exclusive rights to IGI airport. Business Line, January 04, 2008 Second airport won’t hit IGI, says UP Government The Financial Express, January 10, 2008 RIL to Move on Cargo Airport Plan in SEZ A team of Mukesh Ambani’s Reliance Industries Ltd met aviation ministry officials to kickstart the proposed cargo airport at their ambitious SEZ project in Jhajjar. The airport and a 2,000-MW power plant were the highlights of the Rs 40,000-crore project that will be spread over 25,000 acres in Gurgaon and Jhajjar when Ambani inked the deal with Haryana last June. While the Greater Noida airport is 72 km away, the Reliance cargo one is so close to IGI that ATC services will have to be provided from there itself. Saying in no uncertain terms that they would oppose this airport, a senior DIAL official said: "We are all for the growth of aviation sector but the issue is of timing of introducing more than one airport in Delhi. There has to be maturity in the market before one does that. Otherwise there will be two or three week airports instead of one strong hub." The group said its stand on greater Noida airport would hold true for the Ambani cargo plan also. 18/12/07 Saurabh Sinha/Times of India
Slide 69 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL DIAL had awarded the duty free shopping contract to a consortium of US-based Alpha Airports Group Plc and Pantaloon Retail (India) Ltd, a Future Group venture. The venture is projected to generate sales of Rs 500 crore for DIAL in the next 39 months. DIAL hopes to extract maximum value from the duty-free shopping, car park and advertising. These three businesses are expected to grow 250%, 90% and 215%, respectively in 2007-08. DIAL hopes to generate Rs 470 crore from non-aeronautical sources of business, in the first full year of operations, 2007-08. This is a 56% jump from what AAI collected from such sources in 2005-06. 26/03/07 Atreyee Dev Roy/Financial Express Delhi-Duty Free Retail Deal Mumbai-Duty Free Retail Deal IPCL-Aldeasa’s bid was the highest at Rs 570 crore They were awarded the contract Second highest bid was from DFS at Rs 260 crores IPCL-Aldeasa felt bidding very high and tried renegotiating with MIAL MIAL refused to do so, since it was a global tender and renegotiating would have meant scrapping the entire bidding process MIAL awarded the bid to the DFS Economic Times, November 29, 2007 Second Airport in Delhi The Union Cabinet referred the issue of building a greenfield airport in Greater Noida to a Group of Ministers to decide on legal matters and look into the right of first refusal clause that can be exercised by the DIAL. The Rs 3,505-crore Taj International Aviation Hub (TIAH), expected to come up in the Zevar area of Greater Noida, about 68 km away from IGI airport. Planned through SPV (74% private party, 13% State Govt, 13% other Govt Agencies such as AAI) DIAL has indicated that it will seek compensation and demand a level-playing field. Cognisant of DIAL's opposition to the venture, the note to the Cabinet points out that the central government has at no stage given any traffic guarantee to DIAL or assured exclusive rights to IGI airport. Business Line, January 04, 2008 Second airport won’t hit IGI, says UP Government The Financial Express, January 10, 2008 RIL to Move on Cargo Airport Plan in SEZ A team of Mukesh Ambani’s Reliance Industries Ltd met aviation ministry officials to kickstart the proposed cargo airport at their ambitious SEZ project in Jhajjar. The airport and a 2,000-MW power plant were the highlights of the Rs 40,000-crore project that will be spread over 25,000 acres in Gurgaon and Jhajjar when Ambani inked the deal with Haryana last June. While the Greater Noida airport is 72 km away, the Reliance cargo one is so close to IGI that ATC services will have to be provided from there itself. Saying in no uncertain terms that they would oppose this airport, a senior DIAL official said: "We are all for the growth of aviation sector but the issue is of timing of introducing more than one airport in Delhi. There has to be maturity in the market before one does that. Otherwise there will be two or three week airports instead of one strong hub." The group said its stand on greater Noida airport would hold true for the Ambani cargo plan also. 18/12/07 Saurabh Sinha/Times of India Second Airport in Mumbai The proposed Navi Mumbai airport project has been cleared by the Union Cabinet and its technical aspects by the Indian civil aviation authorities, as well as the International Civil Aviation Organisation (ICAO). The project is being developed by various organisations, particularly the state agency CIDCO. Rs 90 biliion Project will be spread over nearly 2050 hectares and  have two parallel runways. Out of the total area, CIDCO already possesses 1,150 hectares, around 450 hectares belongs to other government agencies and the process of acquiring the remaining land has started. CIDCO expects to pick up 26 per cent equity in the project in lieu of land in the special purpose vehicle. The airport is likely to become operational in 2012. It will generate traffic of around 10 million passengers in the first year itself and the number will reach 50 million by 2030. The developer will thus have an average internal rate of return amounting to nearly 17.5 per cent. CIDCO has short listed four international consultants (Scott & Wilson from England, Maun Senn from Singapore, Louis Burger from the US and Mott Mc'Donald from US) to prepare the roadmap Rediff.com, January 07, 2008. (http://www.rediff.com/money/2008/jan/07air.htm)
Slide 70 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL DIAL had awarded the duty free shopping contract to a consortium of US-based Alpha Airports Group Plc and Pantaloon Retail (India) Ltd, a Future Group venture. The venture is projected to generate sales of Rs 500 crore for DIAL in the next 39 months. DIAL hopes to extract maximum value from the duty-free shopping, car park and advertising. These three businesses are expected to grow 250%, 90% and 215%, respectively in 2007-08. DIAL hopes to generate Rs 470 crore from non-aeronautical sources of business, in the first full year of operations, 2007-08. This is a 56% jump from what AAI collected from such sources in 2005-06. 26/03/07 Atreyee Dev Roy/Financial Express Delhi-Duty Free Retail Deal Mumbai-Duty Free Retail Deal IPCL-Aldeasa’s bid was the highest at Rs 570 crore They were awarded the contract Second highest bid was from DFS at Rs 260 crores IPCL-Aldeasa felt bidding very high and tried renegotiating with MIAL MIAL refused to do so, since it was a global tender and renegotiating would have meant scrapping the entire bidding process MIAL awarded the bid to the DFS Economic Times, November 29, 2007 Second Airport in Delhi The Union Cabinet referred the issue of building a greenfield airport in Greater Noida to a Group of Ministers to decide on legal matters and look into the right of first refusal clause that can be exercised by the DIAL. The Rs 3,505-crore Taj International Aviation Hub (TIAH), expected to come up in the Zevar area of Greater Noida, about 68 km away from IGI airport. Planned through SPV (74% private party, 13% State Govt, 13% other Govt Agencies such as AAI) DIAL has indicated that it will seek compensation and demand a level-playing field. Cognisant of DIAL's opposition to the venture, the note to the Cabinet points out that the central government has at no stage given any traffic guarantee to DIAL or assured exclusive rights to IGI airport. Business Line, January 04, 2008 Second airport won’t hit IGI, says UP Government The Financial Express, January 10, 2008 RIL to Move on Cargo Airport Plan in SEZ A team of Mukesh Ambani’s Reliance Industries Ltd met aviation ministry officials to kickstart the proposed cargo airport at their ambitious SEZ project in Jhajjar. The airport and a 2,000-MW power plant were the highlights of the Rs 40,000-crore project that will be spread over 25,000 acres in Gurgaon and Jhajjar when Ambani inked the deal with Haryana last June. While the Greater Noida airport is 72 km away, the Reliance cargo one is so close to IGI that ATC services will have to be provided from there itself. Saying in no uncertain terms that they would oppose this airport, a senior DIAL official said: "We are all for the growth of aviation sector but the issue is of timing of introducing more than one airport in Delhi. There has to be maturity in the market before one does that. Otherwise there will be two or three week airports instead of one strong hub." The group said its stand on greater Noida airport would hold true for the Ambani cargo plan also. 18/12/07 Saurabh Sinha/Times of India Second Airport in Mumbai The proposed Navi Mumbai airport project has been cleared by the Union Cabinet and its technical aspects by the Indian civil aviation authorities, as well as the International Civil Aviation Organisation (ICAO). The project is being developed by various organisations, particularly the state agency CIDCO. Rs 90 biliion Project will be spread over nearly 2050 hectares and  have two parallel runways. Out of the total area, CIDCO already possesses 1,150 hectares, around 450 hectares belongs to other government agencies and the process of acquiring the remaining land has started. CIDCO expects to pick up 26 per cent equity in the project in lieu of land in the special purpose vehicle. The airport is likely to become operational in 2012. It will generate traffic of around 10 million passengers in the first year itself and the number will reach 50 million by 2030. The developer will thus have an average internal rate of return amounting to nearly 17.5 per cent. CIDCO has short listed four international consultants (Scott & Wilson from England, Maun Senn from Singapore, Louis Burger from the US and Mott Mc'Donald from US) to prepare the roadmap Rediff.com, January 07, 2008. (http://www.rediff.com/money/2008/jan/07air.htm) Second Airport in Mumbai Got clearance from the Environmental and coastal Regulation Zone (CRZ) on May 18, 2009, which was the last hurdle Tenders for selection of the developer will be prepared by 30 September. Bids submitted by interested parties will be taken up on 15 February 2010 developer will be shortlisted on 31 March. The signing of the agreement and laying of foundation stone for the project will be done in April- May 2010. Basic facilities at the airport are expected to be ready in September-October 2013. http://www.domain-b.com/aero/gov_reg/20090519_navi_mumbai_airport.html
Slide 71 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL DIAL had awarded the duty free shopping contract to a consortium of US-based Alpha Airports Group Plc and Pantaloon Retail (India) Ltd, a Future Group venture. The venture is projected to generate sales of Rs 500 crore for DIAL in the next 39 months. DIAL hopes to extract maximum value from the duty-free shopping, car park and advertising. These three businesses are expected to grow 250%, 90% and 215%, respectively in 2007-08. DIAL hopes to generate Rs 470 crore from non-aeronautical sources of business, in the first full year of operations, 2007-08. This is a 56% jump from what AAI collected from such sources in 2005-06. 26/03/07 Atreyee Dev Roy/Financial Express Delhi-Duty Free Retail Deal Mumbai-Duty Free Retail Deal IPCL-Aldeasa’s bid was the highest at Rs 570 crore They were awarded the contract Second highest bid was from DFS at Rs 260 crores IPCL-Aldeasa felt bidding very high and tried renegotiating with MIAL MIAL refused to do so, since it was a global tender and renegotiating would have meant scrapping the entire bidding process MIAL awarded the bid to the DFS Economic Times, November 29, 2007 Second Airport in Delhi The Union Cabinet referred the issue of building a greenfield airport in Greater Noida to a Group of Ministers to decide on legal matters and look into the right of first refusal clause that can be exercised by the DIAL. The Rs 3,505-crore Taj International Aviation Hub (TIAH), expected to come up in the Zevar area of Greater Noida, about 68 km away from IGI airport. Planned through SPV (74% private party, 13% State Govt, 13% other Govt Agencies such as AAI) DIAL has indicated that it will seek compensation and demand a level-playing field. Cognisant of DIAL's opposition to the venture, the note to the Cabinet points out that the central government has at no stage given any traffic guarantee to DIAL or assured exclusive rights to IGI airport. Business Line, January 04, 2008 Second airport won’t hit IGI, says UP Government The Financial Express, January 10, 2008 RIL to Move on Cargo Airport Plan in SEZ A team of Mukesh Ambani’s Reliance Industries Ltd met aviation ministry officials to kickstart the proposed cargo airport at their ambitious SEZ project in Jhajjar. The airport and a 2,000-MW power plant were the highlights of the Rs 40,000-crore project that will be spread over 25,000 acres in Gurgaon and Jhajjar when Ambani inked the deal with Haryana last June. While the Greater Noida airport is 72 km away, the Reliance cargo one is so close to IGI that ATC services will have to be provided from there itself. Saying in no uncertain terms that they would oppose this airport, a senior DIAL official said: "We are all for the growth of aviation sector but the issue is of timing of introducing more than one airport in Delhi. There has to be maturity in the market before one does that. Otherwise there will be two or three week airports instead of one strong hub." The group said its stand on greater Noida airport would hold true for the Ambani cargo plan also. 18/12/07 Saurabh Sinha/Times of India Second Airport in Mumbai The proposed Navi Mumbai airport project has been cleared by the Union Cabinet and its technical aspects by the Indian civil aviation authorities, as well as the International Civil Aviation Organisation (ICAO). The project is being developed by various organisations, particularly the state agency CIDCO. Rs 90 biliion Project will be spread over nearly 2050 hectares and  have two parallel runways. Out of the total area, CIDCO already possesses 1,150 hectares, around 450 hectares belongs to other government agencies and the process of acquiring the remaining land has started. CIDCO expects to pick up 26 per cent equity in the project in lieu of land in the special purpose vehicle. The airport is likely to become operational in 2012. It will generate traffic of around 10 million passengers in the first year itself and the number will reach 50 million by 2030. The developer will thus have an average internal rate of return amounting to nearly 17.5 per cent. CIDCO has short listed four international consultants (Scott & Wilson from England, Maun Senn from Singapore, Louis Burger from the US and Mott Mc'Donald from US) to prepare the roadmap Rediff.com, January 07, 2008. (http://www.rediff.com/money/2008/jan/07air.htm) Second Airport in Mumbai Got clearance from the Environmental and coastal Regulation Zone (CRZ) on May 18, 2009, which was the last hurdle Tenders for selection of the developer will be prepared by 30 September. Bids submitted by interested parties will be taken up on 15 February 2010 developer will be shortlisted on 31 March. The signing of the agreement and laying of foundation stone for the project will be done in April- May 2010. Basic facilities at the airport are expected to be ready in September-October 2013. http://www.domain-b.com/aero/gov_reg/20090519_navi_mumbai_airport.html 500 New Airports Planned Praful Patel said that the government has plans to touch 100 operational airports by 2008 and was working to create at least 500 small and big airports across the country with no spot being greater than 50 kms from airport. Under Patel's tenure, the number of operational airports in the country has gone up from close to 40 in 2004 to 81 at present.  Calling aviation a sunrise economy, Patel said around $150 billion was expected to be invested in the aviation sector in the next few years.  November 23, 2007 (http://www.rediff.com/money/2007/nov/23air.htm)
Slide 72 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL DIAL had awarded the duty free shopping contract to a consortium of US-based Alpha Airports Group Plc and Pantaloon Retail (India) Ltd, a Future Group venture. The venture is projected to generate sales of Rs 500 crore for DIAL in the next 39 months. DIAL hopes to extract maximum value from the duty-free shopping, car park and advertising. These three businesses are expected to grow 250%, 90% and 215%, respectively in 2007-08. DIAL hopes to generate Rs 470 crore from non-aeronautical sources of business, in the first full year of operations, 2007-08. This is a 56% jump from what AAI collected from such sources in 2005-06. 26/03/07 Atreyee Dev Roy/Financial Express Delhi-Duty Free Retail Deal Mumbai-Duty Free Retail Deal IPCL-Aldeasa’s bid was the highest at Rs 570 crore They were awarded the contract Second highest bid was from DFS at Rs 260 crores IPCL-Aldeasa felt bidding very high and tried renegotiating with MIAL MIAL refused to do so, since it was a global tender and renegotiating would have meant scrapping the entire bidding process MIAL awarded the bid to the DFS Economic Times, November 29, 2007 Second Airport in Delhi The Union Cabinet referred the issue of building a greenfield airport in Greater Noida to a Group of Ministers to decide on legal matters and look into the right of first refusal clause that can be exercised by the DIAL. The Rs 3,505-crore Taj International Aviation Hub (TIAH), expected to come up in the Zevar area of Greater Noida, about 68 km away from IGI airport. Planned through SPV (74% private party, 13% State Govt, 13% other Govt Agencies such as AAI) DIAL has indicated that it will seek compensation and demand a level-playing field. Cognisant of DIAL's opposition to the venture, the note to the Cabinet points out that the central government has at no stage given any traffic guarantee to DIAL or assured exclusive rights to IGI airport. Business Line, January 04, 2008 Second airport won’t hit IGI, says UP Government The Financial Express, January 10, 2008 RIL to Move on Cargo Airport Plan in SEZ A team of Mukesh Ambani’s Reliance Industries Ltd met aviation ministry officials to kickstart the proposed cargo airport at their ambitious SEZ project in Jhajjar. The airport and a 2,000-MW power plant were the highlights of the Rs 40,000-crore project that will be spread over 25,000 acres in Gurgaon and Jhajjar when Ambani inked the deal with Haryana last June. While the Greater Noida airport is 72 km away, the Reliance cargo one is so close to IGI that ATC services will have to be provided from there itself. Saying in no uncertain terms that they would oppose this airport, a senior DIAL official said: "We are all for the growth of aviation sector but the issue is of timing of introducing more than one airport in Delhi. There has to be maturity in the market before one does that. Otherwise there will be two or three week airports instead of one strong hub." The group said its stand on greater Noida airport would hold true for the Ambani cargo plan also. 18/12/07 Saurabh Sinha/Times of India Second Airport in Mumbai The proposed Navi Mumbai airport project has been cleared by the Union Cabinet and its technical aspects by the Indian civil aviation authorities, as well as the International Civil Aviation Organisation (ICAO). The project is being developed by various organisations, particularly the state agency CIDCO. Rs 90 biliion Project will be spread over nearly 2050 hectares and  have two parallel runways. Out of the total area, CIDCO already possesses 1,150 hectares, around 450 hectares belongs to other government agencies and the process of acquiring the remaining land has started. CIDCO expects to pick up 26 per cent equity in the project in lieu of land in the special purpose vehicle. The airport is likely to become operational in 2012. It will generate traffic of around 10 million passengers in the first year itself and the number will reach 50 million by 2030. The developer will thus have an average internal rate of return amounting to nearly 17.5 per cent. CIDCO has short listed four international consultants (Scott & Wilson from England, Maun Senn from Singapore, Louis Burger from the US and Mott Mc'Donald from US) to prepare the roadmap Rediff.com, January 07, 2008. (http://www.rediff.com/money/2008/jan/07air.htm) Second Airport in Mumbai Got clearance from the Environmental and coastal Regulation Zone (CRZ) on May 18, 2009, which was the last hurdle Tenders for selection of the developer will be prepared by 30 September. Bids submitted by interested parties will be taken up on 15 February 2010 developer will be shortlisted on 31 March. The signing of the agreement and laying of foundation stone for the project will be done in April- May 2010. Basic facilities at the airport are expected to be ready in September-October 2013. http://www.domain-b.com/aero/gov_reg/20090519_navi_mumbai_airport.html 500 New Airports Planned Praful Patel said that the government has plans to touch 100 operational airports by 2008 and was working to create at least 500 small and big airports across the country with no spot being greater than 50 kms from airport. Under Patel's tenure, the number of operational airports in the country has gone up from close to 40 in 2004 to 81 at present.  Calling aviation a sunrise economy, Patel said around $150 billion was expected to be invested in the aviation sector in the next few years.  November 23, 2007 (http://www.rediff.com/money/2007/nov/23air.htm) GMR Consortium Bags Istanbul Airport Contract A joint consortium that includes the GMR Infrastructure Ltd has bagged the contract to develop Sabiha Gokcen International Airport in Istanbul The total investment is estimated at about €400 million. The project has a debt-equity ratio of 18:20. GMR Infrastructure, a listed company, holding a 40 per cent stake in the consortium, would pump in around €32 million of the €80 million equity, said Mr Madhu Terdal, Chief Financial Officer, Corporate Strategic Finance, GMR Group The other consortia members are Limak Insaat Sanavi San Ve Tic A.S. Turkey (Limak), which has a 40 per cent stake, and Malaysia Airports Holding that has a 20 per cent stake. Business Line, July 11, 2007
Slide 73 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL DIAL had awarded the duty free shopping contract to a consortium of US-based Alpha Airports Group Plc and Pantaloon Retail (India) Ltd, a Future Group venture. The venture is projected to generate sales of Rs 500 crore for DIAL in the next 39 months. DIAL hopes to extract maximum value from the duty-free shopping, car park and advertising. These three businesses are expected to grow 250%, 90% and 215%, respectively in 2007-08. DIAL hopes to generate Rs 470 crore from non-aeronautical sources of business, in the first full year of operations, 2007-08. This is a 56% jump from what AAI collected from such sources in 2005-06. 26/03/07 Atreyee Dev Roy/Financial Express Delhi-Duty Free Retail Deal Mumbai-Duty Free Retail Deal IPCL-Aldeasa’s bid was the highest at Rs 570 crore They were awarded the contract Second highest bid was from DFS at Rs 260 crores IPCL-Aldeasa felt bidding very high and tried renegotiating with MIAL MIAL refused to do so, since it was a global tender and renegotiating would have meant scrapping the entire bidding process MIAL awarded the bid to the DFS Economic Times, November 29, 2007 Second Airport in Delhi The Union Cabinet referred the issue of building a greenfield airport in Greater Noida to a Group of Ministers to decide on legal matters and look into the right of first refusal clause that can be exercised by the DIAL. The Rs 3,505-crore Taj International Aviation Hub (TIAH), expected to come up in the Zevar area of Greater Noida, about 68 km away from IGI airport. Planned through SPV (74% private party, 13% State Govt, 13% other Govt Agencies such as AAI) DIAL has indicated that it will seek compensation and demand a level-playing field. Cognisant of DIAL's opposition to the venture, the note to the Cabinet points out that the central government has at no stage given any traffic guarantee to DIAL or assured exclusive rights to IGI airport. Business Line, January 04, 2008 Second airport won’t hit IGI, says UP Government The Financial Express, January 10, 2008 RIL to Move on Cargo Airport Plan in SEZ A team of Mukesh Ambani’s Reliance Industries Ltd met aviation ministry officials to kickstart the proposed cargo airport at their ambitious SEZ project in Jhajjar. The airport and a 2,000-MW power plant were the highlights of the Rs 40,000-crore project that will be spread over 25,000 acres in Gurgaon and Jhajjar when Ambani inked the deal with Haryana last June. While the Greater Noida airport is 72 km away, the Reliance cargo one is so close to IGI that ATC services will have to be provided from there itself. Saying in no uncertain terms that they would oppose this airport, a senior DIAL official said: "We are all for the growth of aviation sector but the issue is of timing of introducing more than one airport in Delhi. There has to be maturity in the market before one does that. Otherwise there will be two or three week airports instead of one strong hub." The group said its stand on greater Noida airport would hold true for the Ambani cargo plan also. 18/12/07 Saurabh Sinha/Times of India Second Airport in Mumbai The proposed Navi Mumbai airport project has been cleared by the Union Cabinet and its technical aspects by the Indian civil aviation authorities, as well as the International Civil Aviation Organisation (ICAO). The project is being developed by various organisations, particularly the state agency CIDCO. Rs 90 biliion Project will be spread over nearly 2050 hectares and  have two parallel runways. Out of the total area, CIDCO already possesses 1,150 hectares, around 450 hectares belongs to other government agencies and the process of acquiring the remaining land has started. CIDCO expects to pick up 26 per cent equity in the project in lieu of land in the special purpose vehicle. The airport is likely to become operational in 2012. It will generate traffic of around 10 million passengers in the first year itself and the number will reach 50 million by 2030. The developer will thus have an average internal rate of return amounting to nearly 17.5 per cent. CIDCO has short listed four international consultants (Scott & Wilson from England, Maun Senn from Singapore, Louis Burger from the US and Mott Mc'Donald from US) to prepare the roadmap Rediff.com, January 07, 2008. (http://www.rediff.com/money/2008/jan/07air.htm) Second Airport in Mumbai Got clearance from the Environmental and coastal Regulation Zone (CRZ) on May 18, 2009, which was the last hurdle Tenders for selection of the developer will be prepared by 30 September. Bids submitted by interested parties will be taken up on 15 February 2010 developer will be shortlisted on 31 March. The signing of the agreement and laying of foundation stone for the project will be done in April- May 2010. Basic facilities at the airport are expected to be ready in September-October 2013. http://www.domain-b.com/aero/gov_reg/20090519_navi_mumbai_airport.html 500 New Airports Planned Praful Patel said that the government has plans to touch 100 operational airports by 2008 and was working to create at least 500 small and big airports across the country with no spot being greater than 50 kms from airport. Under Patel's tenure, the number of operational airports in the country has gone up from close to 40 in 2004 to 81 at present.  Calling aviation a sunrise economy, Patel said around $150 billion was expected to be invested in the aviation sector in the next few years.  November 23, 2007 (http://www.rediff.com/money/2007/nov/23air.htm) GMR Consortium Bags Istanbul Airport Contract A joint consortium that includes the GMR Infrastructure Ltd has bagged the contract to develop Sabiha Gokcen International Airport in Istanbul The total investment is estimated at about €400 million. The project has a debt-equity ratio of 18:20. GMR Infrastructure, a listed company, holding a 40 per cent stake in the consortium, would pump in around €32 million of the €80 million equity, said Mr Madhu Terdal, Chief Financial Officer, Corporate Strategic Finance, GMR Group The other consortia members are Limak Insaat Sanavi San Ve Tic A.S. Turkey (Limak), which has a 40 per cent stake, and Malaysia Airports Holding that has a 20 per cent stake. Business Line, July 11, 2007 Govt Replaces Member on DIAL, MIAL Boards The civil aviation ministry has removed Joint Secretary KN Srivastava, who was on the board of Delhi International Airport Ltd (DIAL) and Mumbai International Airport Ltd (MIAL), as the government’s nominee and replaced him with a director-level official, Sandeep Prakash. The government felt that in view of the recent dispute between the ministry and DIAL, it is better to have nominees who are not dealing with airports. November 15, 2007 (http://www.business-standard.com)
Slide 74 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL DIAL had awarded the duty free shopping contract to a consortium of US-based Alpha Airports Group Plc and Pantaloon Retail (India) Ltd, a Future Group venture. The venture is projected to generate sales of Rs 500 crore for DIAL in the next 39 months. DIAL hopes to extract maximum value from the duty-free shopping, car park and advertising. These three businesses are expected to grow 250%, 90% and 215%, respectively in 2007-08. DIAL hopes to generate Rs 470 crore from non-aeronautical sources of business, in the first full year of operations, 2007-08. This is a 56% jump from what AAI collected from such sources in 2005-06. 26/03/07 Atreyee Dev Roy/Financial Express Delhi-Duty Free Retail Deal Mumbai-Duty Free Retail Deal IPCL-Aldeasa’s bid was the highest at Rs 570 crore They were awarded the contract Second highest bid was from DFS at Rs 260 crores IPCL-Aldeasa felt bidding very high and tried renegotiating with MIAL MIAL refused to do so, since it was a global tender and renegotiating would have meant scrapping the entire bidding process MIAL awarded the bid to the DFS Economic Times, November 29, 2007 Second Airport in Delhi The Union Cabinet referred the issue of building a greenfield airport in Greater Noida to a Group of Ministers to decide on legal matters and look into the right of first refusal clause that can be exercised by the DIAL. The Rs 3,505-crore Taj International Aviation Hub (TIAH), expected to come up in the Zevar area of Greater Noida, about 68 km away from IGI airport. Planned through SPV (74% private party, 13% State Govt, 13% other Govt Agencies such as AAI) DIAL has indicated that it will seek compensation and demand a level-playing field. Cognisant of DIAL's opposition to the venture, the note to the Cabinet points out that the central government has at no stage given any traffic guarantee to DIAL or assured exclusive rights to IGI airport. Business Line, January 04, 2008 Second airport won’t hit IGI, says UP Government The Financial Express, January 10, 2008 RIL to Move on Cargo Airport Plan in SEZ A team of Mukesh Ambani’s Reliance Industries Ltd met aviation ministry officials to kickstart the proposed cargo airport at their ambitious SEZ project in Jhajjar. The airport and a 2,000-MW power plant were the highlights of the Rs 40,000-crore project that will be spread over 25,000 acres in Gurgaon and Jhajjar when Ambani inked the deal with Haryana last June. While the Greater Noida airport is 72 km away, the Reliance cargo one is so close to IGI that ATC services will have to be provided from there itself. Saying in no uncertain terms that they would oppose this airport, a senior DIAL official said: "We are all for the growth of aviation sector but the issue is of timing of introducing more than one airport in Delhi. There has to be maturity in the market before one does that. Otherwise there will be two or three week airports instead of one strong hub." The group said its stand on greater Noida airport would hold true for the Ambani cargo plan also. 18/12/07 Saurabh Sinha/Times of India Second Airport in Mumbai The proposed Navi Mumbai airport project has been cleared by the Union Cabinet and its technical aspects by the Indian civil aviation authorities, as well as the International Civil Aviation Organisation (ICAO). The project is being developed by various organisations, particularly the state agency CIDCO. Rs 90 biliion Project will be spread over nearly 2050 hectares and  have two parallel runways. Out of the total area, CIDCO already possesses 1,150 hectares, around 450 hectares belongs to other government agencies and the process of acquiring the remaining land has started. CIDCO expects to pick up 26 per cent equity in the project in lieu of land in the special purpose vehicle. The airport is likely to become operational in 2012. It will generate traffic of around 10 million passengers in the first year itself and the number will reach 50 million by 2030. The developer will thus have an average internal rate of return amounting to nearly 17.5 per cent. CIDCO has short listed four international consultants (Scott & Wilson from England, Maun Senn from Singapore, Louis Burger from the US and Mott Mc'Donald from US) to prepare the roadmap Rediff.com, January 07, 2008. (http://www.rediff.com/money/2008/jan/07air.htm) Second Airport in Mumbai Got clearance from the Environmental and coastal Regulation Zone (CRZ) on May 18, 2009, which was the last hurdle Tenders for selection of the developer will be prepared by 30 September. Bids submitted by interested parties will be taken up on 15 February 2010 developer will be shortlisted on 31 March. The signing of the agreement and laying of foundation stone for the project will be done in April- May 2010. Basic facilities at the airport are expected to be ready in September-October 2013. http://www.domain-b.com/aero/gov_reg/20090519_navi_mumbai_airport.html 500 New Airports Planned Praful Patel said that the government has plans to touch 100 operational airports by 2008 and was working to create at least 500 small and big airports across the country with no spot being greater than 50 kms from airport. Under Patel's tenure, the number of operational airports in the country has gone up from close to 40 in 2004 to 81 at present.  Calling aviation a sunrise economy, Patel said around $150 billion was expected to be invested in the aviation sector in the next few years.  November 23, 2007 (http://www.rediff.com/money/2007/nov/23air.htm) GMR Consortium Bags Istanbul Airport Contract A joint consortium that includes the GMR Infrastructure Ltd has bagged the contract to develop Sabiha Gokcen International Airport in Istanbul The total investment is estimated at about €400 million. The project has a debt-equity ratio of 18:20. GMR Infrastructure, a listed company, holding a 40 per cent stake in the consortium, would pump in around €32 million of the €80 million equity, said Mr Madhu Terdal, Chief Financial Officer, Corporate Strategic Finance, GMR Group The other consortia members are Limak Insaat Sanavi San Ve Tic A.S. Turkey (Limak), which has a 40 per cent stake, and Malaysia Airports Holding that has a 20 per cent stake. Business Line, July 11, 2007 Govt Replaces Member on DIAL, MIAL Boards The civil aviation ministry has removed Joint Secretary KN Srivastava, who was on the board of Delhi International Airport Ltd (DIAL) and Mumbai International Airport Ltd (MIAL), as the government’s nominee and replaced him with a director-level official, Sandeep Prakash. The government felt that in view of the recent dispute between the ministry and DIAL, it is better to have nominees who are not dealing with airports. November 15, 2007 (http://www.business-standard.com) Airport Development Fee (ADF) vs User Development Fee (UDF)?
Slide 75 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL DIAL had awarded the duty free shopping contract to a consortium of US-based Alpha Airports Group Plc and Pantaloon Retail (India) Ltd, a Future Group venture. The venture is projected to generate sales of Rs 500 crore for DIAL in the next 39 months. DIAL hopes to extract maximum value from the duty-free shopping, car park and advertising. These three businesses are expected to grow 250%, 90% and 215%, respectively in 2007-08. DIAL hopes to generate Rs 470 crore from non-aeronautical sources of business, in the first full year of operations, 2007-08. This is a 56% jump from what AAI collected from such sources in 2005-06. 26/03/07 Atreyee Dev Roy/Financial Express Delhi-Duty Free Retail Deal Mumbai-Duty Free Retail Deal IPCL-Aldeasa’s bid was the highest at Rs 570 crore They were awarded the contract Second highest bid was from DFS at Rs 260 crores IPCL-Aldeasa felt bidding very high and tried renegotiating with MIAL MIAL refused to do so, since it was a global tender and renegotiating would have meant scrapping the entire bidding process MIAL awarded the bid to the DFS Economic Times, November 29, 2007 Second Airport in Delhi The Union Cabinet referred the issue of building a greenfield airport in Greater Noida to a Group of Ministers to decide on legal matters and look into the right of first refusal clause that can be exercised by the DIAL. The Rs 3,505-crore Taj International Aviation Hub (TIAH), expected to come up in the Zevar area of Greater Noida, about 68 km away from IGI airport. Planned through SPV (74% private party, 13% State Govt, 13% other Govt Agencies such as AAI) DIAL has indicated that it will seek compensation and demand a level-playing field. Cognisant of DIAL's opposition to the venture, the note to the Cabinet points out that the central government has at no stage given any traffic guarantee to DIAL or assured exclusive rights to IGI airport. Business Line, January 04, 2008 Second airport won’t hit IGI, says UP Government The Financial Express, January 10, 2008 RIL to Move on Cargo Airport Plan in SEZ A team of Mukesh Ambani’s Reliance Industries Ltd met aviation ministry officials to kickstart the proposed cargo airport at their ambitious SEZ project in Jhajjar. The airport and a 2,000-MW power plant were the highlights of the Rs 40,000-crore project that will be spread over 25,000 acres in Gurgaon and Jhajjar when Ambani inked the deal with Haryana last June. While the Greater Noida airport is 72 km away, the Reliance cargo one is so close to IGI that ATC services will have to be provided from there itself. Saying in no uncertain terms that they would oppose this airport, a senior DIAL official said: "We are all for the growth of aviation sector but the issue is of timing of introducing more than one airport in Delhi. There has to be maturity in the market before one does that. Otherwise there will be two or three week airports instead of one strong hub." The group said its stand on greater Noida airport would hold true for the Ambani cargo plan also. 18/12/07 Saurabh Sinha/Times of India Second Airport in Mumbai The proposed Navi Mumbai airport project has been cleared by the Union Cabinet and its technical aspects by the Indian civil aviation authorities, as well as the International Civil Aviation Organisation (ICAO). The project is being developed by various organisations, particularly the state agency CIDCO. Rs 90 biliion Project will be spread over nearly 2050 hectares and  have two parallel runways. Out of the total area, CIDCO already possesses 1,150 hectares, around 450 hectares belongs to other government agencies and the process of acquiring the remaining land has started. CIDCO expects to pick up 26 per cent equity in the project in lieu of land in the special purpose vehicle. The airport is likely to become operational in 2012. It will generate traffic of around 10 million passengers in the first year itself and the number will reach 50 million by 2030. The developer will thus have an average internal rate of return amounting to nearly 17.5 per cent. CIDCO has short listed four international consultants (Scott & Wilson from England, Maun Senn from Singapore, Louis Burger from the US and Mott Mc'Donald from US) to prepare the roadmap Rediff.com, January 07, 2008. (http://www.rediff.com/money/2008/jan/07air.htm) Second Airport in Mumbai Got clearance from the Environmental and coastal Regulation Zone (CRZ) on May 18, 2009, which was the last hurdle Tenders for selection of the developer will be prepared by 30 September. Bids submitted by interested parties will be taken up on 15 February 2010 developer will be shortlisted on 31 March. The signing of the agreement and laying of foundation stone for the project will be done in April- May 2010. Basic facilities at the airport are expected to be ready in September-October 2013. http://www.domain-b.com/aero/gov_reg/20090519_navi_mumbai_airport.html 500 New Airports Planned Praful Patel said that the government has plans to touch 100 operational airports by 2008 and was working to create at least 500 small and big airports across the country with no spot being greater than 50 kms from airport. Under Patel's tenure, the number of operational airports in the country has gone up from close to 40 in 2004 to 81 at present.  Calling aviation a sunrise economy, Patel said around $150 billion was expected to be invested in the aviation sector in the next few years.  November 23, 2007 (http://www.rediff.com/money/2007/nov/23air.htm) GMR Consortium Bags Istanbul Airport Contract A joint consortium that includes the GMR Infrastructure Ltd has bagged the contract to develop Sabiha Gokcen International Airport in Istanbul The total investment is estimated at about €400 million. The project has a debt-equity ratio of 18:20. GMR Infrastructure, a listed company, holding a 40 per cent stake in the consortium, would pump in around €32 million of the €80 million equity, said Mr Madhu Terdal, Chief Financial Officer, Corporate Strategic Finance, GMR Group The other consortia members are Limak Insaat Sanavi San Ve Tic A.S. Turkey (Limak), which has a 40 per cent stake, and Malaysia Airports Holding that has a 20 per cent stake. Business Line, July 11, 2007 Govt Replaces Member on DIAL, MIAL Boards The civil aviation ministry has removed Joint Secretary KN Srivastava, who was on the board of Delhi International Airport Ltd (DIAL) and Mumbai International Airport Ltd (MIAL), as the government’s nominee and replaced him with a director-level official, Sandeep Prakash. The government felt that in view of the recent dispute between the ministry and DIAL, it is better to have nominees who are not dealing with airports. November 15, 2007 (http://www.business-standard.com) Airport Development Fee (ADF) vs User Development Fee (UDF)? UDF UDF at Hyderabad Domestic departures - Rs 375 extra per passenger (wef August 22, 2008) International departures - Rs 1,000 extra per passenger (wef March 16, 2008) UDF at Bangalore Domestic departures - Rs 260 extra per passenger (wef January 16, 2009) International departures - Rs 1,070 extra per passenger (wef July 01, 2008) http://www.indianairlines.in/scripts/userdevelopmentfee.aspx
Slide 76 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL DIAL had awarded the duty free shopping contract to a consortium of US-based Alpha Airports Group Plc and Pantaloon Retail (India) Ltd, a Future Group venture. The venture is projected to generate sales of Rs 500 crore for DIAL in the next 39 months. DIAL hopes to extract maximum value from the duty-free shopping, car park and advertising. These three businesses are expected to grow 250%, 90% and 215%, respectively in 2007-08. DIAL hopes to generate Rs 470 crore from non-aeronautical sources of business, in the first full year of operations, 2007-08. This is a 56% jump from what AAI collected from such sources in 2005-06. 26/03/07 Atreyee Dev Roy/Financial Express Delhi-Duty Free Retail Deal Mumbai-Duty Free Retail Deal IPCL-Aldeasa’s bid was the highest at Rs 570 crore They were awarded the contract Second highest bid was from DFS at Rs 260 crores IPCL-Aldeasa felt bidding very high and tried renegotiating with MIAL MIAL refused to do so, since it was a global tender and renegotiating would have meant scrapping the entire bidding process MIAL awarded the bid to the DFS Economic Times, November 29, 2007 Second Airport in Delhi The Union Cabinet referred the issue of building a greenfield airport in Greater Noida to a Group of Ministers to decide on legal matters and look into the right of first refusal clause that can be exercised by the DIAL. The Rs 3,505-crore Taj International Aviation Hub (TIAH), expected to come up in the Zevar area of Greater Noida, about 68 km away from IGI airport. Planned through SPV (74% private party, 13% State Govt, 13% other Govt Agencies such as AAI) DIAL has indicated that it will seek compensation and demand a level-playing field. Cognisant of DIAL's opposition to the venture, the note to the Cabinet points out that the central government has at no stage given any traffic guarantee to DIAL or assured exclusive rights to IGI airport. Business Line, January 04, 2008 Second airport won’t hit IGI, says UP Government The Financial Express, January 10, 2008 RIL to Move on Cargo Airport Plan in SEZ A team of Mukesh Ambani’s Reliance Industries Ltd met aviation ministry officials to kickstart the proposed cargo airport at their ambitious SEZ project in Jhajjar. The airport and a 2,000-MW power plant were the highlights of the Rs 40,000-crore project that will be spread over 25,000 acres in Gurgaon and Jhajjar when Ambani inked the deal with Haryana last June. While the Greater Noida airport is 72 km away, the Reliance cargo one is so close to IGI that ATC services will have to be provided from there itself. Saying in no uncertain terms that they would oppose this airport, a senior DIAL official said: "We are all for the growth of aviation sector but the issue is of timing of introducing more than one airport in Delhi. There has to be maturity in the market before one does that. Otherwise there will be two or three week airports instead of one strong hub." The group said its stand on greater Noida airport would hold true for the Ambani cargo plan also. 18/12/07 Saurabh Sinha/Times of India Second Airport in Mumbai The proposed Navi Mumbai airport project has been cleared by the Union Cabinet and its technical aspects by the Indian civil aviation authorities, as well as the International Civil Aviation Organisation (ICAO). The project is being developed by various organisations, particularly the state agency CIDCO. Rs 90 biliion Project will be spread over nearly 2050 hectares and  have two parallel runways. Out of the total area, CIDCO already possesses 1,150 hectares, around 450 hectares belongs to other government agencies and the process of acquiring the remaining land has started. CIDCO expects to pick up 26 per cent equity in the project in lieu of land in the special purpose vehicle. The airport is likely to become operational in 2012. It will generate traffic of around 10 million passengers in the first year itself and the number will reach 50 million by 2030. The developer will thus have an average internal rate of return amounting to nearly 17.5 per cent. CIDCO has short listed four international consultants (Scott & Wilson from England, Maun Senn from Singapore, Louis Burger from the US and Mott Mc'Donald from US) to prepare the roadmap Rediff.com, January 07, 2008. (http://www.rediff.com/money/2008/jan/07air.htm) Second Airport in Mumbai Got clearance from the Environmental and coastal Regulation Zone (CRZ) on May 18, 2009, which was the last hurdle Tenders for selection of the developer will be prepared by 30 September. Bids submitted by interested parties will be taken up on 15 February 2010 developer will be shortlisted on 31 March. The signing of the agreement and laying of foundation stone for the project will be done in April- May 2010. Basic facilities at the airport are expected to be ready in September-October 2013. http://www.domain-b.com/aero/gov_reg/20090519_navi_mumbai_airport.html 500 New Airports Planned Praful Patel said that the government has plans to touch 100 operational airports by 2008 and was working to create at least 500 small and big airports across the country with no spot being greater than 50 kms from airport. Under Patel's tenure, the number of operational airports in the country has gone up from close to 40 in 2004 to 81 at present.  Calling aviation a sunrise economy, Patel said around $150 billion was expected to be invested in the aviation sector in the next few years.  November 23, 2007 (http://www.rediff.com/money/2007/nov/23air.htm) GMR Consortium Bags Istanbul Airport Contract A joint consortium that includes the GMR Infrastructure Ltd has bagged the contract to develop Sabiha Gokcen International Airport in Istanbul The total investment is estimated at about €400 million. The project has a debt-equity ratio of 18:20. GMR Infrastructure, a listed company, holding a 40 per cent stake in the consortium, would pump in around €32 million of the €80 million equity, said Mr Madhu Terdal, Chief Financial Officer, Corporate Strategic Finance, GMR Group The other consortia members are Limak Insaat Sanavi San Ve Tic A.S. Turkey (Limak), which has a 40 per cent stake, and Malaysia Airports Holding that has a 20 per cent stake. Business Line, July 11, 2007 Govt Replaces Member on DIAL, MIAL Boards The civil aviation ministry has removed Joint Secretary KN Srivastava, who was on the board of Delhi International Airport Ltd (DIAL) and Mumbai International Airport Ltd (MIAL), as the government’s nominee and replaced him with a director-level official, Sandeep Prakash. The government felt that in view of the recent dispute between the ministry and DIAL, it is better to have nominees who are not dealing with airports. November 15, 2007 (http://www.business-standard.com) Airport Development Fee (ADF) vs User Development Fee (UDF)? UDF UDF at Hyderabad Domestic departures - Rs 375 extra per passenger (wef August 22, 2008) International departures - Rs 1,000 extra per passenger (wef March 16, 2008) UDF at Bangalore Domestic departures - Rs 260 extra per passenger (wef January 16, 2009) International departures - Rs 1,070 extra per passenger (wef July 01, 2008) http://www.indianairlines.in/scripts/userdevelopmentfee.aspx UDF wef August 01, 2010 wef September 01, 2010 Mangalore Airport Domestic: Rs 150 International Rs 825 http://www.thehindubusinessline.com/2010/07/31/stories/2010073152872000.htm http://www.daijiworld.com/news/news_disp.asp?n_id=83052
Slide 77 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL DIAL had awarded the duty free shopping contract to a consortium of US-based Alpha Airports Group Plc and Pantaloon Retail (India) Ltd, a Future Group venture. The venture is projected to generate sales of Rs 500 crore for DIAL in the next 39 months. DIAL hopes to extract maximum value from the duty-free shopping, car park and advertising. These three businesses are expected to grow 250%, 90% and 215%, respectively in 2007-08. DIAL hopes to generate Rs 470 crore from non-aeronautical sources of business, in the first full year of operations, 2007-08. This is a 56% jump from what AAI collected from such sources in 2005-06. 26/03/07 Atreyee Dev Roy/Financial Express Delhi-Duty Free Retail Deal Mumbai-Duty Free Retail Deal IPCL-Aldeasa’s bid was the highest at Rs 570 crore They were awarded the contract Second highest bid was from DFS at Rs 260 crores IPCL-Aldeasa felt bidding very high and tried renegotiating with MIAL MIAL refused to do so, since it was a global tender and renegotiating would have meant scrapping the entire bidding process MIAL awarded the bid to the DFS Economic Times, November 29, 2007 Second Airport in Delhi The Union Cabinet referred the issue of building a greenfield airport in Greater Noida to a Group of Ministers to decide on legal matters and look into the right of first refusal clause that can be exercised by the DIAL. The Rs 3,505-crore Taj International Aviation Hub (TIAH), expected to come up in the Zevar area of Greater Noida, about 68 km away from IGI airport. Planned through SPV (74% private party, 13% State Govt, 13% other Govt Agencies such as AAI) DIAL has indicated that it will seek compensation and demand a level-playing field. Cognisant of DIAL's opposition to the venture, the note to the Cabinet points out that the central government has at no stage given any traffic guarantee to DIAL or assured exclusive rights to IGI airport. Business Line, January 04, 2008 Second airport won’t hit IGI, says UP Government The Financial Express, January 10, 2008 RIL to Move on Cargo Airport Plan in SEZ A team of Mukesh Ambani’s Reliance Industries Ltd met aviation ministry officials to kickstart the proposed cargo airport at their ambitious SEZ project in Jhajjar. The airport and a 2,000-MW power plant were the highlights of the Rs 40,000-crore project that will be spread over 25,000 acres in Gurgaon and Jhajjar when Ambani inked the deal with Haryana last June. While the Greater Noida airport is 72 km away, the Reliance cargo one is so close to IGI that ATC services will have to be provided from there itself. Saying in no uncertain terms that they would oppose this airport, a senior DIAL official said: "We are all for the growth of aviation sector but the issue is of timing of introducing more than one airport in Delhi. There has to be maturity in the market before one does that. Otherwise there will be two or three week airports instead of one strong hub." The group said its stand on greater Noida airport would hold true for the Ambani cargo plan also. 18/12/07 Saurabh Sinha/Times of India Second Airport in Mumbai The proposed Navi Mumbai airport project has been cleared by the Union Cabinet and its technical aspects by the Indian civil aviation authorities, as well as the International Civil Aviation Organisation (ICAO). The project is being developed by various organisations, particularly the state agency CIDCO. Rs 90 biliion Project will be spread over nearly 2050 hectares and  have two parallel runways. Out of the total area, CIDCO already possesses 1,150 hectares, around 450 hectares belongs to other government agencies and the process of acquiring the remaining land has started. CIDCO expects to pick up 26 per cent equity in the project in lieu of land in the special purpose vehicle. The airport is likely to become operational in 2012. It will generate traffic of around 10 million passengers in the first year itself and the number will reach 50 million by 2030. The developer will thus have an average internal rate of return amounting to nearly 17.5 per cent. CIDCO has short listed four international consultants (Scott & Wilson from England, Maun Senn from Singapore, Louis Burger from the US and Mott Mc'Donald from US) to prepare the roadmap Rediff.com, January 07, 2008. (http://www.rediff.com/money/2008/jan/07air.htm) Second Airport in Mumbai Got clearance from the Environmental and coastal Regulation Zone (CRZ) on May 18, 2009, which was the last hurdle Tenders for selection of the developer will be prepared by 30 September. Bids submitted by interested parties will be taken up on 15 February 2010 developer will be shortlisted on 31 March. The signing of the agreement and laying of foundation stone for the project will be done in April- May 2010. Basic facilities at the airport are expected to be ready in September-October 2013. http://www.domain-b.com/aero/gov_reg/20090519_navi_mumbai_airport.html 500 New Airports Planned Praful Patel said that the government has plans to touch 100 operational airports by 2008 and was working to create at least 500 small and big airports across the country with no spot being greater than 50 kms from airport. Under Patel's tenure, the number of operational airports in the country has gone up from close to 40 in 2004 to 81 at present.  Calling aviation a sunrise economy, Patel said around $150 billion was expected to be invested in the aviation sector in the next few years.  November 23, 2007 (http://www.rediff.com/money/2007/nov/23air.htm) GMR Consortium Bags Istanbul Airport Contract A joint consortium that includes the GMR Infrastructure Ltd has bagged the contract to develop Sabiha Gokcen International Airport in Istanbul The total investment is estimated at about €400 million. The project has a debt-equity ratio of 18:20. GMR Infrastructure, a listed company, holding a 40 per cent stake in the consortium, would pump in around €32 million of the €80 million equity, said Mr Madhu Terdal, Chief Financial Officer, Corporate Strategic Finance, GMR Group The other consortia members are Limak Insaat Sanavi San Ve Tic A.S. Turkey (Limak), which has a 40 per cent stake, and Malaysia Airports Holding that has a 20 per cent stake. Business Line, July 11, 2007 Govt Replaces Member on DIAL, MIAL Boards The civil aviation ministry has removed Joint Secretary KN Srivastava, who was on the board of Delhi International Airport Ltd (DIAL) and Mumbai International Airport Ltd (MIAL), as the government’s nominee and replaced him with a director-level official, Sandeep Prakash. The government felt that in view of the recent dispute between the ministry and DIAL, it is better to have nominees who are not dealing with airports. November 15, 2007 (http://www.business-standard.com) Airport Development Fee (ADF) vs User Development Fee (UDF)? UDF UDF at Hyderabad Domestic departures - Rs 375 extra per passenger (wef August 22, 2008) International departures - Rs 1,000 extra per passenger (wef March 16, 2008) UDF at Bangalore Domestic departures - Rs 260 extra per passenger (wef January 16, 2009) International departures - Rs 1,070 extra per passenger (wef July 01, 2008) http://www.indianairlines.in/scripts/userdevelopmentfee.aspx UDF wef August 01, 2010 wef September 01, 2010 Mangalore Airport Domestic: Rs 150 International Rs 825 http://www.thehindubusinessline.com/2010/07/31/stories/2010073152872000.htm http://www.daijiworld.com/news/news_disp.asp?n_id=83052 ADF ADF at Delhi (fixed for three years) Domestic departures - Rs 200 extra per passenger (wef March 01, 2009) International departures - Rs 1,300 extra per passenger (wef March 01, 2009) ADF at Mumbai (fixed for four years) Domestic departures - Rs 100 extra per passenger (wef April 01, 2009) International departures - Rs 600 extra per passenger (wef April 01, 2009) http://www.indianairlines.in/scripts/userdevelopmentfee.aspx
Slide 78 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL DIAL had awarded the duty free shopping contract to a consortium of US-based Alpha Airports Group Plc and Pantaloon Retail (India) Ltd, a Future Group venture. The venture is projected to generate sales of Rs 500 crore for DIAL in the next 39 months. DIAL hopes to extract maximum value from the duty-free shopping, car park and advertising. These three businesses are expected to grow 250%, 90% and 215%, respectively in 2007-08. DIAL hopes to generate Rs 470 crore from non-aeronautical sources of business, in the first full year of operations, 2007-08. This is a 56% jump from what AAI collected from such sources in 2005-06. 26/03/07 Atreyee Dev Roy/Financial Express Delhi-Duty Free Retail Deal Mumbai-Duty Free Retail Deal IPCL-Aldeasa’s bid was the highest at Rs 570 crore They were awarded the contract Second highest bid was from DFS at Rs 260 crores IPCL-Aldeasa felt bidding very high and tried renegotiating with MIAL MIAL refused to do so, since it was a global tender and renegotiating would have meant scrapping the entire bidding process MIAL awarded the bid to the DFS Economic Times, November 29, 2007 Second Airport in Delhi The Union Cabinet referred the issue of building a greenfield airport in Greater Noida to a Group of Ministers to decide on legal matters and look into the right of first refusal clause that can be exercised by the DIAL. The Rs 3,505-crore Taj International Aviation Hub (TIAH), expected to come up in the Zevar area of Greater Noida, about 68 km away from IGI airport. Planned through SPV (74% private party, 13% State Govt, 13% other Govt Agencies such as AAI) DIAL has indicated that it will seek compensation and demand a level-playing field. Cognisant of DIAL's opposition to the venture, the note to the Cabinet points out that the central government has at no stage given any traffic guarantee to DIAL or assured exclusive rights to IGI airport. Business Line, January 04, 2008 Second airport won’t hit IGI, says UP Government The Financial Express, January 10, 2008 RIL to Move on Cargo Airport Plan in SEZ A team of Mukesh Ambani’s Reliance Industries Ltd met aviation ministry officials to kickstart the proposed cargo airport at their ambitious SEZ project in Jhajjar. The airport and a 2,000-MW power plant were the highlights of the Rs 40,000-crore project that will be spread over 25,000 acres in Gurgaon and Jhajjar when Ambani inked the deal with Haryana last June. While the Greater Noida airport is 72 km away, the Reliance cargo one is so close to IGI that ATC services will have to be provided from there itself. Saying in no uncertain terms that they would oppose this airport, a senior DIAL official said: "We are all for the growth of aviation sector but the issue is of timing of introducing more than one airport in Delhi. There has to be maturity in the market before one does that. Otherwise there will be two or three week airports instead of one strong hub." The group said its stand on greater Noida airport would hold true for the Ambani cargo plan also. 18/12/07 Saurabh Sinha/Times of India Second Airport in Mumbai The proposed Navi Mumbai airport project has been cleared by the Union Cabinet and its technical aspects by the Indian civil aviation authorities, as well as the International Civil Aviation Organisation (ICAO). The project is being developed by various organisations, particularly the state agency CIDCO. Rs 90 biliion Project will be spread over nearly 2050 hectares and  have two parallel runways. Out of the total area, CIDCO already possesses 1,150 hectares, around 450 hectares belongs to other government agencies and the process of acquiring the remaining land has started. CIDCO expects to pick up 26 per cent equity in the project in lieu of land in the special purpose vehicle. The airport is likely to become operational in 2012. It will generate traffic of around 10 million passengers in the first year itself and the number will reach 50 million by 2030. The developer will thus have an average internal rate of return amounting to nearly 17.5 per cent. CIDCO has short listed four international consultants (Scott & Wilson from England, Maun Senn from Singapore, Louis Burger from the US and Mott Mc'Donald from US) to prepare the roadmap Rediff.com, January 07, 2008. (http://www.rediff.com/money/2008/jan/07air.htm) Second Airport in Mumbai Got clearance from the Environmental and coastal Regulation Zone (CRZ) on May 18, 2009, which was the last hurdle Tenders for selection of the developer will be prepared by 30 September. Bids submitted by interested parties will be taken up on 15 February 2010 developer will be shortlisted on 31 March. The signing of the agreement and laying of foundation stone for the project will be done in April- May 2010. Basic facilities at the airport are expected to be ready in September-October 2013. http://www.domain-b.com/aero/gov_reg/20090519_navi_mumbai_airport.html 500 New Airports Planned Praful Patel said that the government has plans to touch 100 operational airports by 2008 and was working to create at least 500 small and big airports across the country with no spot being greater than 50 kms from airport. Under Patel's tenure, the number of operational airports in the country has gone up from close to 40 in 2004 to 81 at present.  Calling aviation a sunrise economy, Patel said around $150 billion was expected to be invested in the aviation sector in the next few years.  November 23, 2007 (http://www.rediff.com/money/2007/nov/23air.htm) GMR Consortium Bags Istanbul Airport Contract A joint consortium that includes the GMR Infrastructure Ltd has bagged the contract to develop Sabiha Gokcen International Airport in Istanbul The total investment is estimated at about €400 million. The project has a debt-equity ratio of 18:20. GMR Infrastructure, a listed company, holding a 40 per cent stake in the consortium, would pump in around €32 million of the €80 million equity, said Mr Madhu Terdal, Chief Financial Officer, Corporate Strategic Finance, GMR Group The other consortia members are Limak Insaat Sanavi San Ve Tic A.S. Turkey (Limak), which has a 40 per cent stake, and Malaysia Airports Holding that has a 20 per cent stake. Business Line, July 11, 2007 Govt Replaces Member on DIAL, MIAL Boards The civil aviation ministry has removed Joint Secretary KN Srivastava, who was on the board of Delhi International Airport Ltd (DIAL) and Mumbai International Airport Ltd (MIAL), as the government’s nominee and replaced him with a director-level official, Sandeep Prakash. The government felt that in view of the recent dispute between the ministry and DIAL, it is better to have nominees who are not dealing with airports. November 15, 2007 (http://www.business-standard.com) Airport Development Fee (ADF) vs User Development Fee (UDF)? UDF UDF at Hyderabad Domestic departures - Rs 375 extra per passenger (wef August 22, 2008) International departures - Rs 1,000 extra per passenger (wef March 16, 2008) UDF at Bangalore Domestic departures - Rs 260 extra per passenger (wef January 16, 2009) International departures - Rs 1,070 extra per passenger (wef July 01, 2008) http://www.indianairlines.in/scripts/userdevelopmentfee.aspx UDF wef August 01, 2010 wef September 01, 2010 Mangalore Airport Domestic: Rs 150 International Rs 825 http://www.thehindubusinessline.com/2010/07/31/stories/2010073152872000.htm http://www.daijiworld.com/news/news_disp.asp?n_id=83052 ADF ADF at Delhi (fixed for three years) Domestic departures - Rs 200 extra per passenger (wef March 01, 2009) International departures - Rs 1,300 extra per passenger (wef March 01, 2009) ADF at Mumbai (fixed for four years) Domestic departures - Rs 100 extra per passenger (wef April 01, 2009) International departures - Rs 600 extra per passenger (wef April 01, 2009) http://www.indianairlines.in/scripts/userdevelopmentfee.aspx Earnings for AAI from Delhi Airport Rs crores MoCA Annual Report 2009-10, and DIAL’s Auditors’ Report
Slide 79 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL DIAL had awarded the duty free shopping contract to a consortium of US-based Alpha Airports Group Plc and Pantaloon Retail (India) Ltd, a Future Group venture. The venture is projected to generate sales of Rs 500 crore for DIAL in the next 39 months. DIAL hopes to extract maximum value from the duty-free shopping, car park and advertising. These three businesses are expected to grow 250%, 90% and 215%, respectively in 2007-08. DIAL hopes to generate Rs 470 crore from non-aeronautical sources of business, in the first full year of operations, 2007-08. This is a 56% jump from what AAI collected from such sources in 2005-06. 26/03/07 Atreyee Dev Roy/Financial Express Delhi-Duty Free Retail Deal Mumbai-Duty Free Retail Deal IPCL-Aldeasa’s bid was the highest at Rs 570 crore They were awarded the contract Second highest bid was from DFS at Rs 260 crores IPCL-Aldeasa felt bidding very high and tried renegotiating with MIAL MIAL refused to do so, since it was a global tender and renegotiating would have meant scrapping the entire bidding process MIAL awarded the bid to the DFS Economic Times, November 29, 2007 Second Airport in Delhi The Union Cabinet referred the issue of building a greenfield airport in Greater Noida to a Group of Ministers to decide on legal matters and look into the right of first refusal clause that can be exercised by the DIAL. The Rs 3,505-crore Taj International Aviation Hub (TIAH), expected to come up in the Zevar area of Greater Noida, about 68 km away from IGI airport. Planned through SPV (74% private party, 13% State Govt, 13% other Govt Agencies such as AAI) DIAL has indicated that it will seek compensation and demand a level-playing field. Cognisant of DIAL's opposition to the venture, the note to the Cabinet points out that the central government has at no stage given any traffic guarantee to DIAL or assured exclusive rights to IGI airport. Business Line, January 04, 2008 Second airport won’t hit IGI, says UP Government The Financial Express, January 10, 2008 RIL to Move on Cargo Airport Plan in SEZ A team of Mukesh Ambani’s Reliance Industries Ltd met aviation ministry officials to kickstart the proposed cargo airport at their ambitious SEZ project in Jhajjar. The airport and a 2,000-MW power plant were the highlights of the Rs 40,000-crore project that will be spread over 25,000 acres in Gurgaon and Jhajjar when Ambani inked the deal with Haryana last June. While the Greater Noida airport is 72 km away, the Reliance cargo one is so close to IGI that ATC services will have to be provided from there itself. Saying in no uncertain terms that they would oppose this airport, a senior DIAL official said: "We are all for the growth of aviation sector but the issue is of timing of introducing more than one airport in Delhi. There has to be maturity in the market before one does that. Otherwise there will be two or three week airports instead of one strong hub." The group said its stand on greater Noida airport would hold true for the Ambani cargo plan also. 18/12/07 Saurabh Sinha/Times of India Second Airport in Mumbai The proposed Navi Mumbai airport project has been cleared by the Union Cabinet and its technical aspects by the Indian civil aviation authorities, as well as the International Civil Aviation Organisation (ICAO). The project is being developed by various organisations, particularly the state agency CIDCO. Rs 90 biliion Project will be spread over nearly 2050 hectares and  have two parallel runways. Out of the total area, CIDCO already possesses 1,150 hectares, around 450 hectares belongs to other government agencies and the process of acquiring the remaining land has started. CIDCO expects to pick up 26 per cent equity in the project in lieu of land in the special purpose vehicle. The airport is likely to become operational in 2012. It will generate traffic of around 10 million passengers in the first year itself and the number will reach 50 million by 2030. The developer will thus have an average internal rate of return amounting to nearly 17.5 per cent. CIDCO has short listed four international consultants (Scott & Wilson from England, Maun Senn from Singapore, Louis Burger from the US and Mott Mc'Donald from US) to prepare the roadmap Rediff.com, January 07, 2008. (http://www.rediff.com/money/2008/jan/07air.htm) Second Airport in Mumbai Got clearance from the Environmental and coastal Regulation Zone (CRZ) on May 18, 2009, which was the last hurdle Tenders for selection of the developer will be prepared by 30 September. Bids submitted by interested parties will be taken up on 15 February 2010 developer will be shortlisted on 31 March. The signing of the agreement and laying of foundation stone for the project will be done in April- May 2010. Basic facilities at the airport are expected to be ready in September-October 2013. http://www.domain-b.com/aero/gov_reg/20090519_navi_mumbai_airport.html 500 New Airports Planned Praful Patel said that the government has plans to touch 100 operational airports by 2008 and was working to create at least 500 small and big airports across the country with no spot being greater than 50 kms from airport. Under Patel's tenure, the number of operational airports in the country has gone up from close to 40 in 2004 to 81 at present.  Calling aviation a sunrise economy, Patel said around $150 billion was expected to be invested in the aviation sector in the next few years.  November 23, 2007 (http://www.rediff.com/money/2007/nov/23air.htm) GMR Consortium Bags Istanbul Airport Contract A joint consortium that includes the GMR Infrastructure Ltd has bagged the contract to develop Sabiha Gokcen International Airport in Istanbul The total investment is estimated at about €400 million. The project has a debt-equity ratio of 18:20. GMR Infrastructure, a listed company, holding a 40 per cent stake in the consortium, would pump in around €32 million of the €80 million equity, said Mr Madhu Terdal, Chief Financial Officer, Corporate Strategic Finance, GMR Group The other consortia members are Limak Insaat Sanavi San Ve Tic A.S. Turkey (Limak), which has a 40 per cent stake, and Malaysia Airports Holding that has a 20 per cent stake. Business Line, July 11, 2007 Govt Replaces Member on DIAL, MIAL Boards The civil aviation ministry has removed Joint Secretary KN Srivastava, who was on the board of Delhi International Airport Ltd (DIAL) and Mumbai International Airport Ltd (MIAL), as the government’s nominee and replaced him with a director-level official, Sandeep Prakash. The government felt that in view of the recent dispute between the ministry and DIAL, it is better to have nominees who are not dealing with airports. November 15, 2007 (http://www.business-standard.com) Airport Development Fee (ADF) vs User Development Fee (UDF)? UDF UDF at Hyderabad Domestic departures - Rs 375 extra per passenger (wef August 22, 2008) International departures - Rs 1,000 extra per passenger (wef March 16, 2008) UDF at Bangalore Domestic departures - Rs 260 extra per passenger (wef January 16, 2009) International departures - Rs 1,070 extra per passenger (wef July 01, 2008) http://www.indianairlines.in/scripts/userdevelopmentfee.aspx UDF wef August 01, 2010 wef September 01, 2010 Mangalore Airport Domestic: Rs 150 International Rs 825 http://www.thehindubusinessline.com/2010/07/31/stories/2010073152872000.htm http://www.daijiworld.com/news/news_disp.asp?n_id=83052 ADF ADF at Delhi (fixed for three years) Domestic departures - Rs 200 extra per passenger (wef March 01, 2009) International departures - Rs 1,300 extra per passenger (wef March 01, 2009) ADF at Mumbai (fixed for four years) Domestic departures - Rs 100 extra per passenger (wef April 01, 2009) International departures - Rs 600 extra per passenger (wef April 01, 2009) http://www.indianairlines.in/scripts/userdevelopmentfee.aspx Earnings for AAI from Delhi Airport Rs crores MoCA Annual Report 2009-10, and DIAL’s Auditors’ Report Earnings for AAI from Delhi Airport Rs crores
Slide 80 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL DIAL had awarded the duty free shopping contract to a consortium of US-based Alpha Airports Group Plc and Pantaloon Retail (India) Ltd, a Future Group venture. The venture is projected to generate sales of Rs 500 crore for DIAL in the next 39 months. DIAL hopes to extract maximum value from the duty-free shopping, car park and advertising. These three businesses are expected to grow 250%, 90% and 215%, respectively in 2007-08. DIAL hopes to generate Rs 470 crore from non-aeronautical sources of business, in the first full year of operations, 2007-08. This is a 56% jump from what AAI collected from such sources in 2005-06. 26/03/07 Atreyee Dev Roy/Financial Express Delhi-Duty Free Retail Deal Mumbai-Duty Free Retail Deal IPCL-Aldeasa’s bid was the highest at Rs 570 crore They were awarded the contract Second highest bid was from DFS at Rs 260 crores IPCL-Aldeasa felt bidding very high and tried renegotiating with MIAL MIAL refused to do so, since it was a global tender and renegotiating would have meant scrapping the entire bidding process MIAL awarded the bid to the DFS Economic Times, November 29, 2007 Second Airport in Delhi The Union Cabinet referred the issue of building a greenfield airport in Greater Noida to a Group of Ministers to decide on legal matters and look into the right of first refusal clause that can be exercised by the DIAL. The Rs 3,505-crore Taj International Aviation Hub (TIAH), expected to come up in the Zevar area of Greater Noida, about 68 km away from IGI airport. Planned through SPV (74% private party, 13% State Govt, 13% other Govt Agencies such as AAI) DIAL has indicated that it will seek compensation and demand a level-playing field. Cognisant of DIAL's opposition to the venture, the note to the Cabinet points out that the central government has at no stage given any traffic guarantee to DIAL or assured exclusive rights to IGI airport. Business Line, January 04, 2008 Second airport won’t hit IGI, says UP Government The Financial Express, January 10, 2008 RIL to Move on Cargo Airport Plan in SEZ A team of Mukesh Ambani’s Reliance Industries Ltd met aviation ministry officials to kickstart the proposed cargo airport at their ambitious SEZ project in Jhajjar. The airport and a 2,000-MW power plant were the highlights of the Rs 40,000-crore project that will be spread over 25,000 acres in Gurgaon and Jhajjar when Ambani inked the deal with Haryana last June. While the Greater Noida airport is 72 km away, the Reliance cargo one is so close to IGI that ATC services will have to be provided from there itself. Saying in no uncertain terms that they would oppose this airport, a senior DIAL official said: "We are all for the growth of aviation sector but the issue is of timing of introducing more than one airport in Delhi. There has to be maturity in the market before one does that. Otherwise there will be two or three week airports instead of one strong hub." The group said its stand on greater Noida airport would hold true for the Ambani cargo plan also. 18/12/07 Saurabh Sinha/Times of India Second Airport in Mumbai The proposed Navi Mumbai airport project has been cleared by the Union Cabinet and its technical aspects by the Indian civil aviation authorities, as well as the International Civil Aviation Organisation (ICAO). The project is being developed by various organisations, particularly the state agency CIDCO. Rs 90 biliion Project will be spread over nearly 2050 hectares and  have two parallel runways. Out of the total area, CIDCO already possesses 1,150 hectares, around 450 hectares belongs to other government agencies and the process of acquiring the remaining land has started. CIDCO expects to pick up 26 per cent equity in the project in lieu of land in the special purpose vehicle. The airport is likely to become operational in 2012. It will generate traffic of around 10 million passengers in the first year itself and the number will reach 50 million by 2030. The developer will thus have an average internal rate of return amounting to nearly 17.5 per cent. CIDCO has short listed four international consultants (Scott & Wilson from England, Maun Senn from Singapore, Louis Burger from the US and Mott Mc'Donald from US) to prepare the roadmap Rediff.com, January 07, 2008. (http://www.rediff.com/money/2008/jan/07air.htm) Second Airport in Mumbai Got clearance from the Environmental and coastal Regulation Zone (CRZ) on May 18, 2009, which was the last hurdle Tenders for selection of the developer will be prepared by 30 September. Bids submitted by interested parties will be taken up on 15 February 2010 developer will be shortlisted on 31 March. The signing of the agreement and laying of foundation stone for the project will be done in April- May 2010. Basic facilities at the airport are expected to be ready in September-October 2013. http://www.domain-b.com/aero/gov_reg/20090519_navi_mumbai_airport.html 500 New Airports Planned Praful Patel said that the government has plans to touch 100 operational airports by 2008 and was working to create at least 500 small and big airports across the country with no spot being greater than 50 kms from airport. Under Patel's tenure, the number of operational airports in the country has gone up from close to 40 in 2004 to 81 at present.  Calling aviation a sunrise economy, Patel said around $150 billion was expected to be invested in the aviation sector in the next few years.  November 23, 2007 (http://www.rediff.com/money/2007/nov/23air.htm) GMR Consortium Bags Istanbul Airport Contract A joint consortium that includes the GMR Infrastructure Ltd has bagged the contract to develop Sabiha Gokcen International Airport in Istanbul The total investment is estimated at about €400 million. The project has a debt-equity ratio of 18:20. GMR Infrastructure, a listed company, holding a 40 per cent stake in the consortium, would pump in around €32 million of the €80 million equity, said Mr Madhu Terdal, Chief Financial Officer, Corporate Strategic Finance, GMR Group The other consortia members are Limak Insaat Sanavi San Ve Tic A.S. Turkey (Limak), which has a 40 per cent stake, and Malaysia Airports Holding that has a 20 per cent stake. Business Line, July 11, 2007 Govt Replaces Member on DIAL, MIAL Boards The civil aviation ministry has removed Joint Secretary KN Srivastava, who was on the board of Delhi International Airport Ltd (DIAL) and Mumbai International Airport Ltd (MIAL), as the government’s nominee and replaced him with a director-level official, Sandeep Prakash. The government felt that in view of the recent dispute between the ministry and DIAL, it is better to have nominees who are not dealing with airports. November 15, 2007 (http://www.business-standard.com) Airport Development Fee (ADF) vs User Development Fee (UDF)? UDF UDF at Hyderabad Domestic departures - Rs 375 extra per passenger (wef August 22, 2008) International departures - Rs 1,000 extra per passenger (wef March 16, 2008) UDF at Bangalore Domestic departures - Rs 260 extra per passenger (wef January 16, 2009) International departures - Rs 1,070 extra per passenger (wef July 01, 2008) http://www.indianairlines.in/scripts/userdevelopmentfee.aspx UDF wef August 01, 2010 wef September 01, 2010 Mangalore Airport Domestic: Rs 150 International Rs 825 http://www.thehindubusinessline.com/2010/07/31/stories/2010073152872000.htm http://www.daijiworld.com/news/news_disp.asp?n_id=83052 ADF ADF at Delhi (fixed for three years) Domestic departures - Rs 200 extra per passenger (wef March 01, 2009) International departures - Rs 1,300 extra per passenger (wef March 01, 2009) ADF at Mumbai (fixed for four years) Domestic departures - Rs 100 extra per passenger (wef April 01, 2009) International departures - Rs 600 extra per passenger (wef April 01, 2009) http://www.indianairlines.in/scripts/userdevelopmentfee.aspx Earnings for AAI from Delhi Airport Rs crores MoCA Annual Report 2009-10, and DIAL’s Auditors’ Report Earnings for AAI from Delhi Airport Rs crores Earnings for AAI from Delhi and Mumbai Airport Rs Crores
Slide 81 - Airport Privatization in India: Lessons from Delhi and Mumbai Rekha Jain G Raghuram Rachna Gangwar Major Airports in India Indian Airports 449 airports/airstrips in the country 126 airports managed by AAI 13 international 85 domestic 28 civil enclaves at defence airfields Source: Annual Report 2005-06, Ministry of Civil Aviation Airport Privatization: Earlier Non-AAI Airports Cochin Government of Kerala (35%) Investor Directors and Relatives (37%) Public and NRIs (14%) Central PSU (AI, BPCL) (7%) Commercial Banks (6%) Facility Providers (AI, BPCL, SBT) (1%) Source: Secretary, MoCA Airport Privatization: Earlier Non-AAI Airports Bangalore Karnataka State Investment and Industrial Development Corporation (13%) AAI (13%) Siemens Projects (40%) Larsen & Toubro (17%) Unique Zurich Airport (17%) Source: http://www.bialairport.com Airport Privatization: Earlier Non-AAI Airports Hyderabad Government of Andhra Pradesh (13%) AAI (13%) GMR Group (63%) Malaysia Airports Holdings Berhad (11%) Source: http://www.newhyderabadairport.com/ Privatization of Delhi and Mumbai Early Steps and Scope Transaction Agreement Pre and Post Bid Events Scoring and Rescoring Criteria/Factors Criterion for GMR’s Choice Bid Specific and Other Issues Lessons Learned Post Bid Issues Privatization of Delhi and Mumbai: Early Steps [Source: India Infrastructure, 2006; MoCA, Various Years] Airport Traffic in India Share of Delhi and Mumbai Airports Percent (2003-04) Source: Ministry of Civil Aviation Capital Expenditure (Mandatory) Rs bn Scope Number of passengers (Mumbai): Around 50 million by 2025 Number of passengers (Delhi): Around 46 million by 2025, 87 million by 2040 Cargo (Delhi) : 1.5 mn tonnes 2025 Cargo (Mumbai) : 1.4 mn tonnes cargo 2025 Aircraft Movements (Delhi): 420,000 Aircraft Movements (Mumbai): 525,000 Transaction Agreement Transaction governed by Operations Management and Development Agreement (OMDA) 30-year concessions agreement with a further 30-year option A mandatory Capital Expenditure program with key projects to be completed by March 2010 Massive liquidated damages for non-compliance A series of objective and subjective service standards to be adhered to Transaction Agreement Aeronautical charges currently as per AAI rates. In future, an independent regulator (AERA) will decide Limiting the use of land for non-Aero purposes to 5% in Delhi and 10% in Mumbai Minimum non aeronautical revenue 40% Retention of all staff initially and then of a significant number even after 3-years ATC would still be under the control of AAI/DGCA First right of refusal, if within 10% of best bid for a second airport within 150 km Aeronautical Non-Aeronautical Landing charges Passenger service fee Aero Related Cargo handling Aircraft refueling Aircraft maintenance Catering services Commercial (Terminal) Advertising fee Revenue from concessionaires Rental from airlines, business, shops Car parking, public admission fee Commercial (Other) Real estate development Hotel, business and industrial parks Retail and entertainment, residential Parking charges Airport Operator Revenue Streams [Source: Communication from GMR, 2006] Pre Bid Events (May 2004 – September 2005) Pre Bid Events (May2004 – September 2005) Transaction documents consisted of Operation Management and Development Agreement (OMDA) Lease Deed (LD) Shareholders Agreement (SHA) State Support Agreement (SSA) State Government Support Agreement (SGSA) Substitution Agreement (SA) Pre Bid Events Overview of Transaction Structure [Source: AAI, 2005a] Bharti-Changi pulled out citing stiff performance conditions in the transaction documents L&T-Piramal-Hochtief pulled out citing stiff performance conditions in the transaction documents Sterlite-Macquarie-ADP GMR-Fraport GVK-ACSA Pre Bid Events (May 2004 – September 2005) Original Bidders Reliance-ASA DS Construction-Munich DLF-MANSB dissolved itself, MANSB was invited to join the GMR-Fraport consortium Essel-TAV Videocon-Methven Corporation Was rejected because the group had involved an airport consultant rather than an airport operator Pre Bid Events (May 2004 – September 2005) Original Bidders Pre Bid Events Bid Submission (September 14, 2005) Post Bid Events (September 2005 – January 2006) [Source: Thakurta and Majumdar, 2005] EC’s Report (November 21, 2005) Per cent Post Bid Events (September 2005 – January 2006) [Source: GMR, 2006] EC’s Revised Scoring Per cent Post Bid Events (September 2005 – January 2006) Post Bid Events (September 2005 – January 2006) Scoring Criteria/Factor Issues by GETE for Rescoring Weightages were assigned to sub-factors equally. (The EC had assigned the weightages on a ‘subjective’ basis). Since the non-OECD experience of ASA was only in airport development and not in operations, giving high marks to this was not in conformity with the RFP. (The EC had given 75% marks). The marks for the current non-aeronautical revenue share of the bidders were rescaled to begin at 50% (from 75%) for the ‘required’ 40% share. The marks for the proposed three year staff absorption share were rescaled to begin at 0% (from 50%) for the minimum 40% share. Staff Absorption Share 0 40 100 50 100 EC GETE % Marks Staff Absorption Share Non-aero Revenue Clause in RFP Sub-Criteria: Management Capability Criteria 1: Experience of the nominated airport operator (weightage: 25) 1.1.6 The performance of commercial operations at major airports managed by the airport operators, covering retail, property and other commercial operations, focusing on airports where non aeronautical revenues is 40% or more of total revenue. GETE Rescoring In sub-factor 1.1.6, the assessment of performance of commercial operations of major airports covering retail property and other commercial operations was to be done focusing on airports having non-aeronautical revenue of 40% or more of total revenue. Though non-aeronautical earnings of bidder ‘Reliance’ are only 37%, but they have been given 75% marks. This is considered to be in non-conformity of the RFP. The explanation of EC that wording of the Clause did not make the 40% mandatory is not convincing. In any case, since the non-aeronautical earnings of bidder A was less than the threshold limit of 40%, assigning a high score of 75% was not justified. This should have been of the order of 40% to 50%. GETE Rescoring (Delhi Airport) Per cent [Source: SC, 2006] GETE’s Second Report (January 17, 2006) EGoM’s Framework (January 24th, 2006) GMR-Fraport is the only technically qualified bidder for both the airports Financial bids of the top four technical bidders will be opened GMR-Fraport is given the choice of selecting the airport subject to matching the highest financial bid since they are the only technically qualified bidder The other airport (not chosen by GMR-Fraport) will be awarded to the highest financial bidder amongst three bidders. Government has declared technical cut-off marks of 50% for this airport Criteria for EGoM’s Framework Speed of decision: Commonwealth Games Timeliness of decision: Praful Patel’s commitment Validity/robustness of current process (weaknesses in RFP, repeated three evaluations) Unbiased approach Potential for new bid content, other players Political implications Implications for future airports, other infrastructure [Source: SC, 2006] Financial Bids (January 31, 2006) Criteria for GMR’s Choice Highest financial bid (Delhi: 45.99%, Mumbai: 38.70%) Revenue share increase for GMR (Delhi: 2.35%, Mumbai: 5.67%) Impact on Reliance GMR choosing Delhi: GVK gets Mumbai By Choosing Mumbai: Reliance gets Delhi Changes in the environment after September 14, 2005 Criteria for GMR’s Choice (?) Vacant land available (Delhi: 2723 acres, Mumbai: 56 acres) Encroached/disputed land (Delhi: 91 acres, Mumbai: 200 acres) Total Revenue 2003-04 (Delhi: Rs 4,089m Mumbai: Rs 4,376m) Use of land for Non-Aero purposes (Delhi: 5% (253 acres), Mumbai: 10% (187.5 acres)) Threat of traffic diversion from Mumbai airport due to upcoming Bangalore and Hyderabad Airports as well as due to proposal of second airport in Navi Mumbai Runway layout (Delhi: nearly parallel, greater scope for simultaneous use, Mumbai: intersecting) By 2025, Mumbai airport will be saturated as per the SH&E analysis CAGR 1999-00 to 2003-04 (Delhi: 9.39%, Mumbai: 6.54%) Ability to leverage commonwealth games in Delhi After GMR-Fraport chose Delhi airport and matched the highest bid of Reliance ASA, EGoM awarded Delhi airport to GMR-Fraport Mumbai airport to GVK-ACSA EGoM’s Decision (January 31, 2007) Subsequent Events Bid Specific Issues Should the GETE report have been accepted, especially since it revises the Reliance score to below cut off? Should GMR have been given a choice? Or should they have been given the airport where there would have been the best value for GoI on opening the financial bids? (GMR’s choice of Delhi airport effectively got Reliance out of the bid). Should GMR, while being given the choice, be asked to match the highest financial bid? What if the financial bid among the top four had been significantly higher than GMR’s? Should the “other” airport have been re-tendered ? Implications of rebidding? For the “other” airport, should the opportunity to match the highest financial bid have been given in order of the technical rank rather than treating all above 50%/top 4 equally? If a key criteria for the EGoM was to come up with a framework by which no winning bid for a specific airport should be known apriori, to avoid possible accusations of bias, then what choices did the EGoM have? Bid Specific Issues Larger Issues Was the RFP well thought out? Was it OK for bidders to make contact with various committees/those involved? Was lowering the cut off justified? Were two re-evaluations justified? Danger of over determination in the contractual parameters Pool of bidders being restricted by requirements such as FDI caps, a foreign player having to be a constituent of the bid consortia, and limits on airline participation Role of regulators, especially for tariff setting of aeronautical charges? Implications for next round of bids, other sectors Sustainability of the high revenue share (winning bids are in the 38-46% range, while the minimum was set at 5%) Larger Issues Lessons Learned A lot of thought should be given to the RFP including Bid structure Parameters (eg integration between different terminals, other modes) Weightages and Scoring Obligations of bidders during the bid process Transparency Implications for those who had not bid Constitution of EC and other Committees Contingency plan: if none or one had qualified Lessons Learned Norms during the bidding process need to be specified and complied with Adherence to deadlines responsibility of the bidders in identifying and bringing to notice deficiencies in the bid document during pre bid meetings discretion on the part of bidders in independently communicating with sensitive stakeholders (decision makers, media etc) deciding modifications in the evaluation by the EC, if essential, prior to opening of the bids Other Issues Positive Mood of Privatization of Infrastructure – Central Government ; Commercial Capital and National Capital Tired/Worn out: Further Modernisation not by Privatization Centre vs State Other Two Metro Airports Decision on Chennai and Kolkata Modernization will be undertaken by AAI Funding through internal resources Estimated modernization cost for Chennai airport: Rs 20 bn Kolkata airport: Rs 15 bn Post Bid Issues DIAL vs MoCA on Architecture Subsidiaries and then JVs for Commercial Development – Implications for Revenue Share Cargo Free Time MIAL – Encroachments, Responsibility? Duty Free Retail Deal New Airports – NOIDA, New Mumbai Leveraging Business at Other Airports Government Nominees on Board Airport Development Fee Vs User Development Fee Earnings for AAI AERA Constituted DIAL vs MoCA on Architecture GMR wanted to give the airport facade a red sandstone structure, much like the majestic Red Fort http://www.businessworld.in/content/view/2534/2612 GMR’s Proposal http://www.businessworld.in/content/view/2534/2612 DIAL vs MoCA on Architecture Praful Patel purged the design of the intended Indianness and, presumably inspired by Singapore’s Changi International Airport, asked for a glass-and-steel look instead. The airport layout changed extensively following the ministry’s comments. The changes to the blueprint ultimately led to the relocation of both the new third runway at the airport and the terminal buildings. Five rectangle-shaped structures that will form a U, when completed in 2040, have replaced the original H-shaped terminals. Construction of the first terminal began from the East in February, though according to GMR’s master plan, it should have started from the West. “ http://www.businessworld.in/content/view/2534/2612 After Ministry’s Intervention http://www.businessworld.in/content/view/2534/2612 Subsidiaries for Commercial Development Implications for Revenue Share Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28th June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf Subsidiaries for Commercial Development Implications for Revenue Share DIAL receives 250 acres of land around the Delhi airport to be developed commercially, with 46 per cent of the revenues accruing from it flowing back to the government The company passes on the licence to develop the land it had received as part of the privatisation deal to a newly formed subsidiary DAPL. Since the sale consideration would be recognised in a "separate entity", the government would not be entitled to any share in this revenue, GMR officials said. According to ballpark estimates, potential revenues from land lease and rentals stand in excess of Rs 25,000 crore for the 250 acres of land, with the government ideally entitled to revenues of over Rs 10,000 crore http://in.rediff.com/money/2007/aug/16gmr.htm DIAL OMDA stands for Operations, Maintenance and Development Agreement. Relevant OMDA Clause 8.5.7 (i) (a) Any activity may be sub-contracted by the JVC, provided always that notwithstanding the sub-contract, the JVC retains all management responsibility, obligations and liability in relation to the subcontracted Airport Service. Any such subcontracting shall not release the JVC from any of its obligation with respect of the provision of such Airport Services under this Agreement. It is clarified that JVC shall remain liable and responsible for any acts, omissions or default of any sub-contractors, and shall indemnify AAI in respect thereof. Provided however that any sub-contract involving foreign manpower or materials shall be subject to the political sensitivities of GOI. Relevant OMDA Clause 8.5.7 (i) (b) AAI hereby recognizes the right of JVC to sub-lease and license any part (but not whole) of the Airport Site to third parties for the purpose of performance of its obligations hereunder. Source: OMDA for Mumbai and Delhi Airport DIAL Relevant OMDA Clause 2.3 Without prejudice to the generality of Article 2.2, the JVC shall not during the Term, without the written consent from the AAI hold any shares, ownership participation or any other ownership interest in any undertaking other than the Airport. Provided that the JVC or its subsidiaries / joint ventures may undertake treasury operations in the ordinary course of business and may hold shares, ownership participation or any other ownership interest in any undertaking specifically incorporated / created for performing any Aeronautical Services, Non-aeronautical Services or Essential Services as contemplated under this Agreement or engaging in designing, constructing, financing, operating, managing, developing or maintaining a second airport pursuant to exercise of the Right of the First Refusal under the State Support Agreement. Source: OMDA for Mumbai and Delhi Airport DIAL Subsidiaries for Commercial Development Delhi Aerotropolis Private Limited (DAPL) Incorporated on May 22, 2007 as a 100% subsidiary of DIAL with an objective of commercial property development at IGIA DIAL Cargo Private Limited (DPCL) Incorporated on 28 June, 2007 as a 100% subsidiary of DIAL with an objective to carry on the business of development, operation, providing, export, import, maintenance of cargo services, cargo terminals for providing cargo handling services and cargo handling system, re-engineering systems and procedures for hassle free cargo terminal operations resulting in reduction of dwell time. http://www.gmrgroup.co.in/GIL11thAnnualReport2006-07.pdf JV Details DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) DIAL was to pay AAI an annual fee of 45.99 per cent of the gross revenue earned from the airport. However, DIAL has formed 11 joint ventures (JVs) to run nonaeronautical operations and its agreement with these JVs provided for 10 per cent to 61 per cent sharing of gross revenue on the contracted out services. This has resulted in a substantial reduction in the revenue share of AAI. Had AAI managed this contract more pro-actively, it could have earned additional revenue from 23 to 24 per cent of the revenue that they were earning. Source: www.businesstoday.com DIAL CAG’s View (Report tabled in Parliament on 25 August, 2011) The revenue of AAI from cargo and car parking operations declined by Rs 103.29 Crore between December 2009 to November 2010 compared to the same period of the previous year as the JVs stepped in to manage these activities, according to the audit report. The fall in revenue occurred despite a substantial increase in the amount of cargo and number of cars handled at Delhi airport during this period. The audit reveals that though the tonnage of cargo handled by DIAL during December 2009 to November 2010 increased by 20.88 per cent over the same period of the previous year, the cargo revenue of DIAL decreased by 37.08 per cent. A similar reduction in revenue from car parking operations was also observed. The Ministry in consulting the AG on this matter. Source: www.businesstoday.com Cargo Free Time Reduced from Five Days to Three Days Trade members associated with air cargo have expressed concern over the decision of the Ministry of Civil Aviation to reduce the free period for cargo clearance at airports to three days, from five, effective October 1. Business Line, Oct 22, 2007 MIAL – Encroachments, Responsibility? MIAL estimates suggest that three lakh people inhabit around 65,000 hutments on the 276 acres of encroached land at the airport. It has also worked out that roughly 176 acres of land would be required for rehabilitating the slums. With in situ rehabilitation already ruled out for want of land, MIAL has invited Expression of Interest (EOI) from private developers. Five players have responded to the EOI and bids are currently under evaluation. Under the arrangement, the developer would have bring in land, bear the cost of building the tenements and pay the requisite charges to the Government. In return, the developer would get the money through Transfer of Development Rights and commercial rights at the airport. September 12, 2007 (http://cities.expressindia.com/fullstory.php?newsid=255923) Source: Presentation of Mr Sanjay Reddy, MD, MIAL DIAL had awarded the duty free shopping contract to a consortium of US-based Alpha Airports Group Plc and Pantaloon Retail (India) Ltd, a Future Group venture. The venture is projected to generate sales of Rs 500 crore for DIAL in the next 39 months. DIAL hopes to extract maximum value from the duty-free shopping, car park and advertising. These three businesses are expected to grow 250%, 90% and 215%, respectively in 2007-08. DIAL hopes to generate Rs 470 crore from non-aeronautical sources of business, in the first full year of operations, 2007-08. This is a 56% jump from what AAI collected from such sources in 2005-06. 26/03/07 Atreyee Dev Roy/Financial Express Delhi-Duty Free Retail Deal Mumbai-Duty Free Retail Deal IPCL-Aldeasa’s bid was the highest at Rs 570 crore They were awarded the contract Second highest bid was from DFS at Rs 260 crores IPCL-Aldeasa felt bidding very high and tried renegotiating with MIAL MIAL refused to do so, since it was a global tender and renegotiating would have meant scrapping the entire bidding process MIAL awarded the bid to the DFS Economic Times, November 29, 2007 Second Airport in Delhi The Union Cabinet referred the issue of building a greenfield airport in Greater Noida to a Group of Ministers to decide on legal matters and look in