BPC Accelerated Green Energy Initiative BOTSWANA POWER CORPORATION TENDER NO. 2273/17 REQUEST FOR PROPOSAL RELATING TO THE DEVELOPMENT, FINANCING, CONSTRUCTION, OPERATION AND MAINTENANCE OF 12 SOLAR PHOTOVOLTAIC POWER PROJECTS PART I GENERAL INSTRUCTIONS TO BIDDER ISSUE DATE: 26TH NOVEMBER 2018 BPC Re-tender No. 2273/17 TABLE OF CONTENTS TABLE OF CONTENTS .......................................................................................................................... 2 PART I ..................................................................................................................................................... 2 GENERAL INSTRUCTIONS TO BIDDER ............................................................................................... 2 1. Introduction ....................................................................................................................................... 2 2. Project Information & Concept ......................................................................................................... 8 3. Bidding Process & Form of Bids .................................................................................................... 10 4. Instructions to Bidders (Volume 1 – Part I Compliance & Qualifications) ...................................... 20 5. Instruction to Bidders (Volume 1 – Part I Technical & Financial Proposals).................................. 22 ANNEX 1 ............................................................................................................................................... 28 PART II .................................................................................................................................................. 29 PROPOSAL FORMSHEETS ................................................................................................................. 29 PART III ................................................................................................................................................. 82 CORE AGREEMENTS AND PROJECT INFORMATION ..................................................................... 82 2 BPC Re-Tender No 2273/17 PART I GENERAL INSTRUCTIONS TO BIDDER 1. Introduction 1.1 Introduction The Republic of Botswana’s electricity demand which currently stands at approximately 500MW is met from its coal fired power station (Morupule B – 600MW installed capacity) and diesel powered generation with a capacity of 195MW. This generation capacity is augmented with power imports mainly from Eskom of South Africa. A 132MW coal fired power station (Morupule A) is under commissioning after a comprehensive refurbishment and pollution abatement project which should be completed at the end of 2018. Given the abundant coal resources in the country, Botswana has been pursuing the development of coal fired power station in the past. However the country needs to honour its commitment under the United Nations Framework Convention on Climate Change (UNFCCC) as outlined below. The United Nations Framework Convention on Climate Change (UNFCCC) is an international environmental treaty adopted in May 1992 and entered into force in March 1994, after a sufficient number of countries had ratified it. The UNFCCC objective is to "stabilize gas concentrations in the atmosphere at a level that would prevent dangerous anthropogenic interference with the climate system". Botswana signed the UNFCCC treaty in June 1992 and ratified it in January 1994. In pursuance of the UNFCCC climate change goals, many countries have signed the Paris Agreement which deals with greenhouse gas emissions mitigation, adaptation and finance starting in the year 2020. In the Paris Agreement, each country determines, plans and regularly reports its own contribution it should make in order to mitigate global warming. While there is no mechanism to force a country to set a specific target by a specific date, each target should go beyond previously set targets. Botswana issued its percentage of greenhouse gases for ratification as 0.02% which was signed in April 2016, ratified in November 2016 and came into force in December 2016. In pursuance of climate change goals, the Government of Botswana (GoB) through the Botswana Power Corporation (BPC) is driving the development of solar energy projects. In this regard, BPC floated two expressions of interest (EOIs) in June 2017, one for the development of a 100MW Solar PV grid connected plant and the other for off grid solar PV plants both projects being realised using an independent power producer (IPP) structure. In addition to the above stated projects currently under procurement, GoB and BPC would like to accelerate the development of renewable energy sources in the country and take advantage of funding mechanisms such as the Green Climate Fund (GCF) which is established to support low emission and resilient developments. In line with the above, BPC has connections listed in Annex 1 to this Part 1 of this RFP for the development of twelve (12) grid connected solar PV plants (Accelerated Green Energy Initiative - AGEI). The respective capacities of the solar PV plants (AGEI) are indicated in the said Annex. Given the above, BPC is inviting proposals from selected bidders to tender for the development of the solar PV power plants under the AGEI. This initiative is in line with National Energy Policy goal of providing affordable, reliable and adequate supply of energy for sustainable development, as well as improving access to and efficient use of energy resources. 2 BPC Re-Tender No 2273/17 1.2 Project Objectives The key objectives for the Project are to: improve security and reliability of energy supply; increase share of new and renewable sources of energy in the energy supply mix of Botswana; offset Botswana’s carbon footprint; and achieve operation of the each of the solar PV power plants by 2020. 3 BPC Re-Tender No 2273/17 1.3 Definition of Terms For the purposes of this Request for Proposal, the following capitalised terms shall have the following meanings (whether used in singular or in plural). Capitalised terms used in this Request for Proposal but not specifically defined herein shall have the meanings provided for such terms in the Power Purchase Agreement or other relevant Core Agreement. “Addendum” means an amendment or modification of the RFP made by BPC in accordance with Section 3.6 (Addenda to RFP) of this Part I of the RFP. “Applicable Grid Rules” means the South Africa Grid Code for Renewable Power Plants v9. “BERA” means the Botswana Energy Regulatory Authority as established pursuant to the Botswana Energy Regulatory Authority Act 2016. “Bidder” means a Qualified Entity which submits a Proposal. “Bidder Consortium” means where a Bidder is a consortium, joint venture or partnership, collectively all the members of such consortium, joint venture or partnership. “Bidder’s Model” means the financial model to be prepared and submitted by the Bidder and described in more detail in Section 5.2.5 (Bidder’s Model) of this Part I of the RFP. “BPC” means the Botswana Power Corporation. “BPC Tender Regulations” means the tender regulations issued by the Botswana Power Corporation from time to time. “Botswana” means The Republic of Botswana. “BWP” or “Pula” denotes the lawful currency of Botswana. “Closing Date” has the meaning given to it in the PPA. “COD” or “Commercial Operation Date” has the meaning as defined in the PPA. “Company” means the counterparty to the PPA not being BPC as the Offtaker thereunder. “Confidentiality Agreement” means the confidentiality agreement in the form required by BPC and signed by Bidder prior to being provided with the RFP. “Connection Agreement” means the agreement(s) of such name to be entered into between BPC and the Company. “Core Agreements” means the Power Purchase Agreement(s), Connection Agreement(s) and, if required, Lease Direct Agreement(s), copies of which are included in Part III of the RFP. “Day” means the twenty four (24) hour period in Botswana beginning and ending at 00:00 hours. “Deadline for Submission of Proposals” has the meaning set forth in Section 3.8 (Deadline for Submission of Proposals) of this Part I of the RFP. “Development Costs” means the relevant element of the Total Project Costs incurred by the Successful Bidder until Financial Closing. “Development Security” has the meaning as defined in the PPA. 4 BPC Re-Tender No 2273/17 “Delivery Point(s)” means the substations identified in Annex 1 of the RFP and described in more detail in the Network Study Report attached to the RFP. “Energy Charge” has the meaning given to it in Section 1.1 of Appendix 8 (Calculation of Payment) of the PPA. “Energy Payment” means the payment due in respect of Net Electrical Energy to be calculated and determined in accordance with the PPA. “Environmental Requirements” means the requirements relating to the environment under and in accordance with the Law including those laws and agreements referred to in Section 2.4 (Regulatory Framework and Core Agreements). “EPC Contract” means the lump sum, turnkey contract(s) to be entered into between the Company and the EPC Contractor(s) for the works and services as provided for therein. “EPC Contractor” means the contractor(s) retained by the Company (as identified in the Proposal or, in the event of any change(s) thereto, as otherwise approved by the Offtaker pursuant to the PPA) to perform the obligations of the counterparty under the EPC Contract not being the Company. “Financial Closing” means the amounts to