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Contents:

Section I: Request for Expression of Interest (Invitation for Prequalification) ...... 3 Section II: Instructions to Participants (ITP) ...... 5 Section III: Data Sheet (DS) ...... 16 Section IV: Eligibility and Qualification Criteria ...... 23 Section V: Forms ...... 28 Section VI: Additional Information ...... 37

Section I: Request for Expression of Interest (Invitation for Prequalification)

MINISTRY OF MINING AND HEAVY INDUSTRY OF MONGOLIA

REQUEST FOR EXPRESSION OF INTEREST (INVITATION FOR PREQUALIFICATION)

For the Tender to Select the Contractor for Engineering, Procurement and Construction Plus Financing (EPC plus F) of the Project to Construct a Crude Oil Pipeline in Mongolia

Project Location: Mongolia

Project Title: “Engineering, Procurement and Construction Plus Financing of the Project to Construct a Crude Oil Pipeline in Mongolia”

The Government of Mongolia is implementing the project to establish a grassroot Oil Refinery Plant in Mongolia since 2017 under the Line of Credit extended by the Government of India. The project is executed by “Mongol Refinery” State Owned LLC, owned by the Ministry of Mining and Heavy Industry of Mongolia. Within the framework of this project, the construction of 530 km crude oil pipeline is planned.

The Ministry of Mining and Heavy Industry of Mongolia, as a Client, invites companies to express their interests in participating in the tender to select the contractor for financing and executing the EPC contract for the Crude Oil Pipeline. The Government of Mongolia will take measures to ensure payback if deemed necessary.

Brief Description of the Project: Concept to Commissioning of approximately 530 km Crude Oil Pipeline with supporting facilities through relatively flat landscape from Tamsag oilfield in Dornod province to the Oil Refinery Plant site in Dornogovi province, Mongolia. The terms of financing shall be of long term and competitive interest rates. Within the scope of this project, the design including the optimal technology selection should take into account the geographical and climatic conditions of the region.

Submission of Documents: Interested entities are requested to submit their Expression of Interest in conformance with the Prequalification document with an indicative source of financing arrangements.

The Prequalification document is downloadable from the following website: www.mmhi.gov.mn, www.mongolrefinery.mn.

An Application shall be submitted in an electronic format (PDF) to the email address [email protected], [email protected] by and before 17.30 hours (Ulaanbaatar time) of March 22nd 2021. The original hard copy must also be sent via express courier services to the following address. All documents must be in English language.

Section I: Request for Expression of Interest (Invitation for Prequalification)

MINISTRY OF MINING AND HEAVY INDUSTRY OF MONGOLIA

Address: No 106, 1st Floor, Government building II, United Nations street 5/2, Chingeltei district, Ulaanbaatar city, Mongolia

Phone: (51)-263506, (51)-260864 Fax: (11)-318169

Contact person: Mr.Ankhbayar BOLDBAATAR (Phone: +976-89117085) Ms.Tumen-Ulzii OCHIRPUREV (Phone: +976-99091859, 99006851)

E-mail: To: [email protected] [email protected] www.mmhi.gov.mn www.mongolrefinery.mn

Applicants will be subject to prequalification as per the procedures set forth in the Prequalification Document. Applicants submitting their documents before the submission deadline and those who are satisfying the prequalification criteria will be invited to the tender process.

Further information can be obtained during office hours 08:30 to 17:30 (Ulaanbaatar time) from the contact information below. Also, all queries should be submitted to the same email address by and before 17.30 hours (Ulaanbaatar time) of March 15th, 2021. Queries submitted after this date will not be responded.

Contact Information:

MINISTRY OF MINING AND HEAVY INDUSTRY OF MONGOLIA

Address: No 106, 1st Floor, Government building II, United Nations street 5/2, Chingeltei district, Ulaanbaatar city, Mongolia

Phone: (51)-263506, (51)-260864 Fax: (11)-318169

Contact person: Mr. Ankhbayar BOLDBAATAR (Phone: +976-89117085) Ms. Tumen-Ulzii OCHIRPUREV (Phone: +976-99091859, 99006851) E-mail: To: [email protected] [email protected] www.mmhi.gov.mn www.mongolrefinery.mn

Section II: Instructions to Participants (ITP)

TABLE OF CONTENTS Contents

A. General ...... 6 B. Contents of Prequalification Document ...... 8 C. Preparation of Applications ...... 10 D. Submission and Opening of Applications ...... 12 E. Examination and Evaluation of Applications ...... 13 F. Notification to Participants ...... 15 E. Examination and Evaluation of Applications ...... 22

Section II: Instructions to Participants (ITP)

Instructions to Participants

A. General

1 Scope of 1.1 The Client indicated in Section II, Data Sheet, hereinafter Application referred to as “DS”, issues this Prequalification Document for the selection of contractor for the work (s) described in Section V, Additional information, hereinafter referred to as “the Works”, to be implemented under within the framework of the project, specified in the DS, hereinafter referred to as “the Project”.

2 Source of Funds 2.1 A Participant shall arrange the financing required for the implementation of the project.

3 Prohibited 3.1 The Client requires that the Participants, suppliers, sub- Practices suppliers, contractors, sub-contractors, concessionaires, consultants and sub-consultants observe the highest standard of transparency and integrity during the selection of contractor and procurement, execution and implementation of the Works. 3.2 If the Client determines that the Participants are involved in any of the corruption, fraud, organized collusion and intimidation activities specified in the Anti-corruption law, Law on Restriction of Unfair Competition and Criminal law of Mongolia, the relevant officials and law enforcement agencies shall be duly notified and the application by the Participants shall be rejected.

4 Eligible 4.1 Participant may be a private entity, government-owned entity Participants or any combination of such entities in the form of a Joint Venture, Consortium, or Association joint venture, consortium, or association (JVCA). A Participant from any country may apply for Prequalification.

In the case of a JVCA: (a) unless otherwise specified in the DS, the application shall be signed by all JVCA partners; and (b) the JVCA shall nominate a Representative (the Lead Partner) who shall have the authority to conduct all businesses for and on behalf of any and all the partners of the JVCA during the Prequalification process.

4.2 Participants shall be considered as an ineligible under following conditions (relevant to any member of JVCA):

4.2.1 Participant is insolvent, in receivership, colluded with its

Section II: Instructions to Participants (ITP)

creditors to escape bankruptcy, or is suspended of its business operations, or is in analogous situations described above pursuant to the laws of its country of origin/incorporation;

4.2.2 Participant has not fulfilled its tax, fee and other payment obligations pursuant to the laws of Mongolia or of its country of origin/incorporation;

4.2.3 Participant has been proven by the court or authorized organizations that it severely violated or failed to execute its contractual obligations, or had professional misconduct while engaging in procurement in the last 3 years;

4.2.4 If an authorized organization has proven that a Participant submitted an application contains visible and obvious misleading information;

4.2.5 If the Participant has been blacklisted by international authorities, such as the World Bank, or has been involved in corruption, fraud, conspiracy, or intimidation;

4.2.6 If a Participant has the same legal representative with two or more Participants for purposes of this application;

4.3 Participants shall provide the Client with a written notice, whether the cases mentioned in Sub-Clauses 4.2.1- 4.2.6 have occurred or not. If the Client requires, Participants shall submit the relevant documents and evidence in order to verify that these conditions have arisen or not.

4.4 The eligibility of the Participant shall be determined based upon an examination of the following documentary evidences: (a) Copy of original State Registration Certificate which contains information on registered place, business operations, and address of a Participant or similar document of a country of origin; (b) Power of attorney to the representative of Participant, authorizing to sign during the procurement; (c) Decision of a court or authorized organizations. If the described conditions set forth in 4.2.2, 4.2.3 and 4.2.5 of ITP, a Participant shall inform about it to the Client and shall submit relevant decisions of court and authorized organizations.

Section II: Instructions to Participants (ITP)

B. Contents of Prequalification Document

5 Prequalification 5.1 The Prequalification Document consists of the Sections detailing Document the Prequalification Procedures indicated below, and should be read in conjunction with any amendments or addenda issued in accordance with ITP 8: . Section I: Request for Expression of Interest (Invitation for Prequalification EOI) . Section II: Instructions to Participants (ITP) . Section III: Data Sheet . Section IV: Eligibility and Qualification Criteria . Section V: Forms . Section VI: Additional information

5.2 The Invitation for Prequalification issued by the Client is part of the Prequalification Document.

5.3 A Participant shall obtain the Prequalification Document from the source stated in the Invitation; otherwise, the Client is not responsible for the completeness of the Prequalification Document.

5.4 The Participant is expected to examine all instructions, forms, terms and information in the Prequalification Document. Failure to furnish all information or documentation required by the Prequalification Document may result in the rejection of the application.

6 Clarification of 6.1 The Participant requiring any clarification of the Prequalification Prequalification Document shall contact the Client in writing, as described in the Document DS.

The Client will respond to any request for clarification, provided that such request is received not later than the date specified in the Invitation, prior to the deadline for submission of applications. The Client’s response shall be in writing with copies to all Participants who have acquired the Prequalification Document, including a description of the inquiry but without identifying its source. Should the Client deem it necessary to amend the Prequalification Document as a result of a request for clarification, it shall do so following the procedure described under ITP 8 and 17.2.

6.2 A clarification meeting will not take place.

7 Amendment of 7.1 At any time prior to the deadline for submission of applications, Prequalification the Client may amend the Prequalification Document by issuing Document amendment.

Section II: Instructions to Participants (ITP)

7.2 Any amendment issued shall be part of the Prequalification Document and shall be communicated in writing to all Participants, who have obtained the Prequalification Document or posted on the website specified in the DS. Participants shall be responsible for checking the website for any issuance of such amendment.

7.3 To give Participants reasonable time in which to take an amendment into account in preparing their applications, the Client may, at its discretion, extend the deadline for the submission of applications.

Section II: Instructions to Participants (ITP)

C. Preparation of Applications

8 Cost of 8.1 The Participant shall bear all costs associated with the participation in preparation and submission of its application, and the Client Prequalification shall not be responsible or liable for those costs, regardless of the conduct or outcome of the Prequalification process.

9 Language of 9.1 The applications, as well as all correspondence and documents Prequalification relating to the Prequalification exchanged by the Participant and the Client, shall be written in English language. 10 Documents Comprising the 10.1 The submission shall comprise the following: Application 10.1.1 Letter of Application in accordance with ITP 11; 10.1.2 Indicative source of financing arrangements using the form furnished in Section V/Form FIN-3.2;

10.1.3 Duly authorised power of attorney, indicating that the person(s) signing the application have the authority to sign the application in accordance with ITP 13.3; 10.1.4 Completed forms, furnished in Section V, Forms; 10.1.5 Documentary evidence establishing the Participant’s eligibility and qualifications in accordance with ITP 12; 10.1.6 Any other documents and the additional information, if so required in the DS.

11 Letter of 11.1 The Participant shall submit the Letter of Application using the Application form furnished in Section V, Forms. This form must be completed without any alterations to its format, and no substitutes shall be accepted. All blank spaces shall be filled in with the information requested.

12 Documents 12.1 To establish its qualifications to perform the Works in Establishing accordance with the criteria set out in ITP 4 and Section IV, Eligibility and Eligibility and Qualification Criteria, the Participant shall Qualifications of provide the information requested in Section V, Forms. Participants

13 Format and 13.1 The Participant shall prepare one original of the documents Signing of comprising the application as described in ITP 10. Applications 13.2 If required in the DS, in addition, the Participant shall submit copies of the application, in the number specified in the DS, and clearly mark them “COPY”. In the event of any discrepancy between the original and the copies, the original shall prevail.

13.3 The original and all copies of the application, where appropriate, shall be made in writing and shall be signed by a

Section II: Instructions to Participants (ITP)

person duly authorised to sign on behalf of the Participant. This authorisation shall be in a form of a power of attorney and shall be attached to the application. The name and position held by each person signing the authorisation must be stated below the signature.

13.4 An application submitted by a JVCA shall comply with the following requirements: 13.4.1 shall be signed so as to be legally binding on all partners; and 13.4.2 include the Representative’s authorisation referred to in ITP 4.1 (b), consisting of a power of attorney signed by those legally authorised to sign on behalf of the JVCA.

13.5 Any amendments, interlineations, erasures, or overwriting shall be valid only if they are signed or initialled by the person signing the application.

Section II: Instructions to Participants (ITP)

D. Submission and Opening of Applications

14.1 Participants submitting applications by mail or by hand shall 14 Sealing and enclose the original and copies of the applications in Marking of separate sealed envelopes. The envelopes shall be duly Application marked as “ORIGINAL” and “COPY”. These envelopes shall then be enclosed in one single package; The inner and outer envelopes shall: 14.1.1 bear the name and address of the Participant; 14.1.2 be addressed to the Client as stated in DS; 14.1.3 bear the specific identification of this Prequalification process; 14.1.4 bear a warning not to open before the time and date for Application Opening. If envelopes and packages are not sealed and marked as required, the Client will assume no responsibility for the misplacement or premature opening of the application.

15 Deadline for 15.1 The original and hard copies shall be sent to the address Submission of provided in the Invitation, through express courier services. Applications 15.2 Applications shall also be submitted in electronic format (PDF) to the email address provided in the Invitation.

15.3 Applications shall be received by the Client electronically no later than the date and time indicated in the DS or Invitation.

15.4 The Client may, at its discretion, extend the deadline for the submission of applications by amending the Prequalification Document in accordance with ITP 7, in which case all rights and obligations of the Client and Participants previously subject to the deadline shall thereafter be subject to the deadline as extended.

16 Late 16.1 Unless stated otherwise in the DS, the Client shall not Applications consider any Application that submitted electronically after the deadline for submission of Applications.

16.2 The Client may, at its discretion, extend the deadline for submission of applications due to issuing an amendment in accordance with ITP 7.

17 Application 17.1 The Client shall conduct the Application Opening on the date Opening and time described in the DS.

17.2 The Client shall prepare a record of the Application Opening that shall include, as a minimum: the name of the Participant, and whether there is a withdrawal, or modification.

Section II: Instructions to Participants (ITP)

E. Examination and Evaluation of Applications

18 Confidentiality 18.1 Information relating to the evaluation of applications shall not be disclosed to Participants or any other persons not officially concerned with such process until information on the outcome of Prequalification is communicated to the Participants.

18.2 Notwithstanding the above, from the time of Application Opening to the time, when information on the outcome of Prequalification is communicated to the Participants, if a Participant wishes to contact the Client on any matter related to the prequalification process, it should do so in writing.

19 Clarification of 19.1 To assist in the examination and evaluation of the applications, Applications the Client may, at its own discretion, ask any Participant for a clarification of its application, allowing a reasonable time for response. Any clarification submitted by a Participant that is not in response to a request by the Client may not be considered. The Client’s request for clarification and the response shall be in writing.

19.2 If a Participant does not provide clarifications of its application or substantiations of the information supplied, by the date and time set in the Client’s request for clarification, its application may be rejected.

20 Compliance with 20.1 An application shall comply with the requirements of the requirement of prequalification document. the application 20.2 "Minimum Response" shall be considered as two applications. However, if minimum response is not received, Client may decide to proceed to opening or annul the prequalification process.

21 Evaluation of 21.1 The Client shall use the criteria specified in Section III, Applications Eligibility and Qualification Criteria. The evaluation shall be done as per the internal procedures.

21.2 The Client may request Participants to submit any missing documentation and reserves the right to waive: (a) any omissions in applications that do not preclude his evaluation of a Participant’s qualification (b) any minor deviations from the criteria, if they do not materially affect the capability of a Participant to perform the Contract.

22 Client’s Right to 22.1 The Client reserves the right to accept or reject any Accept Any application, and to cancel the Prequalification process and Application, and reject all applications at any time at its own discretion without

Section II: Instructions to Participants (ITP)

to Reject Any or thereby incurring any liability to the Participants. In the case All Applications of cancellation of the Prequalification process, all applications submitted in hard copies shall be promptly returned to the Participants.

Section II: Instructions to Participants (ITP)

F. Notification to Participants

23 Notification of 23.1 The Client shall notify all Participants about the outcome of Outcome of Prequalification in writing. Prequalification

24 Invitation to 24.1 The Client shall invite to tender only those Participants who Tender have been prequalified under this procedure.

24.2 At any time after information on the outcome of Prequalification was communicated to the Participants the Client reserves the right to:

(a) amend the scope and the cost estimates of the Contract to be tendered, in which event only those prequalified Participants who meet the amended requirements may be invited to tender for the Contract; or

(b) cancel the outcome of Prequalification.

The Client shall neither be liable nor be under any obligation to inform the Participants of the grounds for such action.

24.3 The formation of a new JVCA after Prequalification, any change in a prequalified JVCA or prequalification of any individual partners of a dissolved prequalified JVCA shall be subject to the written approval of the Client prior to the deadline stated in the tender document. Such approval may be denied if:

(a) partners withdraw from a JVCA and the remaining partners do not meet the qualifying requirements;

(b) the level of participation by partners or the structure of the JVCA is substantially changed;

(d) in the opinion of the Client, it may lead to a substantial reduction in competition; or

(e) a request for a change in the prequalification status of tenderers (prequalified Participants) is received by the Client after the deadline stated in the tender document.

Section III: Data Sheet (DS)

The Participant requiring any clarification of the Prequalification Document shall contact the Client in writing, as described in the DS.

Any amendment issued shall be part of the Prequalification Document and shall be communicated in writing to all Participants, who have obtained the Prequalification Document or posted on the website specified in the DS. Participants shall be responsible for checking the website for any issuance of such amendment.

If required in the DS, in addition, the Participant shall submit copies of the application, in the number specified in the DS, and clearly mark them “COPY”. In the event of any discrepancy between the original and the copies, the original shall prevail.

Applications shall be received by the Client electronically no later than the date and time indicated in the DS or Invitation.

Unless stated otherwise in the DS, the Client shall not consider any Application that submitted electronically after the deadline for submission of Applications.

The Client shall conduct the Application Opening on the date and time described in the DS.

Section III: Data Sheet (DS)

A. General

ITP 1 Scope of Prequalification

ITP 1.1 The Client is: Ministry of Mining and Heavy Industry of Mongolia

The Project is: Tender to select the Contractor for Engineering, Procurement and Construction Plus Financing (EPC plus F) for the Project to construct a Crude Oil Pipeline in Mongolia

The title of the Prequalification process is: Prequalification document for Selection of contractor for Engineering, Procurement and Construction plus Financing of the Project to Construct a Crude oil pipeline in Mongolia

The identification number of the Prequalification process is: P-2021-MMHI-1

ITP 4 Eligible Participants

ITP 4.3 The Participant shall be obliged to provide a written notice to the Client on whether the conditions specified in clauses 4.2.1-4.2.6 have occurred. In order to verify that these conditions have arisen, the Participant is obliged to provide relevant evidence, references and decisions.

The Participant shall submit the documents and information specified under ITP 4.4 in ITP 4.4 order to prove their eligibility.

ITP 9 Language of Prequalification

ITP 9.1 The language of the Prequalification is: English. All document comprising the Application shall be submitted in English language or the English translation of the original document.

Section III: Data Sheet (DS)

B. Contents of Prequalification Document

ITP 6 Clarification of Prequalification Document

ITP 6.1 All requests for clarifications shall be sent to the Client’s address below:

Attention: Mr. Ankhbayar BOLDBAATAR (Phone: +976-89117085) Ms. Tumen-Ulzii OCHIRPUREV (Phone: +976-99091859, 99006851) Tel: +976-51-264181 Fax: +976-11-318169 Street Address: Ministry of Mining and Heavy Industry, Mongolia, Chingeltei District, United Nations Street-5/2, Government II Building

Floor/Room number: #106, 1st floor

City: Ulaanbaatar city

Postal Code: 15160, Chingeltei district

Country: Mongolia

Alternatively, the requests for clarifications may be sent to the Client’s e-mail address below:

E-mail address: [email protected] [email protected] www.mmhi.gov.mn www.mongolrefinery.mn

An Application shall be submitted in an electronic format (PDF) to the mentioned above email address and before 17.30 hours (Ulaanbaatar time) of March 22nd 2021. The original hard copy must also be sent via express courier services to the Client's address. All documents must be in English language.

ITP 6.1 All requests for clarifications shall be sent to the Client as follows:

ITP 6.2 A clarification meeting will not take place.

Section III: Data Sheet (DS)

C. Preparation of Applications

ITP 10 Documents Comprising the Application

ITP 10.1 The Participants shall provide the documents specified under ITP 11.1.

ITP 11 Letter of Application

ITP 11.1 The Participant shall submit the Letter of Application using the form furnished in Section IV, Forms. This form must be completed without any alterations to its format, and no substitutes shall be accepted. All blank spaces shall be filled in with the information requested. ITP 13 Format and Signing of Applications

ITP 13.2 In addition to the original of the application, the Participant shall submit its copies. The number of copies: 2

Section III: Data Sheet (DS)

D. Submission and Opening of Applications

ITP 14 Submission of Application

ITP 14.1 Procedures for submission, sealing and marking are as follows:

Participants submitting applications by mail or by hand shall enclose the original and copies of the applications in separate sealed envelopes. The envelopes shall be duly marked as “ORIGINAL” and “COPY”. These envelopes shall then be enclosed in one single package;

The inner and outer envelopes shall:

14.1.1 bear the name and address of the Participant; 14.1.2 be addressed to the Client; 14.1.3 bear the specific identification of this Prequalification process; 14.1.4 bear a warning not to open before the time and date for Application Opening. If envelopes and packages are not sealed and marked as required, the Client will assume no responsibility for the misplacement or premature opening of the application.

ITP 15 Deadline for Submission of Applications

ITP 15.1 For application submission purposes only, the Client’s address is:

Attention: Mr. Ankhbayar BOLDBAATAR (tel: +976-89117085) Ms. Tumen-Ulzii OCHIRPUREV (tel: +976-99091859, 99006851) Street Address: Ministry of Mining and Heavy Industry, Mongolia, Chingeltei District, United Nations Street-5/2, Government II Building

Floor/Room number: #106, 1st floor

City: Ulaanbaatar city

Postal Code: 15160, Chingeltei district

Country: Mongolia

Alternatively, the requests for clarifications may be sent to the Client’s e-mail address below:

E-mail address: [email protected] [email protected] www.mmhi.gov.mn www.mongolrefinery.mn Participants submitting their applications electronically shall follow the submission as follows:

The deadline for application submission is:

Section III: Data Sheet (DS)

Date: March 22, 2021 Time: before 17.30 hours (Ulaanbaatar time)

ITP 16 Late Applications

ITP 16.1 the Client shall not consider any Application that arrives after the deadline for submission of Applications.

ITP 17 Application Opening

ITP 17.1 The time of Application Opening is:

Date: March 23, 2021

Time: at 10.30 am (Ulaanbaatar time)

ITP 17.2 The Client shall prepare a record of the Application Opening that shall include, as a minimum: the name of the Participant, and whether there is a withdrawal, or modification.

ITP 23.1 The Client shall notify all Participants about the outcome of Prequalification in writing.

ITP 24.1 The Client shall invite to tender for the Contract only those Participants who have been prequalified under this procedure.

Section III: Data Sheet (DS)

E. Examination and Evaluation of Applications

ITP 18.1 Information relating to the evaluation of applications shall not be disclosed to Participants or any other persons not officially concerned with such process until information on the outcome of Prequalification is communicated to the Participants.

ITP 18.2 Notwithstanding the above, from the time of Application Opening to the time, when information on the outcome of Prequalification is communicated to the Participants, if a Participant wishes to contact the Client on any matter related to the prequalification process, it should do so in writing.

To assist in the examination and evaluation of the applications, the Client may, at its own ITP 19.1 discretion, ask any Participant for a clarification of its application, allowing a reasonable time for response. Any clarification submitted by a Participant that is not in response to a request by the Client may not be considered. The Client’s request for clarification and the response shall be in writing.

ITP 19.2 If a Participant does not provide clarifications of its application or substantiations of the information supplied, by the date and time set in the Client’s request for clarification, its application may be rejected.

The Client shall use the criteria specified in Section III, Eligibility and Qualification Criteria. ITP 21.1 The evaluation shall be done as per the internal procedures.

The Client reserves the right to accept or reject any application, and to cancel the Prequalification process and reject all applications at any time at its own discretion without ITP 22.1 thereby incurring any liability to the Participants. In the case of cancellation of the Prequalification process, all applications submitted in hard copies shall be promptly returned to the Participants.

Section IV: Eligibility and Qualification Criteria

TABLE OF CONTENTS

Eligibility and Qualification Tables: Table 1. Eligibility...... 24 Table 2. Court and Litigation ...... 25 Table 3. Financial Situation ...... 26 Table 4. Experience (Works) ...... 27

Section IV: Eligibility and Qualification Criteria

Eligibility and Qualification Tables

In order to demonstrate compliance with the qualification criteria, the Participant shall provide all the requested information in accordance with the forms provided in Section IV, Forms.

To be prequalified, the Participant must demonstrate to the Client that it substantially satisfies the requirements of the Prequalification and meets all eligibility criteria as well as the qualification criteria specified hereafter.

Factor Table 1. Eligibility Criteria Participant Joint Venture, Consortium or Sub- Association Documentation Factor Requirement Single Required All Each of Entity Single partners the Partner combined Partners The established 1.1 No conflicts or will be Section V: Conflict of interests, Must meet Must meet Not established Letter of as described requirement requirement applicable of partnership application in ITP 4.4 Interest must meet requirement The established Compliance 1.2 or will be Section V: with Must meet Must meet Not Eligibility established Letter of conditions of requirement requirement applicable partnership application Criteria ITP 4.2 must meet requirement

Section IV: Eligibility and Qualification Criteria

Factor Table 2. Court and Litigation

Criteria Participant Joint Venture, Consortium or Documentation Sub-Factor Association Requirement Single Required All Each of Entity Single partners the Partner combined Partners 2.1 All disputes Must meet Not Previously Not Form CAL-2.1: Judicial and pending in requirement applicable and by applicable court are current controversial considered partners of issues resolved the against the partnership participant, must meet therefore the requirement amount does not exceed 50% of the total amount of the participant's net assets.

Section IV: Eligibility and Qualification Criteria

Factor Table 3. Financial Situation

Criteria Participant Joint Venture, Consortium or Documentation Sub-Factor Association Requirement Single Required All Each of Entity Single partners the partner combined Partners The information shall be provided for the period of last 3 years 3.1 Submission Historical of audited Financial balance Performance sheets of last 3 years (2017, 2018, 2019), or if not required Form FIN–3.1 Must meet Must meet Must meet Must meet by the law of requirement requirement requirement requirement with the attachments applicant’s country, other financial statements acceptable to the Client

Section IV: Eligibility and Qualification Criteria

Factor Table 4. Experience (Works)

Criteria Participant Documentation Sub-Factor Joint Venture, Consortium or Association Required Requirement Single Each of Entity All partners Single the combined Partner Partners 4.1 Experience as General a general contractor, experience subcontractor or management Must meet Must meet Not contractor for Not applicable Form EXP–4.1 requirement requirement applicable a construction contract up to 15 years prior to the application deadline.

Section V: Forms

This Section contains the Forms which must be completed and submitted by the Participant.

TABLE OF FORMS

Letter of Application ...... 29 Form ELI-1: Participant Information Sheet ...... 31 Form CAL-2.1: Court and Litigation...... 32 Form FIN-3.1: Financial Situation...... 33 Form FIN-3.2: Indicative source of financing arrangements ...... 35 Form EXP- 4.1: General Experience ...... 36

Section V: Forms

Letter of Application

[Letterhead of the Participant, or a JVCA partner, including full postal address, telephone and fax numbers and e-mail address]

Date: [insert the date]

To: [name and address of the Client]

Sirs,

Being duly authorised to represent and act on behalf of [insert the applicant’s name] (hereinafter “the Applicant” or “the Participant”), and having reviewed and fully understood all the prequalification information provided, the undersigned hereby apply to be prequalified by yourselves as a tenderer for the Contract under the [state the project name] project:

We confirm that we are eligible in accordance with the provisions of ITP 4.

You and your authorised representatives are hereby authorised to conduct any inquiries or investigations to verify the statements, documents and information submitted in connection with this application, and to seek clarification from our bankers and clients regarding any financial and technical aspects. This Letter of Application will also serve as authorisation for any individual or authorised representative of any institution referred to in the supporting information, to provide such information deemed necessary and as requested by yourselves to verify statements and information provided in this application, such as the resources, experience, and competence of the Participant.

You and your authorised representatives may contact the following persons for further information:

General inquiries

Contact 1 Telephone 1; E-Mail 1

Contact 2 Telephone 2; E-Mail 2

Personnel inquiries

Contact 1 Telephone 1; E-Mail 1

Contact 2 Telephone 2; E-Mail 2

Technical inquiries

Contact 1 Telephone 1; E-Mail 1

Contact 2 Telephone 2; E-Mail 2

Financial inquiries

Contact 1 Telephone 1; E-Mail 1

Contact 2 Telephone 2; E-Mail 2

Section V: Forms

Participants who are not JVCA should delete the next paragraph.

We confirm that in the event that we tender, that tender, as well as any resulting contract, will be:

(a) signed so as to legally bind all partners, jointly and severally; and

(b) submitted with a signed JVCA agreement substantially in accordance with the JVCA details outlined in our Application and providing joint and several liability of all partners in the event the contract is awarded to us.

The undersigned declare that the statements made and the information provided in the duly completed application are complete, true, and correct in every detail.

Signed ______

Name ______

For and on behalf of

[Name of the Participant or the partner of a JVCA authorised to act for and on its behalf]

Section V: Forms

Form ELI-1: Participant Information Sheet

Participant’s Legal Name: ______

Date: ______

Participant Information

Participant’s legal name

In case of JVCA, legal name of each partner

Participant’s actual country of constitution, Incorporation, or Registration

Participant’s year of constitution, Incorporation, or Registration

Participant’s legal address in country of constitution

Participant’s authorized representative (name, address, telephone numbers, fax number, email address)

Attached are copies of the following original documents.

 In case of single entity, articles of incorporation or constitution of the legal entity named above, in accordance with ITP 13.4  Authorization to represent the firm or JVCA named in above, in accordance with ITP 13.4  In case of JVCA, letter of intent to form JVCA or JVCA agreement, in accordance with ITP 13.4

Section V: Forms

Form CAL-2.1: Court and Litigation

Participant’s Legal Name: ______

JVCA Partner’s Legal Name: ______[please delete if not applicable]

Date: ______

Each Participant or member of a JVCA must complete this form.

Court and Litigation

 Courts referred to in Section 2.1 of the Competence Criteria III, no dispute

 Courts referred to in Section 2.1 of the Competence Criteria III, The dispute is as follows The amount claimed in Amount claimed in Year Content of dispute court as a percentage court USD of net assets

Section V: Forms

Form FIN-3.1: Financial Situation

Participant’s Legal Name: ______

JVCA Partner’s Legal Name: ______[please delete if not applicable]

Date: ______

Each Participant or member of a JVCA must complete this form.

Information from Balance Sheet (USD equivalent)

Year 1: 2017 Year 2: 2018 Year 3: 2019

Total Net Worth

Current Assets

Total Liabilities

Current Liabilities

Profits Before

Taxes

Profits After Taxes

Year 1: 2017 Year 2: 2018 Year 3: 2019

Net worth [= 1 – 3]

Current assets

[= 2 – 4]

Return on equity

[previous year = 5/7]

Section V: Forms

 Attached are copies of financial statements (balance sheets including all related notes, and income statements) for the last three years, as indicated above, complying with the following conditions. • All such documents reflect the financial situation of the Participant or partner to a JVCA. • Historic financial statements must be audited by a certified accountant. • Historic financial statements must be complete, including all notes to the financial statements. • Historic financial statements must correspond to accounting periods already completed and audited (no statements for partial periods shall be requested or accepted).

Section V: Forms

Form FIN-3.2: Indicative source of financing arrangements

Participant’s Legal Name: ______...... JVCA Partner’s Legal Name: ______[please delete if not applicable] Date: ______

Each Participant or member of a JVCA shall complete this form.

Details on project financing arrangements

Source of financing

Own source (Available funding)

Financial organization

Section V: Forms

Form EXP- 4.1: General Experience

Participant’s Legal Name: ______

JVCA Partner’s Legal Name: ______[please delete if not applicable]

Date: ______

Each Participant or member of a JVCA shall complete this form.

General Experience

Contract Identification and Brief Description of Starting Ending Contract Financial Role of Name the Works Executed Month/Year Month/Year budget resources Participant Name and Address by the Participant of Client

Section VI: Additional information

Section VI: Additional Information

1. GENERAL INFORMATION

1.1. COUNTRY PROFILE Mongolia has an area of 1.56 million km² and a population of 3.3 million. With a population density of 2.1 inhabitants per square kilometer, it is the country with the second lowest population density in the world. Administratively, Mongolia is divided into 21 “aimags” (provinces). Each aimag is divided into a number of "soums".

With an extension from west to east of 2,405 km and from north to south with 1,259 km, Mongolia is the 18th largest country in the world by area. Almost a quarter of the country is between 2,000 and 3,000 m and the average height of the country is 1,580 m above the sea level. About a third of the country's area is taken up by high mountains. In contrast to western Mongolia, the eastern part of Mongolia is dominated by extensive, flat-wavy trunk plates. The Gobi region occupies a large part of southern Mongolia. It includes the Trans-Altai Gobi south of the Gobi-Altai and the extensive area east of the Gobi-Altai.

Different landscape zones are traversed from north to south-mountain taiga (4.1%), mountain forest steppe and mountain steppe (27%), the steppe (26.2%), desert steppe (27.2%) and desert (15.5%).

Mongolia has an extremely continental climate, due to the country's distance from seas and the barrier effect of the mountains. The humidity is relatively low. Winters are long, cold and dry while summers are warm and rainy. In the coldest winter months of January and February, temperatures drop to -35°C (sometimes -40°C). In the Gobi Desert, the temperatures in summer are slightly above 40°C and the annual difference is therefore around 80°C. The temperature differences between night and day are also unusually high, reaching up to 32°C.

With the growth mining and agricultural industry, the demand for petroleum products has been rising continuously over the last years. It is covered exclusively by imports. The smooth supply of petroleum products, the avoidance of import dependency and the maintenance of a stable price level for fuels are the actual problems of Mongolia. In particular, the rise in prices and fluctuations in the price of petroleum products are driving up inflation - with negative consequences for the country's development and macro-economic growth. With the rapid development of Mongolian mining sector, the demand for petroleum products has a tendency to increase further. Most of the domestic demand for petroleum products is imported from Russia, leaving the country dependent on only one market source. Therefore, it is important for Mongolia to find alternative market source for petroleum products and have our own refinery where the domestically produced crude oil can be refined.

1.2. REFINERY PROJECT The Government of Mongolia decided to construct an integrated oil refinery plant under the Line of Credit extended by the Government of India in 2017.

This lays the foundation for the development of a totally new oil and chemical industrial sector, which will rely on local resources. The oil refinery project is critically important for the country for it

Section VI: Additional information

will guarantee energy independence, reduce the outflow of foreign exchange, stabilise market prices, promote local manufacture of value-added products, and set up a new industrial centre in the Gobi Desert region. With this regard, the proposed project will provide significant contributions to the secure supply of petroleum products to domestic market while contributing to the socio- economic development of the country.

Engineers India Limited, a Navratna public-sector undertaking of the Government of India under the Ministry of Petroleum and Natural Gas had carried out a Detailed Feasibility Study for the project and was subsequently pre-qualified and shortlisted for providing project management consultancy services to “Mongol Refinery”, a state-owned company of Mongolia for the project. In this manner, the “Mongol Refinery” is the sole and the first indigenous company that will manage this brand-new industrial sector in the country.

As of today, project engineering and blueprint work is progressing, shortlisting and selection of owners of licence for technological facilities are underway, and all the necessary groundwork has been readied for the commencement of the construction as contract has been signed with the EPC contractor.

The oil refinery would have 12 basic process facilities, of which 7 are patented technology. Leading global oil and chemical industry companies such as Axens, Technip, UOP, Halder Topsoe, Shell, and Kinetics Technology are taking part in the invitation for bid for the technical facilities.

So far, more than 150 engineering and blue-print documents have been approved and the project is now entered the stage of actual construction.

The oil refinery project is planned to be implemented through 4 different agreements and JMC Projects India has been selected for the first phase of the agreements. Mongol refinery and JMC Projects India signed a relevant agreement on 2 October 2020. Work has already set rolling for the selection of the contractors for the other stages of the project construction.

The oil refinery, besides the basic process facilities, will also have the following sub-facilities:

- Power plant, - Crude oil source - pipeline, - Crude oil storage, repair and maintenance, find product storage facilities, - Waste water treatment plant, - Loading and unloading facilities. Basic showings of the oil refinery:

- Production capacity: 1.5 million MT per annum - Project site: Altanshiree soum, Dornogovi aimag - Crude oil source: Toson-Uul XIX and Tamsag XXI oilfields - Final products: Liquefied gas, petrol, aircraft fuel, diesel fuel, and stove fuel - Product quality: МNS Standard / Euro V Standard - Deep processing technology: Hydrocracking The Government of Mongolia, since 2018 has been implementing a set of measures to ensure the preparation for the construction of the oil refinery. In this respect, the following infrastructure projects on the site were completed within last 2 years:

Section VI: Additional information

Infrastructure:

- A 17.5 kilometer road for heavy-duty trucks, - 27 kilometer long branch railway line, - 19 kilometer high power transmission line and sub-station, - Factory plant levelling. Refinery township:

The refinery township is being built with an eye on providing safe and comfortable environment for the hundreds and thousands of future Mongolian and foreign engineers, technicians and workers of the plant. The work is progressing successfully. The township would have the following facilities:

- 550 family apartment houses, - Office-cum-service centre, - Education complex of school, kindergarten, library and training centre, - Site improvement and greening. The refinery will utilize indigenously produced crude oil to produce petroleum products and the crude pipeline is planned for transporting the crude oil from oilfields to the refinery site. Therefore, it is required to fast track implementation of pipeline project to meet the refinery needs.

1.3. BRIEF DESCRIPTION OF THE PIPELINE PROJECT This project aims to transport the crude oil from Toson-Uul and Tamsag oilfields in the Dornod province to Altanshiree, Dornogovi province of Mongolia. The pipeline begins from the TA-1 production processing facility at Toson-Uul oilfield, goes through the territories of 8 soums of 3 provinces, namely, Dornod, Sukhbaatar and Dornogovi, and ends at the refinery site in Altanshiree soum of Dornogovi province. With this project the crude oil will be transported by an approx. 530 km long in total crude oil pipeline system through relatively flat landscape.

The tendered work consists of the engineering, procurement, construction, and commissioning of crude oil pipeline with associated facilities.

A Participant interested in carrying out the above work shall provide the financing required for the implementation of the project from long-term, low-interest sources. The Government of Mongolia will take steps to ensure repayment, if necessary. The refinery will be commissioned in June 2024, so the pipeline installation work is expected to be completed by the first season of 2024.

1.3.1. REGIONAL GEOGRAPHY AND CLIMATE Physical geographical conditions: The pipeline route belongs to the Great Gobi Region and the Eastern Steppe Great Region of Mongolia by physical geography. Geomorphological features: The pipeline route will pass through the low hills and plains in the geomorphological region of Mongolia and will not cross big rivers or high mountains.

Hydrogeology: A total of 6 boreholes with a depth of 4.0 meters (boreholes: 518-524) drilled in the field revealed groundwater at 1.5-2.5 meters and rose to 2.0-1.4 meters. According to the analysis of groundwater samples, the groundwater is saline and soft group of sulfate class, sodium group, type II.

Section VI: Additional information

Soil lithology: The surface is mainly composed of clay, sand, gravel and stone. Of this, 107 km is clay soil, 75 km is gravel soil, 171 km is sandy soil, 187 km is rocky soil, and 55 km is wetland. The borehole data shows that lithology at depth of 2.5 m along the pipeline route consists of 218 km sand, 159 km clay, 126 km rocky and 39 km gravel.

Figure 1. Subsurface lithology at 2.5 m as percentage in total length of the pipeline route

Climate and indicators: Mongolia have a harsh climate due to its remoteness from the sea and its average elevation of 1500 m above sea level.

- Minimum air temperature: (-35.8°C) - Maximum air temperature: (42.0°C) - Subsurface mean temperature: 1.2 m: (-5.9°C) 2.0 m: (0°C) 2.5 m: (+3.7°C) 2.8 m: (+5°C)

1.3.2. INFRASTRUCTURE OF THE REGION

Energy supply: Access to the central power grid is limited, as the pipeline mostly runs through remote areas away from residential areas.

Water resource and supply: The pipeline route belongs to the pressurized aquifer region of the Southern Mongolian hydrogeological system. It also passes through the Galba Oosh Doloon Basin in Mongolia, the middle of the Khalkha steppe in the northern Gobi, and the Buir Lake-Menen steppe basin.

Road and railways: There are no national paved roads or railways along the route. The Government of Mongolia has been intensifying the construction of the New Railway Project for the past two years, completing the construction of a 415 km railway from the Tavan Tolgoi coal deposit to Zuunbayan. The new Sainshand-Baruun-Urt railway will be located next to some parts of pipeline route. The pipeline route will intersect with the railway at five points. The pipeline

Section VI: Additional information

construction should be as close as possible to the planned railway route, station and supply facility.

Information and communication: The pipeline route will intersect with fiber-optic information and communication lines from Baruun-Urt soum of Sukhbaatar aimag to Asgat soum and from Matad soum of Dornod aimag to Erdenetsagaan soum of Sukhbaatar aimag.

In addition, Altanshiree soum of Dornogovi aimag, Delgerekh soum, Baruun-Urt soum of Sukhbaatar aimag, Sukhbaatar soum, and Matad soum of Dornod aimag are connected to a landline telephone and fiber optic cable.

Crude assay: Local crude oil, Toson Uul and Tamsag crudes, will be used for refinery feedstock. These two crudes have been considered for processing in the proposed refinery in the ratio of 50:50. Crude oil properties of the mixture were analyzed at the Intertek laboratory in Aberdeen, Scotland, UK in 2014 and at the Green Research and Development Center of Hindustan Petroleum Corporation Limited, India in 2020. Detailed crude oil assay reports are provided in Annexure III. Cold flow improver study for Toson Uul and Tamsag crudes also made at Total Additifs Et Carburats Speciaux, France in 2020.

Characterization of Mongolian crude oil

Date of the analysis: 10th January 2014 Location of the analysis: Laboratory of Intertek, Aberdeen

Parameter Unit Result Gravity API 37.4 Sulfur WT% 0.11 Mercaptan Sulfur ppm 14

H2S ppm <1 Nitrogen ppm 1200 MicroCarbon WT% 1.96 Asphaltenes WT% 0.05 Iron ppm 1.6 Nickel ppm 3.2 Vanadium ppm 0.3 Sodium ppm 1.9 Pour point Deg C 24 Salt mg/l 2.9 Reid Vapor Pressure kPa 23.4 TAN mgKOH/g 0.05 Water VOL% 0.12 Kinematic viscosity +40оС cSt 8.77 +50оС cSt 6.36 +60оС cSt 4.93