NOIDA METRO RAIL CORPORATION (NMRC) LIMITED

Transcription

1 REQUEST FOR PROPOSAL (RFP) - E tender NOIDA METRO RAIL CORPORATION (NMRC) LIMITED Appointment of practicing Company Secretary (CS) Firm for NMRC Issued by: Noida Metro Rail Corporation (NMRC) Limited Block-III, 3 rd Floor, Ganga Shopping Complex, Sector-29, Noida , District Gautam Budh Nagar, Uttar Pradesh, India

2 Disclaimer This Request for Proposal (RFP) Document for Appointment of practicing Company Secretary (CS) Firm for NMRC contains brief information about the scope of work and selection process for the Successful Bidder (or Successful Applicant ). The purpose of the RFP Document is to provide the Bidders or Applicants or Tenderer with information to assist the formulation of their bid application ( the Application ). While all efforts have been made to ensure the accuracy of information contained in this RFP Document, this Document does not purport to contain all the information required by the Applicant. The Applicant should conduct their own independent assessment, investigations and analysis and should check the reliability, accuracy and completeness of the information at their end and obtain independent advice from relevant sources as required before submission of their proposal/ application. Noida Metro Rail Corporation Ltd. ( NMRC or the Corporation ) or any of its employees or advisors shall incur no liability under any law, statute, rules or regulations as to the accuracy or completeness of the RFP Document. NMRC reserves the right to change any or all conditions/ information set in this RFP Document by way of revision, deletion, updating or annulment through issuance of appropriate addendum as NMRC may deem fit without assigning any reason thereof. NMRC reserves the right to accept or reject any or all applications without giving any reasons thereof. NMRC will not entertain or be liable for any claim for costs and expenses in relation to the preparation of the applications to be submitted in terms of this Document. 1

3 Index Disclaimer... 1 Index... 2 Section I: General Information... 3 Section II: Terms of Reference... 5 A. General conditions... 7 B. Preparation and Submission of Proposals... 9 C. Bid Opening D. Award of Contract Section IV: Qualification Evaluation Criteria Section V: Proforma for Submission Form - T Form - T Form - T Form T Form T Form T Form T Form T Form T Form F Section VI Standard Conditions

4 Section I: General Information I.I. Background Noida Metro Rail Corporation (hereinafter referred to as NMRC or the Corporation ) is a Special Purpose Vehicle (SPV) formed for planning and executing urban transport projects in Noida, Greater Noida regions. The Corporation intends to appoint a practicing Company Secretary / Company Secretary (or the Consultant or the Firm or the Company ) for NMRC for a period of one year. In this regard, the Corporation now invites the interested Applicant to submit their proposals as per provisions of this RFP document. NMRC will select the Applicant on the basis of evaluation criteria mentioned in this RFP Document. The financial bids will be opened of only technically qualified Applicants. 3

5 I.II Content of the Document The Document comprises of the contents as listed below: Section I General Information I.I Background I.II Content of the Document Section II Terms of Reference Section III Instructions to Applicant Section IV Evaluation Section V Pro-forma Section VI Standard Conditions II.I Terms of Reference A. General Conditions B. Preparation and Submission of Proposal C. Bid Opening D. Project Financial Terms Technical Evaluation Criteria Financial Evaluation Criteria Pro-forma for Submission of Application - Technical Submission Form Financial Submission Form (Please upload XLS file) Standard Conditions The Applicants can contact the following for any clarifications on the Document: Executive Director Noida Metro Rail Corporation (NMRC) Limited Block-III, 3 rd Floor, Ganga Shopping Complex, Sector-29, Noida District Gautam Budh Nagar, Uttar Pradesh nmrcnoida@gmail.com 4

6 Section II: Terms of Reference II.I. Terms of Reference The selected Bidder is expected to provide (but not limited to) following services for a period of one year from the date of award of work: I. Advice on Statutory requirements under the Companies Act, II. Prepare returns and records required by statute to ensure that the organization conducts its operations in a legal and proper manner as required under Companies Act, III. Submission of returns to the Registrar of Companies. Such returns may be in respect of changes in particulars required to be made in some of the Directors, or in respect of certain specific provisions of the Act or amendment of Articles of Association. IV. Prepare the annual report of the organization in accordance with legal and constitutional requirements. V. Maintenance of the following records: i. Register of Members ii. iii. iv. Register of Directors, Secretaries and Managers Register of Directors shareholdings Other Statutory Registers, as required v. Minute books of General Meetings, Directors Meetings and Committee Meetings vi. Other Statutory books and records VI. To provide consultancy, opinion or advice on various matters VII. To ensure that the company complies with the applicable secretarial standards VIII. Any other related function that may be assigned from time to time The selected bidder shall also discharge duties prescribed, which includes but is not limited to: I. to facilitate the convening of meetings and general meetings and draft and maintain the minutes of these meetings; II. III. to represent before various regulators, and other authorities under the Act in connection with discharge of various duties under the Act; to assist the Board in the conduct of the affairs of the company; IV. to assist and advise the Board in ensuring good corporate governance and in complying with the corporate governance requirements and best practices; and The selected bidder shall report to the General Manager Legal & Company Secretary, NMRC.NMRC reserves the right to terminate the services of the Consultant due to misconduct, non-compliance of terms and conditions and rules by the Consultant. The Consultant may also be blacklisted in case of serious breach of conduct. 5

7 II.II. Team Composition The Firm shall deploy 2 key personnel as per the qualification criteria defined below: S.No Key Personnel Qualification Experience 1 Team Leader Company Secretary Minimum 5 years of experience (post qualification) 2 *Support Consultant Company Secretary Minimum 1 years of experience *The support consultant shall be available at all times and also be present for any discussions/ meetings at a short notice. The team leader should be available for all critical meetings as directed/ requested by NMRC. However the requirement of persons can be increased as per the work load. 6

8 Section III: Instructions to Applicant A. General conditions 1.1. Pre- requisites to the Bidders Sole proprietorship and registered partnership firm can submit the Tender. The Consultant should be registered in India. No consortium is allowed In case of partnership firm, all the partners are required to sign the Tender Document or by a partner who is duly authorized by all other partners. The necessary authorization letter should be enclosed The bidder should submit a Power of Attorney as per the format enclosed at Pro forma, authorizing the signatory of the Tender to commit the Bidder Any entity which has been barred by Government of Uttar Pradesh, or any other State Government or Government of India from participating in similar format projects and the bar subsists as on the Tender Due Date, would not be eligible to submit the Tender 1.2. Number of Proposals and respondents No Bidder or its Associate shall submit more than one Proposal, in response to this RFP. A Bidder applying individually or as an Associate shall not be entitled to submit another Proposal Any Bidder which submits or participates in more than one tender/proposal would be disqualified The RFP Document is not transferable and Proposals shall be submitted only by Bidders to whom the RFP Document has been issued by NMRC 1.3. Cost of Bid Document/e-Tender processing Fee a) The tenderer shall bear all costs associated with the preparation and submission of its e-bid and U.P. Electronics Corporation Ltd, Lucknow/ Noida Metro Rail Corporation Ltd. hereinafter referred to as NMRC or the Corporation, will in no case be responsible or liable for these costs, regardless of the conduct or outcome of the e-bid process. b) This tender document is available on the web site or on NMRC website at E-link and Corporation s website to enable the tenderers to view, download the e- Bid document and submit e-bids online up to the last date and time mentioned in e-tender notice/e-tender document against this e-tender. The tenderers shall have to pay cost of bid document/ e-tender processing fee of INR 1,180/- (Rupees One Thousand and One Hundred and Eighty Only) through RTGS only payable in favour of Noida Metro Rail Corporation Limited in the A/c No , IFSC Code: YESB , YES Bank, Sector-27, Noida scanned copy of RTGS receipt with transaction Id certified by the same bank must be enclosed along with the e-bid. This cost of bid document/ e-tender processing fee of INR 1,180/-(Including GST) will be non-refundable. Tender without cost of bid document/ e-tender processing fee in the prescribed form, will not be accepted Contents of e-bid Document The scope of work, e-bid procedure and contract terms and conditions are prescribed in the e-bid document. The e-bid document includes: 7

9 Invitation for e-bid Section I Section II Section III Section IV Section V Section VI : General Information : Terms of reference (TOR) : Instruction to Applicant : Qualification and Evaluation criteria : Pro- forma for submission of bids (technical and financial) : Standard conditions The tenderer is expected to examine all instructions, forms, terms and specifications in the e-bid document. Failure to furnish all information required as per the e-bid document or submission of e- Bid not responsive to the e-bid document in every respect will be at the tenderer s risk and may result in rejection of the said e-bid Amendment of e-bid Document At any time prior to the deadline for submission of e-bid, NMRC, for any reason, whether at its own initiative or in response to a clarification requested by a prospective tenderer, modify the e-bid document by amendments. Such amendments shall be uploaded on the e-procurement website etender.up.nic.in, NMRC web site at E-link and Corporation s website through corrigendum and shall form an integral part of e-bid document. The relevant clauses of the e-bid document shall be treated as amended accordingly. It shall be the sole responsibility of the prospective tenderers to check the web site or Corporation s website from time to time for any amendment in the e-tender document. In case of failure to get the amendments, if any, NMRC shall not be responsible for it. In order to allow prospective e-tenderers a reasonable time to take the amendment into account in preparing their e-bids, NMRC, at his discretion, may extend the deadline for the submission of e- Bids. Such extensions shall be uploaded on the e-procurement website and Corporation s website Data Identification and collection It is desirable that the Bidder submits its Proposal after verifying the availability of the data, information and/ or any other matter considered relevant It would be deemed that by submitting the Proposal, the Bidder has: Made a complete and careful examination and accepted the RFP Document in total; Received all relevant information requested from NMRC and: Made a complete and careful examination of the various aspects of the scope of work including but not limited to: i. Type of project ii. Existing data or any relevant information; iii. All other matters that might affect the Bidder's performance under the terms of this RFP Document. 8

10 NMRC shall not be liable for any mistake or error on the part of the Bidder in respect of the above. B. Preparation and Submission of Proposals 1.7. Language of e-bid The e-bid prepared by the tenderer, as well as all correspondence and documents relating to the e-bid exchanged by the tenderer and NMRC shall be written in English language only Documents Constituting the e-bid The e-bid prepared by the tenderer shall comprise the following components: 1.9.e-Bid Form (a) Technical e-bid - Technical e-bid will comprise of : (i) Fee Details It will consist of the cost of tender document and prescribed earnest money in prescribed form. (ii) Qualification Details as per formats with supporting includes copies of required documents in PDF format justifying that the tenderer is qualified to perform the contract if his/her bid is accepted and that the tenderer has financial & technical capability necessary to perform the contract and meets the criteria outlined in the Qualification Requirement and Technical Specification and fulfill all the conditions of the Contract. (b) Financial e-bid Financial e-bid will comprise of : (i) Price bid includes Price in XLS format to be filled in after downloading from the e-procurement website for this e-tender. The tenderer shall complete the e-bid Form and the appropriate Price Schedule/BOQ furnished in the e-bid document e-bid Currencies Prices shall be quoted in Indian Rupees only Documents Establishing tenderer s Qualification The tenderer shall furnish, as part of its Technical e-bid, documents establishing the tenderer s qualification to perform the Contract if its e-bid is accepted. The documentary evidence should be submitted by the tenderer electronically in the PDF format The documentary evidence of tenderer s qualification to perform the Contract if its e-bid is accepted shall be as per Qualification Requirements specified in e-tender document e-bid Security/Earnest Money Deposit (EMD) The tenderer shall furnish, as part of its e-bid, an e-bid security/ EMD of Rs 5,000 (Rupees Five thousand only) in form of RTGS only in favour Noida Metro Rail Corporation Limited. in the A/c No , IFSC Code: YESB , YES Bank Ltd., Sector-27, Noida, scanned copy of RTGS receipt of Security/ EMD with transaction Id certified by the same bank 9

11 must be enclosed along with the e-bid. Tender without Earnest Money in the prescribed form, will not be accepted Any e-bid not secured in accordance with above shall be treated as non-responsive and rejected by NMRC Unsuccessful tenderer s e-bid security will be returned promptly as possible after the acceptance of e-bid. The EMD shall be returned electronically to unsuccessful bidders. The bidders need to fill prescribed form attached with the tender The successful tenderer s e-bid EMD will be converted into performance security upon the tenderer signing the Contract The e-bid EMD may be forfeited: if a tenderer (i) withdraws its e-bid during the period of e-bid validity specified by the tenderer on the e-bid Form; or (ii) does not accept the correction of errors or (iii) modifies its e-bid price during the period of e-bid validity specified by the tenderer on the e-bid form or in case of a successful tenderer, if the tenderer fails: Period of Validity of e-bid (i) To sign the Contract with NMRC e-bid shall remain valid for 90 days after the date of e-bid opening prescribed by the Corporation. An e-bid valid for a shorter period shall be rejected by NMRC as non-responsive In exceptional circumstances, NMRC may solicit the tenderer s consent to an extension of the period of e-bid validity. The request and the response thereto shall be made in writing. A tenderer may refuse the request without forfeiting its e-bid security. A tenderer granting the request will not be required nor permitted to modify its e-bid Format and Signing of e-bid The tenderer shall prepare one electronic copy each of the Technical e-bid and Financial e-bid separately The e-bid document shall be digitally signed, at the time of uploading, by the tenderer or a person or persons duly authorized to bind the tenderer to the Contract. The later authorization shall be indicated by a scanned copy of written power-of-attorney accompanying the e-bid. All the pages/ documents of the e-bid that are to be uploaded shall be digitally signed by the person authorized to sign the e-bid Applicants should provide all the information as per the RFP and in the specified formats. NMRC reserves the rights to reject any proposal that is not in the specified formats In case the Applicants intends to provide additional information for which specified space in the given format is not sufficient, it can be furnished in duly stamped and signed PDFs Submission of e-bid The Bid Submission module of e-procurement website enables the tenderers to submit the e-bid online in response to this e-tender published by NMRC. Bid Submission can be done only from the Bid Submission start date and time till the Bid Submission end date and time given in the e-tender. Tenderers should start the Bid Submission process well in advance so that they can submit their e-bid in time. The tenderers should submit their e-bid considering the server time displayed in the e-procurement website. This server time is the time by which the e-bid submission activity will be allowed till the permissible time on the last/end date of 10

12 submission indicated in the e-tender schedule. Once the e-bid submission date and time is over, the tenderers cannot submit their e-bid. For delay in submission of e-bid due to any reasons, the tenderers shall only be held responsible. The tenderers have to follow the following instructions for submission of their e-bid: For participating in e-bid through the e-tendering system, it is necessary for the tenderers to be the registered users of the e-procurement website etender.up.nic.in. The tenderers must obtain a User Login Id and Password by registering themselves with U.P. Electronics Corporation Limited, Lucknow if they have not done so previously for registration In addition to the normal registration, the tenderer has to register with his/her Digital Signature Certificate (DSC) in the e-tendering system and subsequently he/she will be allowed to carry out his/her e-bid submission activities. Registering the Digital Signature Certificate (DSC) is a one time activity. Before proceeding to register his/her DSC, the tenderer should first log on to the e-tendering system using the User Login option on the home page with the Login Id and Password with which he/ she has registered For successful registration of DSC on e-procurement website up.nic.in the tenderer must ensure that he/she should possess Class-2/ Class-3 DSC issued by any certifying authorities approved by Controller of Certifying Authorities, Government of India, as the e-procurement website etender.up.nic.in is presently accepting DSCs issued by these authorities only. The tenderer can obtain User Login Id and perform DSC registration exercise above even before e-bid submission date starts. The Department shall not be held responsible if the tenderer tries to submit his/her e-bid at the last moment before end date of submission but could not submit due to DSC registration problem The tenderer can search for active tenders through "Search Active tenders" link, select a tender in which he/she is interested in and then move it to My Tenders folder using the options available in the e-bid Submission menu. After selecting and viewing the tender, for which the tenderer intends to e-bid, from "My Tenders" folder, the tenderer can place his/her e-bid by clicking "Pay Offline" option available at the end of the view tender details form. Before this, the tenderer should download the e-tender document and Price Schedule/Bill of Quantity (BOQ) and study them carefully. The tenderer should keep all the documents ready as per the requirements of e-tender document in the PDF format except the Price Schedule/Bill of Quantity (BOQ) which should be in the XLS format (Excel sheet) After clicking the Pay Offline option, the tenderer will be redirected to the Terms and Conditions page. The tenderer should read the Terms & Conditions before proceeding to fill in the cost of bid document/e-tender processing fee and EMD offline payment details. After entering and saving the cost of bid document/e-tender processing fee and EMD details, the tenderer should click "Encrypt & Upload" option given in the offline payment details form so that "Bid Document Preparation and Submission" window appears to upload the documents as per Technical (Fee details, Qualification details, e-bid Form and Technical Specification details) and financial (e-bid Form and Price Schedule/BOQ) schedules/packets given in the tender details. The details available in the scanned copy of tender form cost and of EMD shall be verified by the department and in case of any discrepancy the e-bid shall be rejected Next the tenderer should upload the Technical e-bid documents for Fee details (Cost of bid document/e-tender processing fee and EMD), Qualification details. Before uploading, the tenderer has to select the relevant Digital Signature Certificate. He may be prompted to enter the Digital Signature Certificate password, if necessary. For uploading, the tenderer should click "Browse" button against each document label in Technical and Financial schedules/packets and then upload the relevant PDF/XLS files already prepared and stored in the tenderer's computer. The required documents for each document label of Technical (Fee details, Qualification details, e-bid Form and Technical Specification details) and financial (e-bid Form and Price Schedule/BOQ) schedules/packets can be clubbed together to make single different files for each label. 11

13 The tenderer should click "Encrypt" next for successfully encrypting and uploading of required documents. During the above process, the e-bid documents are digitally signed using the DSC of the tenderer and then the documents are encrypted/locked electronically with the DSC s of the bid openers to ensure that the e-bid documents are protected, stored and opened by concerned bid openers only After successful submission of e-bid document, a page giving the summary of e-bid submission will be displayed confirming end of e-bid submission process. The tenderer can take a printout of the bid summary using the "Print" option available in the window as an acknowledgement for future reference NMRC reserves the right to cancel any or all e-bids without assigning any reason Deadline for Submission of e-bid e-bid (Technical and Financial) must be submitted by the tenderers at e-procurement website not later than the time 5.00 PM on the prescribed date (as the server time displayed in the e-procurement website) NMRC may, at its discretion, extend this deadline for submission of e-bid by amending the e-bid document, in which case all rights and obligations of NMRC and tenderers previously subject to the deadline will thereafter be subject to the deadline as extended Late e-bid The server time indicated in the Bid Management window on the e-procurement website will be the time by which the e-bid submission activity will be allowed till the permissible date and time scheduled in the e-tender. Once the e-bid submission date and time is over, the tenderer cannot submit his/her e-bid. Tenderer has to start the Bid Submission well in advance so that the submission process passes off smoothly. The tenderer will only be held responsible if his/her e-bid is not submitted in time due to any of his/her problems/faults, for whatsoever reason, during e-bid submission process Withdrawal and Resubmission of e-bid At any point of time, a tenderer can withdraw his/her e-bid submitted online before the bid submission end date and time. For withdrawing, the tenderer should first log in using his/ her Login Id and Password and subsequently by his/her Digital Signature Certificate on the e- Procurement website The tenderer should then select "My Bids" option in the Bid Submission menu. The page listing all the bids submitted by the tenderer will be displayed. Click "View" to see the details of the e-bid to be withdrawn. After selecting the "Bid Withdrawal" option, the tenderer has to click "Yes" to the message "Do you want to withdraw this bid?" displayed in the Bid Information window for the selected bid. The tenderer also has to enter the bid Withdrawing reasons and upload the letter giving the reasons for withdrawing before clicking the Submit" button. The tenderer has to confirm again by pressing "Ok" button before finally withdrawing his/her selected e-bid No e-bid may be withdrawn in the interval between the deadline for submission of e-bids and the expiration of period of e-bid validity. Withdrawal of an e-bid during this interval may result in the tenderer s forfeiture of his/her e-bid security The tenderer can re-submit his/her e-bid as and when required till the e-bid submission end date and time. The e-bid submitted earlier will be replaced by the new one. The payment made by the tenderer earlier will be used for revised e-bid and the new e-bid submission summary generated after the successful submission of the revised e-bid will be considered for evaluation purposes. For resubmission, the tenderer should first log in using his/her Login Id and Password and subsequently by his/her Digital Signature Certificate on the e-procurement website 12

14 The tenderer should then select "My Bids" option in the Bid Submission menu. The page listing all the bids submitted by the tenderer will be displayed. Click "View" to see the details of the e-bid to be resubmitted. After selecting the "Bid Resubmission" option, click "Encrypt & Upload" to upload the revised e-bid documents The tenderers can submit their revised e-bids as many times as possible by uploading their e-bid documents within the scheduled date & time for submission of e-bids No e-bid can be resubmitted subsequently after the deadline for submission of e-bids. C. Bid Opening Opening of Technical e-bid by the Department NMRC will open all technical e-bids, in the presence of tenderers representatives who choose to attend at 3.30 PM on the prescribed date of opening at NMRC office Sector-29, Noida. The tenderer s representatives who are present shall sign a register evidencing their attendance. In the event of the specified date of e-bid opening being declared a holiday for the Department, the e-bids shall be opened at the appointed time and place on the next working day The tenderer s names and the presence or absence of requisite e-bid security and such other details as NMRC at its discretion may consider appropriate, will be announced at the opening. The name of such tenderers not meeting the Technical Specifications and qualification requirement shall be notified subsequently Opening of Financial e-bid After evaluation of technical e-bid, through the evaluation committee NMRC shall notify those tenderers whose technical e-bids were considered non-responsive to the Conditions of the Contract and not meeting the technical specifications and Qualification Requirements indicating that their financial e-bids will not be opened. NMRC will simultaneously notify the tenderers, whose technical e-bids were considered acceptable to NMRC. The notification may be sent by provided by bidder The financial e-bids of technically qualified tenderers shall be opened in the presence of tenderers who choose to attend, and date for opening of financial bids will be communicated to the Technically Qualified Tenderers subsequently after completion of technical bids evaluation through provided by the bidder. The name of tenderers, Price quoted for various items etc. will be announced at the meeting Clarification of e-bid During evaluation of e-bid, NMRC may, at its discretion, ask the tenderer for a clarification of his/her e-bid. The request for clarification and the response shall be in writing Evaluation of technical e-bid and Evaluation Criteria NMRC will examine the e-bid to determine whether they are complete, whether they meet all the conditions of the Contract, whether required cost of bid document/e-tender processing fee, e-bid security and other required documents have been furnished, whether the documents have been properly digitally signed, and whether the e-bids are generally in order. Any e-bid or e-bids not fulfilling these requirements shall be rejected. 13

15 The tenderer should submit a notarized affidavit that the tenderer s firm has not been black listed from any State/Central Government Departments/Organizations. The e-bids of the black-listed tenderers or those not submitting the required affidavit shall be rejected All e-bids submitted shall also include the following: I. Filled in Bid Submission forms as per the tender document II. Certified Copies of relevant pages of following documents: Letter of incorporation Memorandum and Article of Association showing objectives of the Consultant/firm and authority to sign the e-bid/contract or delegate the power to others for signing the e-bid/contract. Place of registration. The power-of-attorney authorizing the tenderer to sign the e-bid/ contract. PAN certificate of the Consultant/firm. Service tax registration certificate of the Consultant/firm. The e-bids of the tenderers not submitting certified copies mentioned above documents shall be rejected It shall be the discretion of NMRC to decide as to whether an e-bid fulfils the evaluation criterion mentioned in this e-tender or not The tenderers are advised not to mix financial bid documents with the PDF documents submitted for technical bid. The e-bids of the tenderers having financial bid document in the technical bid will out rightly be rejected Contacting the Department No tenderer shall contact NMRC on any matter relating to his/her e-bid, from the time of the e-bid opening to the time the Contract is awarded. If the tenderer wishes to bring additional information to the notice of NMRC, he/she can do so in writing Any effort by a tenderer to influence NMRC in its decisions on e-bid evaluation, e-bid comparison or contract award may result in rejection of the tenderer s e-bid In the event of any information furnished by the Applicant is found false or fabricated the minimum punishment shall be debarring/blacklisting from NMRC works and the legal proceeding can also be initiated. D. Award of Contract Award Criteria NMRC will award the contract as per evaluation criteria stated in Section IV of the RFP Document NMRC s right to accept any e-bid and to reject any or all e-bids NMRC reserves the right to accept or reject any e-bid, and to annul the e-bid process and reject all e-bids at any time prior to contract award, without thereby incurring any liability to the affected tenderer or tenderers Notification of Award 14

16 Prior to the expiration of the period of e-bid validity, NMRC will notify the successful tenderer in writing by letter/ /fax, that its e-bid has been accepted. The notification of award/ work order will constitute the formation of the Contract Other points related to tender document No page(s) of the tender shall be removed and the entire set must be submitted, as its failure to comply the instructions may result in the rejection of the tender All entries by the tenderers should be written legible The tenderer should write full address and telephone no. on the Tender Form. Any letter sent by Regd. Post on that address will be treated as delivered Incomplete, irrelevant conditional tenders are liable to be rejected without assigning any reason. Tenders not submitted on proper prescribed form shall not be considered and are liable to be rejected No additions or alterations are permitted in the tender papers, if tenderer does so, the same shall not be considered and such tender is liable to be rejected Any tender not fulfilling all the conditions is likely to be ignored / rejected without assigning any reason Original Earnest Money RTGS receipt and cost of bid document/ e-tender processing fee RTGS receipt shall not be required to drop in tender box. However the scanned copy of both RTGS receipt shall be verified by NMRC from the bank and in case of any discrepancy or wrong information furnished in the scanned copy, tender shall not be processed even for Technical Bid Evaluation and shall be rejected No refund of the cost of bid document/ e-tender processing fee is claimable for tenders not accepted or for tenders not submitted Conditional tender may not be accepted Performance Guarantee The successful bidder shall deposit an amount equal to 5% of the tendered amount and accepted value of work as performance guarantee in the form of FDR/DD/Govt securities or unconditional and irrevocable Bank Guarantee bond issued by a scheduled bank in favour of NMRC To fulfill the requirement of performance guarantee during the implementation period, the Successful Bidder s EMD would be converted to performance security money valid for three months after completion of job. For Unsuccessful bidder, EMD shall be refunded without any interest For the interested Bidders of this Tender Document 1. The Contractors/Firm/Bidders who are interested to participate in Tender are requested to get them registered and get their signature digitalized with UP Electronics Corporation, 10, Ashok Marg, Lucknow by depositing prescribed fee. The Agencies/Contractors registered shall be allowed to participate only in e-tenders floated after their registration. 15

17 2. The other important information are being mentioned below at a glance for the ease of e- tenderers :- Cost of bid document/ e-tender processing fee: INR 1,180/- Earnest money INR 5,000/- Validity period 90 days 3. Bank account details for RTGS :- For Cost of bid document/ e-tender processing fee i. (Bank Name YES Bank BranchSector-27, Noida) A/C No. : IFC Code : YESB For Earnest Money/ Security i. (Bank Name YES Bank Branch Sector-27, Noida) A/C No. : IFC Code : YESB

18 Section IV: Qualification Evaluation Criteria 1. Technical Criteria The Applicant competence and capability is proposed to be established by the following parameters. The Applicant should meet all the criteria given in this section The practicing Company Secretary (CS) firm should have at least two active partners/ employees who are qualified CS and a member of The Institute of Company Secretaries of India (ICSI) The Lead Partner/Proprietor/Individual in full time practice, under whose supervision the work will be carried out, should have continuous (without any break) experience of 5 years (post qualification) in relevant fields. The Cut-off date for ascertaining experience shall be 5 years ending last day of month previous to the one in which applications are invited The practicing CS shall have experience of providing similar services 1 on a retainership basis to a Govt. body/ PSU/ Authority continuous for atleast 1 (one) year in the last 5 years. The Cut-off date for ascertaining experience shall be 5 years ending last day of month previous to the one in which applications are invited The practicing CS firm shall have a minimum average annual turnover of INR (Ten) lakhs or above in the last three (3) financial years (FY , FY , FY ) or (FY , FY , FY ) 1.5. The practicing CS firm should have either its Registered Office or the functional Branch office located in Delhi/NCR The firm should not have been banned /declared ineligible for corrupt and fraudulent practices by the Govt. of India, State Govt./ Reserve Bank of India (RBI)/ ICSI and should not have any disciplinary proceedings pending against the applicant firm or any of the partner with ICSI/ RBI in last five (5) financial years Professionals as per qualification and experience in the TOR document Note: Any kind of Consortium and Subcontracting is not allowed The Applicant shall also furnish the following: a) For above criteria 1.1, i. Provide details as per Form- T2 b) For above criteria 1.2, i. CV of the lead partner/ proprietor/ individual to demonstrate the required experience as per the Form- T4 c) For above criteria 1.3, i. Self-attested showcasing assignment mentioned above done in last five years along with copies of Work Order/ Client Letter/ Job Completion Certificate for each of the works as per Form- T5 d) For above criteria 1.4 i. A copy of the Audited Balance Sheet and Profit & Loss Account for the last three financial years as per Form- T6 e) For above criteria 1.5, 1 As defined in Section II.I- Terms of Reference 17

19 i. Registration certificate of office in Delhi NCR/ Lease Agreement/ Electricity Bill etc. in the name of the Applicant f) For above criteria 1.6, i. Undertaking as per Form- T7 g) For above criteria 1.7, i. CV of the team leader/ lead partner/ proprietor/ individual to demonstrate the required experience as per the Form- T4 ii. CV of the support consultant to demonstrate the required experience as per the Form- T4 2. Evaluation of the Technical and Financial Proposal 2.1. The applicant satisfying technical and financial eligibility criteria under Clause 1 of Section IV shall be considered as technically qualified The financial proposal of only technically qualified applicants shall be opened for evaluation The applicant with the lowest financial quote (L1 bidder) shall be selected for the award of contract. 18

20 Section V: Proforma for Submission Qualification Proposal The submissions in Qualification Proposal shall consist of: a) Letter of Proposal submission Form-T1. b) Applicant/Firm details as per Form-T2 along with i. Letter of incorporation ii. iii. iv. Memorandum and Article of Association showing objectives of the Consultant/firm and authority to sign the e-bid/contract or delegate the power to others for signing the e-bid/contract. Registration certificate of office in Delhi NCR/ Lease Agreement/ Electricity Bill etc. in the name of the Applicant PAN certificate of the Consultant/firm. v. IT Returns vi. Service Tax Registration of the Firm c) Power of Attorney to an individual for signing the Proposal, as per the prescribed format at Form- T3 d) Capacity Statement e) CV of Key Personnel Form- T4 f) Format for Experience details Form- T5 g) Format for Financial capability details Form-T6 along with audited financial statements of last 3 years and statutory auditor certificate h) Undertaking that the applicant/tenderer/firm has not been blacklisted Form- T7 Financial Proposal Other Details The bidders need to fill the Price in XLS format after downloading the form from the e- Procurement website for this e-tender. Reference form is attached at Form- F1 Details of EMD deposited at Form- T8 and Details for refund of EMD at Form- T9 19

21 Form - T1 [Location, Date] LETTER OF PROPOSAL SUBMISSION To Executive Director Noida Metro Rail Corporation (NMRC) Limited Block-III, 3 rd Floor, Ganga Shopping Complex, Noida , District Gautam Budh Nagar, Uttar Pradesh Subject: Appointment of practicing Company Secretary (CS) Firm for NMRC Dear Sir, We, the undersigned, offer to provide the consulting assignment/job for Noida Metro Rail Corporation Ltd. in accordance with your RFP Document dated [ Insert Date] and our Proposal. We are hereby submitting our Technical and Financial Proposal, in a sealed envelope. We confirm that we have read the RFP Document in totality and abide by the terms and conditions stated in the document. We hereby declare that all the information and statements made in this Proposal are true and accept that any misinterpretation contained in it may lead to our disqualification. Our Proposal is binding upon us. We understand you are not bound to accept any Proposal you receive. Yours Sincerely, Authorized Signature [In full and initials]: Name and Title of Signatory: Name and address of Firm: 20

22 Form - T2 1. Details of the Firm/ Applicant FIRM DETAILS 1.1. Name of Firm/ Applicant: 1.2. Address: 1.3. Tel No. (with code) : 1.4. Contact person: 1.5. Name and Designation 1.6. Address, Telephone No. and address 2. Type of Firm (Govt./ Govt. undertaking/ Public Limited/ Private Limited/ Partnership/ Proprietary) 3. Date of incorporation with documentary evidence 4. Registration Number of firm with documentary evidence 5. Legal status of the Firm (with supporting documents) 6. Service tax registration number 7. PAN of the Firm with copy of the Income Tax Returns 8. Brief description of the firm and organization structure 9. Details of Partners/ Employees S.No. Name of the Partners/ Proprietors Membership No. Date of joining the firm as a partner 10. Details of Head Office and Branch Office We agree with all the terms and conditions of this document. Authorized signatory Name: Date: Name of the Applicant with seal 21

23 Form - T3 POWER OF ATTORNEY (To be on non-judicial stamp paper of appropriate value as per Stamp Act relevant to place of execution.) Power of Attorney to be provided by the Bidding Company in favour of its representative as evidence of authorized signatory s authority. Know all men by these presents, We.(name and address of the registered office of the Bidding Company) do hereby constitute, appoint and authorize Mr./Ms (name and residential address) who is presently employed with us and holding the position of, as our Attorney to do in our name and our behalf all or any of the acts, deeds or things necessary or incidental to submission of our Bid for Appointment of practicing Company Secretary (CS) Firm for NMRC in response to the RFP Document dated issued by Noida Metro Rail Corporation (( NMRC or the Corporation ), including signing and submission of the Bid and all other documents related to the Bid, including but not limited to undertakings, letters, certificates, acceptances, clarifications, guarantees or any other document which the Corporation may require us to submit. The aforesaid Attorney is further authorized for making representations to the NMRC or any other authority, and providing information / responses to the NMRC, representing us in all matters before the NMRC, and generally dealing with the Corporation in all matters in connection with our Bid till the completion of the bidding process as per the terms of the RFP Document and further till the Contract is entered into with the NMRC and thereafter till the expiry of the Contract. We hereby agree to ratify all acts, deeds and things done by our said attorney pursuant to this Power of Attorney and that all acts, deeds and things done by our aforesaid attorney shall be binding on us and shall always be deemed to have been done by us. All the terms used herein but not defined shall have the meaning ascribed to such terms under the RFP Document. Signed by the within named...[insert the name of the executant company] through the hand of Mr.. duly authorized by the Board to issue such Power of Attorney Dated this. day of Accepted Signature of Attorney (Name, designation and address of the Attorney) 22

24 Attested (Signature of the executant) (Name, designation and address of the executant) Signature and stamp of Notary of the place of execution Common seal of has been affixed in my/our presence pursuant to Board of Director s Resolution dated WITNESS 1.. (Signature) Name. Designation (Signature) Notes: Name. Designation..... (1) The mode of execution of the power of attorney should be in accordance with the procedure, if any, laid down by the applicable law and the charter documents of the executant(s) and the same should be under common seal of the executant affixed in accordance with the applicable procedure. Further, the person whose signatures are to be provided on the power of attorney shall be duly authorized by the executant(s) in this regard. (2) In the event, power of attorney has been executed outside India, the same needs to be duly notarized by a notary public of the jurisdiction where it is executed. (3) Also, wherever required, the executant(s) should submit for verification the extract of the charter documents and documents such as a board resolution / power of attorney, in favour of the person executing this power of attorney for delegation of power hereunder on behalf of the executant(s). 23

25 CAPABILITY STATEMENT * It is Compulsory for the bidder to fill this statement and the bidder must upload those document that support this statement Tender Reference No : Name of Work : Name of Tenderer: S. ELIGIBILITY CRITERIA NO. The practicing Company Secretary (CS) firm should have at least two active partners/ employees who are qualified CS and a member of The Institute of Company 1 Secretaries of India (ICSI). (To be filled by the Bidder) The Lead Partner/Proprietor/Individu al in full time practice, under whose supervision the work will be carried out, should have continuous (without any break) experience of 5 2 years (post qualification) in 5 years relevant fields. The Cut-off datefor ascertaining experience shall be 5 years ending last day of month previous to the one in which applications are invited.. 3 The practicing CS shall have experience of providing similar services 2 on a retainership basis to a Govt. body/ PSU/ Authority continuous for atleast 1 (one) year in the last 5 years. The Cut-off date for ascertaining experience shall be 5 years ending last day of month previous to the one in which applications are invited. Year Average Annual Turnover in preceding 3 years (FY / , FY , FY ) or (FY , / FY , FY ) / Minimum 10 Lakhs 2 As defined in Section II.I- Terms of Reference 24

26 Must have either the 5 Registered office or the Located in Delhi/ NCR functional Branch office Should not have been banned /declared ineligible for corrupt and fraudulent 6 practices by the Govt. of India, State Govt./ RBI/ ICSI and should not have any disciplinary proceedings pending against the applicant firm or any of the partner with ICSI/ RBI in last five (5) financial years. 7 Professionals as per qualification and experience in the TOR document 25

27 Form T4 EXPERIENCE 1. Name of Staff : 2. Proposed Position : 3. Employer : 4. Date of Birth : Nationality : 5. Education : School, college and/or Degree/certificate Date University Attended or other specialized Obtained education obtained 6. Professional : Certification or Membership in Professional Associations 7. Other Relevant : Training 8. Countries of Work : Experience 9. Languages Language Read Write Speak 10. Employment From to record Employer Position held 11. Work undertaken that best illustrates capability to handle the tasks assigned Name of the assignment or project: Year: Location: Client: Main project features: Positions held: Activities performed: Please Note: Among the assignments in which the staff has been involved, indicate the information for those assignments that best illustrate staff capability to handle the tasks listed under Section II: Terms of Reference 26

28 Form T5 EXPERIENCE The following format shall be used for statement of experience of Applicant: S.No. Name of the Name of the Brief Scope of Start and Assignment Client/ PSU Work Completion Date of Assignment 1 Start Date: Completion Date: 2 Start Date: Completion Date: 3 Start Date: Completion Date: Instructions: Please provide Work Order/ Client Letter/ Job Completion Certificate for each of the works. In absence of any of the above documents, please provide a self attestation by Authorized Signatory that the mentioned projects were undertaken by the Consultant. In absence of any of the above documents, details shall not be considered for evaluation. 27

29 Form T6 FINANCIAL CAPABILITY The following format shall be used for statement of financial capability of Applicant: Financial Year Annual Turnover (INR) / Fill details / Fill details / Fill details Average of turnover of last three financial years Fill details Certificate of the Chartered Accountants/Statutory Auditors Based on Audited Accounts and other relevant documents of (name of applicant), we M/s, Chartered Accountants/ Statutory Auditors, certify that the above information is correct. Signature and Seal of Chartered Accountants/Statutory Auditors Instructions: For the purpose of qualification: The financial year would be the same as the one normally followed by the Applicant for its Annual Report. The Applicant shall provide the audited annual financial statements as required. Failure to do so could result in the Proposal being considered as non-responsive. A certificate from the Statutory Auditor should be provided as supporting document certifying the Financial Capability submitted by the Applicant as above. Annual Turnover amount shall not be considered for evaluation if this certificate is not signed and stamped by the auditor/ca 28