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Terms of Reference
QUALITY ASSURANCE
1. Background
The Government of the People‟s Republic of Bangladesh (GoB) with support from the World
Bank is undertaking the Investment Promotion and Financing Facility II (IPFF II) Project to
help alleviate constraints in infrastructure financing. Development of infrastructure
financing, which is by nature long term, is constrained in Bangladesh by the country‟s
underdeveloped financial sector as well as the limited number of “bankable” infrastructure
projects prepared/developed. IPFF II Project follows the successful implementation of IPFF,
which was created in 2006 as a wholesale instrument providing liquidity required by primary
lenders to extend long-term infrastructure loans.
The core objective of IPFF II Project is to increase the provision for long-term financing and
build capacity for infrastructure finance to promote sustainable private sector-led
infrastructure development in Bangladesh. Broadly, IPFF II Project will achieve this through:
(i) expansion of long term financing for infrastructure sectors in Bangladesh, including
development of innovative financial products; (ii) contributions to scaling up private sector
infrastructure development, including Public-Private Partnerships (PPPs); (iii) capacity
building of government agencies, financial sector, project sponsors, and other stakeholders.
More specifically, the two core components are as follows:
Component 1: Long-Term Infrastructure Financing Component (US$ 403.7
million). This component will provide long-term funds to PFIs for further on-
lending and investment in support of long-term infrastructure investments by
private sector investors/companies.
Under component 1, Bangladesh Bank (BB) will be the main implementing agency, with
funding provided to participating financial institutions (PFIs) that will, in turn, on-lend to
infrastructure projects in the following key sectors. This list is indicative only and other
infrastructure sectors may be financed as well.
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1. Power generation, transmission, distribution, renewable energy, and services;
2. Port development (sea, river, and land) including inland container terminals,
inland container depots, and other services;
3. Environmental, industrial, and solid waste management projects;
4. Highways and expressways including mass-transit, bridges, tunnels, flyovers,
interchanges, city roads, bus terminals, commercial car parking, and so on;
5. Airports, terminals, and related aviation facilities;
6. Water supply and distribution, sewerage, and drainage;
7. Industrial estates & parks development, economic zone, eco park and theme
park;
8. Information and Communication Technology (ICT), including WiMAX, internet
backbone, and e-learning facilities; and
9. Social sector including health and education.
Management of environmental and social (E&S) risks presents one of the most important
challenges in infrastructure financing and the project has developed a comprehensive
approach to this issue.
BB will be the main implementing agency for the project. BB‟s IPFF II Project Cell
implemented the previous phase of the project, IPFF, and has gained substantial knowledge
and skills on E&S risk management and other aspects of project management through
project-based interaction with the PFIs.
Compared to IPFF, the implementation arrangements for IPFF II will include revised and
more structured E&S risk management approach through putting in place a formal
Environmental and Social Management System (ESMS) at the levels of BB, PFIs, and
project sponsors, as described below. As compared to IPFF, this system allocates the
majority of key decision-making responsibilities to BB and PFIs in terms of managing E&S
risk assessment process.1
1
In IPFF, World Bank assumed core review and clearance function for E&S risk assessment and management instruments, while
in IPFF II, this function will be assumed by IPFF II Project Cell, BB.
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3. Overview of Environmental and Social Risk Management for IPFF II Project
IPFF II Project is a complex project that involves a multilevel implementation structure. BB,
PFIs, private sector project sponsors, other government agencies, specialized E&S agencies,
and experts will play important and distinct roles. It is recognized that IPFF II subprojects are
likely to be exposed to a variety of E&S risks that must be adequately managed so that IPFF
II Project can be implemented in a sustainable manner.
The approach to implementation of E&S risk management measures for IPFF II Project is
that of putting in place and continually strengthening a formal ESMS. The ESMS will enable
addressing E&S issues within the multilevel project structure, as well as capacity for
implementing this system at all key levels - BB, PFIs, and private sponsor companies - to
allow them to adequately identify, assess, and manage E&S risks and impacts of subprojects
according to the requirements of the GoB and the World Bank Group. The ESMS for IPFF II
Project consists of the following key components:
(a) IPFF II E&S policies and procedures prepared and regularly updated by IPFF II
Project Cell, BB (publicly disclosed);
(b) adequate procedures at the PFIs‟ level to help them fulfill their role in E&S risk
management for the project with regard to environmental and social due diligence and
monitoring for projects financed under IPFF II are prepared in line with applicable
E&S requirements of GoB and World Bank, as specified below, and
(c) systematic E&S risk management systems and processes at the project sponsor
level, as required by the World Bank/ IFC Performance Standards.
The infrastructure projects to be financed under IPFF II, as well as the IPFF II ESMS, will be
designed and implemented in accordance with relevant requirements of the GoB and the
World Bank. The applicable E&S requirements applied to this project include:
(a) World Bank Performance Standards2, and additionally, the approach for projects
involving FIs3;
(b) a list of excluded activities, based in IFC Exclusion List, to the extent it can be
logically applied to infrastructure sector investments4; and
(c) a List of E&S Sensitive Activities developed for the project based on the analysis
2
„World Bank PS are, in effect, IFC Performance Standards on Environmental and Social Sustainability adopted as the „World Bank PS‟ in 2013
pursuant to World Bank OP 4.03. IFC PS were first introduced in 2006 and updated in 2012. IFC PS can be found here:
http://www.ifc.org/wps/wcm/connect/topics_ext_content/ifc_external_corporate_site/ifc+sustainability/our+approach/risk+management/perform
ance+standards/environmental+and+social+performance+standards+and+guidance+notes.
3
Commensurate with IPFF II multilevel project structure, BB is considered a wholesale FI, and PFIs are considered „retail‟ FIs. Consequently,
OP/BP 4.03 requirements will be applicable to all FIs within the project structure.
4
IFC Exclusion List can be found here:
http://www.ifc.org/wps/wcm/connect/corp_ext_content/ifc_external_corporate_site/ifc+projects+database/projects/aips+added+value/ifc_projec
t_exclusion_list.
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of potentially high E&S risks and impacts in the areas of biodiversity, resettlement,
tribal peoples and/or small ethnic communities5, and cultural heritage. The latter is
intended to limit investments in high risk infrastructure projects through PFIs with low
E&S capacity.
The use of World Bank / IFC Performance Standards model is relatively new for Bangladesh
and will require a structured approach to enhancing capacity of BB, PFIs, and private project
sponsors. These standards are rather different from the World Bank safeguard policies.
World Bank/ IFC Performance Standards offer significantly more clarity and guidance in
these circumstances than safeguards policies, thus enabling more comprehensive and uniform
implementation across sub-projects. The positive outcomes expected from their application
in the project are stronger, more integrated, yet more flexible approach to E&S risk
management, wider and more comprehensive coverage of E&S issues based on more recent
global best practice, as well as possibilities of coordination and parallel financing of
infrastructure ventures between the World Bank and other multi-lateral and bi-lateral
development partners, including IFC. Harmonization of standards, hence, is expected to
result in better outcomes and streamlining of processes if coupled with a robust capacity
strengthening approach for assessment and management of the E&S risks and impacts.
5
Term “Indigenous Peoples” in line with
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Table 1. Key IPFF II Stakeholders and Their Roles and Responsibilities for E&S Initial
Screening, Due Diligence, and Supervision
Core Project
PFIs BB World Bank
Functions Sponsors6
Initial E&S Conduct Work with project Review and Provide
screening initial E&S sponsors to ensure validate E&S concurrence on
screening E&S screening is screening subproject
and prepare done against a report; make eligibility only
screening defined set of decision on sub- (with regard to
report IPFF II E&S project the E&S aspect)
eligibility criteria selection
for sub-projects.
E&S Prepare Ensure E&S Review and Provide no
assessment ESIA and/or assessment and provide objection on
(identificatio audit, as management clearance for E&S instruments
n of E&S needed; instruments are E&S in defined high
risks and comply with prepared and instruments risk situations as
impacts) ESAP cleared; legal (ESIA, ESMP, per IPFF II E&S
covenants ESAP, and Policy.
(including ESAP) other plans, as
in agreements relevant)
with project
sponsors
E&S risk Develop Assign sub-project Clearance of Observe the
rating of sub- E&S E&S risk rating E&S risk rating process as part of
projects instruments (initial at proposed by the supervision
in screening stage PFIs activities
accordance and final at
with sub- assessment stage)
project E&S
risk rating
Subproject Implement Monitor sponsor‟s Oversee Conduct
supervision/ monitoring compliance with monitoring supervision /
performance actions at agreed measures process; engage implementation
monitoring subproject external support activities
level expertise
6
Where project sponsors are not yet involved at the time of initial E&S screening, these responsibilities will be assumed by the
agency or stakeholder responsible for sub-project design and preparation as per section 3.6.4 of this IPFF II E&S Policy.
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5. E&S Technical Committee for IPFF II Project
Notably, to perform its clearance function for E&S risk assessment and management
instruments for projects, BB will establish an E&S Technical Committee in order to ensure
appropriate technical compliance of IPFF II supported sub-projects with applicable E&S
requirements stipulated in IPFF II E&S Policy. The IPFF II E&S Technical Committee will
perform the following key functions:
1. Review a summary of relevant E&S assessment documentation for sub-projects
considered for IPFF II financing, as presented by BB‟s IPFF II Project Cell; this
may include providing feedback on the documentation to PFIs, projects sponsors,
and other relevant agencies that may have prepared such documentation;
2. Provide formal clearance or validation of (i) ESIA package for each sub-project,
including ESAP, ESMP, and other thematic management plans prepared in
accordance with the applicable E&S requirements for IPFF II sub-projects and (ii)
final E&S risk rating for sub-projects;
3. Recommend sub-project approval for financing on E&S grounds to the overall
IPFF II approval committee/ function;
4. Advise on the actions needed to improve quality of the E&S documentation for
sub-projects, IPFF II E&S procedures and processes for managing E&S risks in
sub-projects considered for financing.
6. Scope of Services
The consultant will be required to work under close supervision of IPFF II Project Cell, BB
and provide support to IPFF II Project Cell, PFIs, relevant market participants and relevant
government authorities to undertake the following tasks:
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sponsors to facilitate commissioning of E&S risk assessment studies and preparation
of E&S management plans for infrastructure projects proposed for IPFF II financing;
o Conduct initial review of the E&S assessment studies and management plans
submitted for review to IPFF II Project Cell by project sponsors through PFIs and
provide qualified technical opinion to IPFF II Project Cell on the completeness and
adequacy of the instruments, in line with World Bank/ IFC Performance Standards; in
necessary, provide up to two rounds of detailed comments on the instruments and
return them to PFIs for improvement;
o Visit IPFF financed sub-projects as well as sub-projects awaiting financing from IPFF
II Project as and when required in order to monitor E&S compliance.Assist IPFF II
Project Cell in ensuring that all required clearances are obtained by project sponsors
according to GoB requirements;
o Evaluate quality of final ESIAs, ESMPs, project sponsor ESMS, ESAPs, and other
instruments and recommend clearance to the IPFF II E&S Technical Committee;
o Assist in ensuring that appropriate E&S legal covenants are included in financing
agreements between PFIs and project sponsors, including the agreed time-bound
ESAPs;
o Conduct Performance rating of PFIs on a yearly basis or at the time of the PFI‟s
request for financing under IPFF II, whichever is sooner.
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B. TECHNICAL CAPACITY BUILDING will focus on evaluating and taking concrete
steps to increase available E&S technical capacity in Bangladesh:
o Conduct a rapid assessment study of the current level of technical capacity in
Bangladesh for undertaking E&S assessment against international standards, and
more specifically, World Bank/ IFC Performance Standards; the study must include a
survey of E&S firms providing such services in Bangladesh and will determine (a)
overall availability of expertise; (b) key capacity and knowledge gaps; and (c) a more
detailed training needs assessment and training plan, including specific training
interventions, timeline and budget.
o Prepare and conduct an E&S training program, based on the plan identified in the
study. This training program must be approved by BB and shall include: (a)
developing a 2–3 year training plan (with an intensive phase in year 1 and ongoing
training in years 2 and 3); (b) preparation of training materials; and (c) delivery of
training. It should be assessed whether there is scope for a „for-fee‟ training program
that will require a percentage contribution from the firms/experts, to be more self-
sustained. PFIs and project sponsors should be also engaged and encouraged to take
part in training to strengthen their internal knowledge and technical capacity;
Lump sum and fixed amounts to be quoted by the firms as part of their financial
proposals). Level of effort for activities clearly linked to individual infrastructure
projects to be financed under IPFF II should be proposed per project.
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Table 3. Deliverables, Timelines, and Payment Schedule
Sl. no. Name of deliverables Frequency/Time Remuner Payment (% or
line ation fixed amount)
package
A. QUALITY ASSURANCE – to support PIU for preparation and quality
assurance of E&S risk assessment and management instruments:
1. Work plan and One time [First Fixed One-time payment,
inception report month (Second lump sum equal to 10% of the
week after total lump sum
contract becomes value of
effective)] remuneration
excluding fixed
payments on
delivery
2. A set of nine sample One month after Fixed One-time payment,
TORs for E&S risks contract becomes lump sum equal to 15% of the
and impact assessment effective total lump sum
(per the list of sub- value of
sectors listed in remuneration
section 1 above) excluding fixed
payments on
delivery
3. Support to project As needed in line Payment Fixed amount per
sponsors and PFIs in with IPFF II on project/ screening
initial E&S screening project timelines delivery completed and
and scoping of and sub-project approved by IPFF
projects proposed for pipeline II Project Cell, BB
IPFF II financing
(completed detailed
E&S screening and
initial categorization
form as per IPFF II
E&S Procedures)
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carry out the
assessments (up to two
rounds of comments)
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B. TECHNICAL CAPACITY BUILDING for evaluating and taking concrete
steps to increase available E&S technical capacity in Bangladesh:
1. E&S technical Two month after Fixed One-time payment,
capacity assessment contract becomes lump sum equal to 15% of the
study and training effective total lump sum
needs assessment value of
(inducing a roster of remuneration
E&S technical firms in excluding fixed
Bangladesh) payments on
delivery
2. E&S training program Three month after Fixed One-time payment,
design contract becomes lump sum equal to 10% of the
effective total lump sum
value of
remuneration
excluding fixed
payments on
delivery
3. E&S training program Initial set of Fixed Periodic payment
delivery trainings within lump sum as follows:
six months after (i) payment after
contract becomes completion of
effective and initial set of
regular follow-up trainings, equal to
trainings 25% of the total
thereafter lump sum value of
remuneration
excluding fixed
payments on
delivery
(ii) payment after
completion of one
year of consultancy
(provided follow-
up trainings were
delivered), equal to
10% of the total
lump sum value of
remuneration
excluding fixed
payments on
delivery
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8. Required Skills and Qualifications
Skills and qualification of the consulting team are summarized in Annex 2.
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Annex 1. IPFF II Environmental and Social Due Diligence and Supervision Process for
Projects Financed
Initial E&S screening report review in conjunction with PFI E&S performance IPFF II E&S Subproject
rating and private sponsor eligibility criteria (IPFF Project Cell, BB) Eligibility rejected
Criteria not met
IPFF II E&S Eligibility Criteria met
Disclosure, consultation,
Preparation of ESIA, ESMP, ESAP (project sponsor or other agency, in stakeholder engagement
coordination with PFI, where involved). (project sponsor/ other
TORs to be reviewed by BB and cleared by PFI (for High risk sub-projects) agency/ government/
Feedback and PFI/BB)
revisions
Final Subproject E&S Risk Rating (High or Medium*) per BB ESRM Guidelines
DoE clearance and
obtaining ECC
Review and clearance of subproject E&S instruments and ESAP (IPFF II E&S
Technical Committee)
Subproject implementation (monitoring by project sponsors, PFIs, BB with Annual renewal of ECC
assistance of E&S performance monitoring implementation partner) (project sponsors)
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Annex 2. Qualifications, Experience and Responsibilities of Consultants
Note: CVs of experts shall be provided as part of technical proposals. Any replacement of these experts on the team without
proper justification acceptable to BB will result in cancellation of the contract by BB. New / replacement experts must have same
or higher level of required qualification and be acceptable to BB.
7
http://www.ifc.org/wps/wcm/connect/topics_ext_content/ifc_external_corporate_site/sustainability-at-ifc/policies-standards/ehs-guidelines
Page 14 of 18
Environme Min. Masters degree in Environmental At least 10 years of practical Lead quality assurance and other
ntal Management / Civil Engineering/ Urban experience in ESIA instruments related tasks with regard to
Specialist Development etc. or an equivalent preparation under World environmental aspects of IPFF II
(1) professional degree from reputable Bank/IFC Performance Standards
universities/institutions.
Working experience in
Must have skills preparation of ESIAs, preparation of ESIA instruments
ESMPs, and other related instruments for across core environmental
medium and large infrastructure projects disciplines (pollution incl. GHG
across several sectors emissions, biodiversity, OHS) is
strongly preferred
Good communication skills (oral and written)
in English Working experience with
preparing ESIA instruments for
projects financed by international
financial institutions or Equator
Banks with strong E&S standards
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Social Min. Masters degree in Social Sciences / At least 10 years of practical Lead quality assurance and other
Specialist Anthropology etc. from a reputable experience in ESIA instruments related tasks with regard to social
(1) university/institution. preparation under World aspects of IPFF II
Bank/IFC Performance
Must have skills in preparation of ESIAs Standards (more specifically,
(social aspects), ESMPs, Resettlements Plans resettlement plans, stakeholder
and other related instruments for medium and engagement plans, tribal
large infrastructure projects across several people‟s plans etc).
sectors
Working experience with regard
Good communication skills (oral and written) to labor and working condition
in English and community health and safety
aspects of ESIAs
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Capacity Min. Masters degree in Environmental Must have track record of Lead capacity assessment and
building Management/ Civil Engineering / Economics preparing training materials for training tasks
expert (1) or other relevant discipline from a reputable relevant audiences and delivery of
university/institution. training
Must have knowledge of best international Must have track record in sector
practices of E&S risk management in global capacity assessment
project finance (multilateral institutions,
Equator Banks); familiarity with World Minimum relevant experience
Bank/ IFC Performance Standards is required will be 10 years
Sector Must have advanced degree in About 10 years of experience in Sector experts should be available on
Specialists Engineering/Physical/Environmental environmental and social issues call basis to provide inputs into the
(appr. 6 – sciences, with background in specific related to construction, operation, quality and completeness review of
correspondi industries to be covered by IPFF II financing. health and safety in an industry to E&S risk assessment and
ng to 9 be covered by IPFF II management instruments for IPFF
priority Knowledge and application experience of II-financed infrastructure projects
industries WG/IFC Performance Standards, including
identified WBG Environmental, Health, and Safety
for IPFF II Guidelines in the specific industry sectors
financing)
Good verbal and written communication
skills in English
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Annex 3. The World Bank / IFC Performance Standards (PS)8
*IFC Guidance Notes8 accompanying the IFC PS are not included in the Bank PS.
However, IFC Guidance Notes may be consulted for good practice guidance.
8
http://www.ifc.org/wps/wcm/connect/Topics_Ext_Content/IFC_External_Corporate_Site/Sustainability-At-IFC/Policies-
Standards/Performance-Standards
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