Strengthening Tunisia Insolvency and Restructuring Framework

Country:Tunisia

Project number:65203

Funding source:Not Yet Determined

Contract type:Consultancy Services

Notice type:Invitation for expressions of interest (CSU)

Issue date:03 Jun 2016

Closing date:24 Jun 2016   at  23:59   London

THE DEADLINE FOR SUBMISSION OF EXPRESSIONS OF INTEREST IS EXTENDED TILL 20 JULY 2016, 23:59 GMT

Project Description:

A new Insolvency Law was approved by the Tunisian Assembly of the Representatives of the People on 16 April 2016. The law was the culmination of a project launched in 2012 by the Ministry of Justice (the “MoJ”) aimed at consolidating and modernising Tunisia’s insolvency legislation.

Following adoption of the Insolvency Law, there is a strong need for a revised legislative framework for the insolvency office holder ( the “IOH”) profession and new laws to govern the profession of pre-insolvency ‘conciliator’ introduced by the Insolvency Law. In addition, further support is needed for the development of the capacity of professionals (IOHs, conciliators and judges) implementing the reformed insolvency framework.

The purpose of this assignment ( the “Assignment’) is to assist the MoJ with the drafting of legislation relating to IOHs and conciliators and to enhance the capacity of IOHs, conciliators and judges working within the new insolvency regime.

This will involve:

1) preparing legal analysis of the conciliator profession and a road map for the development of the IOH profession under the new insolvency framework, taking into account best international practices and the local context;

2) assistance with the drafting of new legislation and regulations governing the IOH and conciliator professions, together with a judicial handbook for reorganisation cases in insolvency; and

3) implementing training for key players in the insolvency framework (judges, IOHs and conciliators) to ensure more effective implementation of the framework.

Assignment Description

The Bank now intends to engage a firm or a group of firms (or a firm/ group of firms and experts) (the “Consultant”) for this Assignment, in particular to conduct the various activities aiming at supporting the MoJ to strengthen the Tunisian insolvency framework listed below

The selected Consultant is expected to provide the following services:

Component A: Legislative Drafting and Guidance

Task A1: Legal analysis of conciliators

Prepare a legal analysis of international best practice (including with reference to Belgium and France) governing the role of mediators in pre-insolvency proceedings in the form of a report to be presented to the MoJ and to relevant stakeholders. The report shall make recommendations on how provisions regulating the new conciliator profession can be successfully incorporated into the Tunisian context.

Task A2: Draft legislation on conciliators

Assist the MoJ with the preparation of draft legislation relating to the new conciliator profession. It is likely that certain provisions related to conciliators will be incorporated into the law governing the IOH profession.

Task A3: Road map for development of the IOH profession

Prepare a legal analysis of the existing legal framework for IOHs in Tunisia in the form of a report to be presented to the MoJ and other relevant stakeholders. The report shall outline the main policy directions for reform of the existing, largely unregulated, IOH framework. It shall present different approaches to IOH regulation and explain the benefits and disadvantages of each approach, drawing on international best practice and make recommendations on how regulation of the profession may be approached in Tunisia. The starting point for the analysis will be the 2014 EBRD Insolvency Office Holder Assessment.

Task A4: New draft legislation on IOHs

On the basis of the Task A3 report, assist the MoJ with the preparation of draft legislation for regulation of the IOH profession. The draft law should be in line with modern international best practice outlined in the report.

Task A5: Guidelines and codes of conduct

Develop proposals for the introduction of ‘soft law’ for IOHs and conciliators and assist the MoJ with the drafting of any professional guidelines and codes of conduct. In this context it should be considered whether to promote the development of an association or organisation of IOH and conciliator professionals.

Task A6: Commenting on Commission for Economic Enterprises by-laws

Comment on new draft by-law provisions relating to the requirements of various Tunisian persons and entities to notify the CEE of any financial distress, pursuant to the New Insolvency Law.

Task A7: Assistance through the Parliamentary process

Assist the MoJ with reviewing any proposed amendments, including preparing supporting notes, once draft legislation is sent to the legislature.

Component B: Capacity building

Task B1: Judicial assessment and methodology

Prepare a report assessing the role of the judiciary in insolvency cases and, following interviews with local stakeholders including judges, legal and financial experts and creditors, identifying the main commercial and legal skills needed by judges to handle insolvency cases effectively, with emphasis on reorganisation. The report will propose a methodology for the training of judges.

Task B2: Capacity building for judges

Deliver a two to three day training session to three classes of up to 20 judges on selected topics identified by the Task B1 report. This will be provided to targeted groups of commercial judges. Training will highlight relevant changes in the New Insolvency Law and will focus on how to achieve the overall objectives of insolvency law.

Task B3: Judicial handbook on reorganisation

Draft a judicial handbook for reorganisation within the context of insolvency proceedings.

Task B4: IOH/ conciliator assessment and methodology

Prepare a report (the IOH/Conciliator Report) assessing the role of IOHs and conciliators in insolvency cases and, following interviews with local stakeholders including IOHs, legal and financial experts and creditors, identifying the main commercial and legal skills needed by IOHs and conciliators to handle insolvency cases effectively, with emphasis on reorganisation. The report will propose a training methodology.

Task B5: Capacity building for IOHs

Deliver a two to three day training session to three classes of IOHs on selected topics identified by the IOH/ Conciliator Report. Training will highlight relevant changes in the New Insolvency Law and will focus on the role and duties of the IOH and how to achieve the overall objectives of insolvency law.

Task B6: Capacity building for conciliators

Deliver a two day module to up to three classes of prospective conciliators on selected topics identified by the IOH/ Conciliator Report. Training will guide new conciliators on the New Insolvency Law framework, focusing on the amicable settlement procedure.

Task B7: Public event and outreach

Assist with the preparation and delivery of a public conference to be organised in conjunction with the EBRD and the MoJ with the purpose of highlighting changes to the insolvency framework and presenting the project activities.

Consultants should refer to the Terms of Reference ("TORs") for a more detailed description of service requirements:

http://www.ebrd.com/documents/technical-cooporation/tunisia-strengthening-insolvency-and-restructuring-framework.doc 

Status of Selection Process: Interested firms or groups of firms (or groups of firm(s) and experts) are hereby invited to submit expressions of interest.

Assignment Start Date and Duration: The Assignment is expected to start in July 2016 and has an estimated overall duration of 24 months.

Maximum Cost Estimate for the Assignment: EUR 280,770.00 (exclusive of VAT)

The Consultant must determine whether any VAT would be chargeable on the services and the basis for that determination, without taking into consideration the special status of the Bank as an IFI and state this to the Bank in their response to the Invitation for Expressions of Interest. To the extent that a Consultant incurs input VAT on goods and services purchased in connection with the provision of services (e.g. VAT on airline ticket) which is not otherwise recoverable by the consultant from the local tax authority, the gross cost to the consultant of such expenses shall be treated as a reimbursable expense.

Funding Source: It is expected that this Assignment will be funded through the EBRD Technical Cooperation Programme. Selection and contracting will be subject to availability of funding.

 Eligibility: There are no eligibility restrictions.

Consultant Profile: Corporate services are required. The Consultant will be a firm or a group of firms (or a firm/ group of firms and experts) with previous extensive local and international experience in:

1. 1. Legal and financial matters related to insolvency and restructuring;

2. Development and delivery of training programmes.

The Consultant’s team of experts is expected to include key experts as follows:

a) Key Expert No 1 Team Leader with preferably 10 years of previous professional experience in insolvency and restructuring in an international environment; practical experience as an insolvency office holder would be an asset;

b) Key Expert No 2 International Legal Expert with preferably 10 years of previous professional international experience in dealing with legal matters, insolvency and restructuring; legal reform experience would be an asset;

c) Key Expert No 3 Local Legal, Financial and Restructuring Expert with preferably 10 years of experience in insolvency and restructuring in Tunisia;

d) Key Expert No 4 International Training Expert with preferably 10 years of experience in designing and delivering of training programmes;

f) Key Experts No 5 Pool of Training Experts with extensive experience in delivery of training programmes related to insolvency and/or restructuring in Tunisia and/or other SEMED countries.

Key Experts No 1-5 above should be fluent in: (1) English and (2) Arabic and/or French.
Non-key experts are expected to include administrative and translation support team members.

Submission Requirements:

In order to determine the capability and experience of consultants seeking to be selected for this Assignment the Expression of Interest should include the following:

A Technical Proposal

A1. Completed Consultant Declaration Form and Contact Sheet, the template for which is available from the following web-link:

http://www.ebrd.com/pages/workingwithus/procurement/notices/csu/contact_sheet.doc.

Failure to submit the signed Consultant Declaration may result in disqualification of the candidate from the selection for this Assignment.
A2. Company/group of firms’ profile, organisation and staffing (max. 2-4 pages).

A3. Details of previous project experience in similar assignments undertaken in the previous five years, including information on contract value, contracting entity/client, project location/country, duration (mm/yy to mm/yy), expert months provided (if different from duration), main activities, objectives (max. 10 pages).

A4. CVs of Key Experts proposed for the Assignment detailing qualifications, experience in similar assignments, particularly assignments undertaken in the previous five years, including information on contracting entity/client, project location/country, duration (mm/yy to mm/yy), expert months provided, assignment budget, main activities, objectives.

A5. Technical Approach and Methodology explaining the understanding of the objectives of the assignment as outlined in the ToR, the technical approach, the methodology for implementing the tasks to deliver the expected output(s), the degree of detail of such output, a work plan for the implementation of the main activities/tasks and milestones, and a Team Input (in the format included in Annex 1 to the ToR) indicating the number of working days allocated to the Assignment by each Key Expert (max. 5 pages).

The above information should not exceed 30 pages excluding CVs and contact sheet.

B. Financial Proposal (in the format included in Annex 2 to the TOR) not exceeding the maximum cost estimate set out in this procurement notice.

The complete expression of interest (including CVs, Consultant Declaration and Contact Sheet) should be submitted, in English electronically through e-Selection, to reach the Bank not later than the closing date referred to above. The expression of interest shall be one file (pdf). The EBRD reserves the right to reject applications of firms submitting more than one file. Only if the permissible file size is exceeded (4MB), the Consultant may split the expression of interest into further files.

Bank Contact Person:

Marina Matushina
Advisor, Technical Co-operation
European Bank for Reconstruction and Development
One Exchange Square
London EC2A 2JN
Tel: + 44 207 338 6577
e-mail: MatushiM@ebrd.com (submissions should be sent through eSelection and NOT to this email address)

Notes:

1. The selection will normally be made from responses to this notification only. Consultants will not be asked to submit a proposal. The highest-ranked Consultant will be selected from a shortlist and be invited to negotiate the contract, subject to availability of funding.

2. The shortlist criteria are:

(a) Firm’s international and local experience in legal and financial matters related to insolvency and restructuring - 20 %
(b) Firm’s international experience in development and delivery of training programmes – 20%
(c) Firm’s technical approach and methodology - 15%
(d) CV of Key Experts as per requirements indicated above - 25 %
(e) Firm’s financial proposal (value for money) – 20%