Jordan: Capital Markets Legal and Regulatory Review

The Procurement Notice has been modified on 8 August 2018 as follows: the Closing Date is extended until 29 August 2018, at 23:59 London time.

Location: Jordan
Business sector: Financial institutions
Project number: 74276
Funding source: JPN - Japan-EBRD Cooperation Fund
Contract type: Consultancy Services
Notice type: Invitation for expressions of interest (CSU)
Issue date: 18 Jul 2018
Closing date: 15 Aug 2018 at 23:59 London
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Single Stage Open Competitive Selection – Request for Proposals

Project Description:

Local Currency and Capital Markets Development (“LC2”) is one of the key strategic initiatives of the European Bank for Reconstruction and Development (“the EBRD” or “the Bank”). The strategic objectives agreed for the Initiative are to achieve more efficient and self-sustaining financial intermediation in the Bank’s Countries of Operation through broader use of local currency instruments and the development of local capital markets, thereby contributing to economic progress and fostering a more stable financial environment. Technical cooperation is one of the most important mechanisms used to achieve the desired transition impact.

Subsequent to the G-8 Finance Ministers' Meeting in Marseille in September 2011, the International Financial Institutions concerned jointly agreed on eight focus areas of activity under the Deauville Partnership to support countries in the Arab world engaged in transitions toward “free, democratic and tolerant societies”. The EBRD and the Arab Monetary Fund were tasked with leading the module on the development of capital markets in Egypt, Jordan, Morocco and Tunisia. It was agreed that they will provide technical assistance support in a coordinated manner according to each institution’s mandate and expertise to help these countries deepen local capital market development[1].

Within this context the Jordan Securities Commission (“JSC”) approached the EBRD, requesting the Bank’s technical assistance to prepare a 5-year Strategy and Roadmap (“the Roadmap”) with a view to further reform Jordanian capital markets. The Roadmap was presented to and discussed with local stakeholders during a December 2016 event in Amman organised under the patronage of H.E. the Prime Minister of Jordan.

The JSC approved the Roadmap in January 2017 (available at www.lc2-reports.com/JordanCM-Roadmap.pdf) and sent a further request to the EBRD through the Ministry of Planning and International Cooperation for continued support in the phased implementation of the Roadmap. Demonstrating Jordan’s commitment to the project, H.E. the Prime Minister ordered the creation of a Capital Market Working Group (“CMWG”) in April 2017, a high level committee that will steer the implementation of the Roadmap across different stakeholders in the coming years. The CMWG brings together the following stakeholders: the JSC, Amman Stock Exchange, Securities Depository Centre, Companies Controller, Financial Services Companies Association, Central Bank of Jordan, Social Security Investment Fund, and the Income and Sales Tax Department of the Ministry of Finance.

The EBRD now intends to support the CMWG in carrying out the reforms outlined in the Roadmap via a Capital Market Development Project (“the Project”), commenced in April 2018 and envisioned as a 3-year project. The Project consists of five Working Teams, one of which relates to Legal and Regulatory Policy.

Assignment Description:

As part of the Legal and Regulatory Policy work, the Bank intends to engage a consulting company or law firm (“the Consultant”) to support the Project in reviewing, and where necessary proposing revisions to, specified aspects of Jordan’s legal regime as it relates to the use of capital market instruments.

The overall objective of this Assignment is to conduct a review of Jordan’s Companies Law and securities law, together with their relevant implementing by-laws, regulations, to determine which adjustments are needed to broaden and deepen participation in the market, remove market skewing impacts, make the market more competitive within the region, and/or align the market with good international practices.

The selected Consultant is expected to provide the following activities:

• Activity 1: Analyse and benchmark Jordan’s capital market legal framework.
• Activity 2: Prepare a legal concept paper.
• Activity 3: Draft legislation to implement the revised capital market legal framework.
• Activity 4: Present the finalised draft legislation and support passage by Parliament.
• Activity 5: Provide ongoing support for implementation of the revised legal framework.

The Terms of Reference are available through this link http://www.ebrd.com/documents/procurement/74276-tors.docx .

Consultant Selection Procedure: Single stage open competitive selection.

Interested firms or groups of firms are invited to submit a Technical and Financial Proposal.

Assignment Start Date and Duration: The Assignment is expected to start in Q3 2018 and has an estimated overall duration of up to 18 months.

Cost Estimate for the Assignment: EUR 500,000.00 (exclusive of VAT). Subject to availability of funding, the performance of the selected Consultant and the specific needs of the Bank the Assignment may be extended beyond the current scope.

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 International Financial Institution 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 the Assignment will be funded by Japan-EBRD Technical Cooperation Fund. Please note selection and contracting will be subject to the availability of funding.

Eligibility: There are no eligibility restrictions based on the consultant's country of origin.

Consultant Profile: Corporate services are required. The Project requires both local and international expertise. The Consultant will:

• be an international consulting firm or law firm (or a group of firms) specialising in derivatives and capital markets, with offices or affiliate offices in Jordan,
• have extensive international experience in capital markets transactions and capital markets development projects (preferably including both developed and developing markets). Experience in Jordan in particular, would be a distinct advantage.

As a minimum, the Consultant’s expert team is expected to include the following key experts:

1. Key Expert 1- Team Leader

• Preferably more than 10 years of international consultancy experience related to derivatives and capital markets projects.
• Preferably more than 5 years of project management experience including acting as team leader on similar assignments.
• Excellent proficiency in written and spoken English.

1. Key Expert 2 - International Legal and Regulatory expert(s)

• Preferably 10 years of international consultancy experience as a legal and regulatory expert in derivatives and capital markets.
• Basic understanding of Jordan’s current Companies Law and securities law.
• Complete understanding of international best practice.
• Good understanding of Jordanian capital market.
• Excellent proficiency in written and spoken English.

1. Key Expert 3 - Local Legal and Regulatory expert(s)
   • Preferably 10 years of consultancy experience as a legal and regulatory expert in derivatives and capital markets in Jordan.
   • 10 years of experience working with the securities law and Companies Law.
   • Good understanding of Jordanian capital market.
   • Excellent proficiency in written and spoken Arabic and English.

Submission Requirements: consultants are now invited to submit a completed Technical and Financial Proposal as per the standard templates and instructions available at this link http://www.ebrd.com/documents/procurement/single-stage-package.docx. Interested consultants should make themselves familiar with these Standard Templates, Standard Instructions and Conditions of Contract in preparation of their proposals.

1. The Technical Proposal shall be submitted in English electronically via eSelection not later than the Closing Date, as one single PDF file. The technical proposal should not exceed 30 pages excluding the Declaration Form and CVs (Form 1- TP 1 and Form 1 – TP 6).
   
   
2. The Financial Proposal (Form 2 – FP 1 and FP2) shall be submitted in English separately by email only to the Bank Contact Person. Consultants are reminded of the requirement to ensure the confidentiality of the Financial Proposals. A Technical Proposal that contains elements of a financial proposal shall be declared non-responsive.

Bank Contact Person:

Larissa Gosling

European Bank for Reconstruction and Development

One Exchange Square

London EC2A 2JN

Tel: + 44 20 7338 6338

e-mail: goslingl@ebrd.com (submissions should be sent through eSelection and NOT to this email address)

Deadline to Submit Clarification Questions: Via email to the Bank Contact Person by 30 July 2018.

Selection Method and Evaluation Criteria:

1. Technical Proposal Evaluation Criteria
2. Firm’s previous consultancy project experience in advising regulatory authorities on capital market development and drafting legislative acts and implementing regulations related reform projects (20%);
3. Firm’s previous legal and regulatory experience in Jordan (10%);
4. Technical proposal, project methodology and work plan (25%);
5. CV of Key Expert 1 Team Leader (15%);
6. CVs of Key Expert 2 International Legal and Regulatory Expert(s) (15%);
7. CVs of Key Expert 3 Local Legal and Regulatory Expert(s) (15%).

The minimum technical score (St) required to pass is 70%.    

2. Opening of Financial Proposals

After the technical evaluation is completed, only the submissions which score 70% or above of the total marks available for the technical criteria will be eligible to have their financial proposals opened.

3. Combined Technical and Financial Evaluation

The lowest evaluated Financial Proposal (Fm) is given the maximum financial score (Sf) of 100. The formula for determining the financial scores (Sf) of all other Proposals is calculated as follows:

Sf = 100 x Fm/ F, in which “Sf” is the financial score, “Fm” is the lowest evaluated Financial Proposal, and “F” the price of the Proposal under consideration.

Proposals are then ranked according to their combined technical (St) and financial (Sf) scores using the weights (T = 80; F = 20) T + F = 100 as follows: S = St x T% + Sf x F%.

Notes:

1. The proposal validity period is 120 days from the deadline date for the receipt of submissions. During this period, the Consultant shall maintain its original Proposal without any change, including the availability of the Experts, the proposed rates and the total price.
2. The selection will be made from the Proposals received in response to this notification only, on the basis of the submission requirements and selection criteria set out in this Procurement Notice. The highest-ranked Consultant will be selected and invited to negotiate the contract, subject to availability of funding.
3. Any updates of and clarifications on this procurement notice shall be announced as updates on this notice, without any other notification. In the event of changes consultants will need to download the updated versions. Consultants are required to periodically check the notice for updates. Failure to take the updates into account while preparing the Proposal may result in disqualification or penalties to the scores in the evaluation.

[1] For more information see http://www.g8.utoronto.ca/finance/fm110910-deauville-ifi-en.html