Tot Concession Agreement

As part of its asset monetization plan, NHAI has sold packages of ongoing road projects under the Operating Transfer Model (TOT). Under the model, long-term concessions for toll collection will be auctioned off to the highest bidder. The Ministry of Road Traffic and Highways has adopted a hybrid annuity model for the implementation of highway projects in order to encourage private sector participation through appropriate incentives. The goal is to maximize the amount of highway projects implemented in the government`s available financial resources. Under this model, 40% of the project costs must be paid by the government as a «construction aid» for the private developer during the construction period, and 60% of the balance in the form of annuity payments during the concession period, as well as interest on the amount owed to the dealer. There is a separate provision for government payments made by the government to the dealership. The private party is not obliged to bear the risk of trafficking. All payments were indexed by a multi-price index, which is a weighted average of WPI and CPI (IW) at 70:30 bases. This reduces the risk of inflation for the developer. In the TOT model, the right to collect and usurp royalties for certain operational projects of national highway (NH) built with public funds is granted to concessional dealers (developers/investors) predetermined with a prepayment of a lump sum to NHAI. This transfer of rights is based on the potential for toll revenue from identified NH projects. The operating and maintenance obligations (O-M) of these projects must be met by the dealer until the concession deadline. Dealers of such projects are designated as part of a pre-defined implementation framework and approved as part of a transparent and consistent procurement process.

all purchasers of equity by an acquirer, either himself or with a person acting directly or indirectly, including by transferring legal or economic property or controlling equity), no less than 25% of the dealer`s total equity; either the acquisition of direct or indirect control of the dealership by a person, or himself, or with a person or person working with him, requires the prior approval of the Authority from the point of view of national security and the public interest. The dealer does not amend the payment settlement defined in the agreement, unless the Authority and the lenders have given their prior written approval.