Strategic risk

Toll Road Toll Road

Description (What is the Risk)

Change in shareholding of Private Partner.
Conflicts of interest between shareholders of Private Partner.

Risk Allocation (Who typically bears the risk)

Allocation: Public Private Shared
Rationale

Contracting Authority wants to ensure that the Private Partner to whom the project is awarded remains involved.

Bid awarded on basis of Private Partner's technical expertise and financial resources therefore sponsors should remain involved.

Mitigation Measures (What can be done to minimize the risk)

Contracting Authority will limit Private Partner's ability to change shareholding for a period (i.e. lock-in for construction period) and thereafter may impose a regime restricting change in control without consent or where pre-agreed criteria cannot be met.

Pre-tender proposal should set out proposals for governance of Private Partner.

Comparison with Emerging Market

In developed markets the Private Partners' desire for certainty of involvement of key participants will need to be balanced with the private sector's requirements for flexibility in future business plans, particularly in the equity investor markets and the added benefits of allowing capital to be 'recycled' for future projects.

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Description (What is the Risk)

Change in shareholding of Private Partner.
Conflicts of interest between shareholders of Private Partner.

Risk Allocation (Who typically bears the risk)

Allocation: Public Private Shared
Rationale

Contracting Authority wants to ensure that the Private Partner to whom the project is awarded remains involved.

Bid awarded on basis of Private Partner's technical expertise and financial resources therefore sponsors should remain involved.

Mitigation Measures (What can be done to minimize the risk)

Contracting Authority will limit Private Partner's ability to change shareholding for a period (i.e. lock-in for construction period plus ramp up phase of operation).

Pre-tender proposal should set out proposals for governance of Private Partner.

Comparison with Developed Market

In emerging markets, there is typically more restriction on Private Partner's ability to restructure or change ownership, although very restrictive provisions may deter investment.

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