Swiss Challenge Proposal for Development of Start-Up Area within the Seed Development Area of Amaravati Capital City By Ascendas-Singbridge Pte Ltd. and Sembcorp Development Ltd. sembcorp i a ascendas i SINGBRIDGE‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS SINGBRIOGE PTE LTD, AND SEMIBCORP DEVELOPMENT LTD Contents List of abbreviations....m 3 Background of the proposal... oA Chapter 1: Capability statement... iain ari 9 Chapter 2: The Project 30 Chapter 3: Urban sustainability framework v3 Chapter 4: Project developmen 47 Chapter 5: Scope of work... Chapter 6: Implementation framework. Chapter 7: Investment attraction plan Chapter 8: Business plan. Chapter 9: Conditions Precedent and Key Terms of Agreement Chapter 10: Uniqueness of the proposal... Chapter 11: Proposal preparation cost Chapter 12: Support required from Government of Andhra Pradesh... Annexures Annexure |: Project Data Sheets Annexure II: Detailed Scope of Work of ADP and Technical Proposal Annexure Ill: Specification of the infrastructure Annexure IV: Base Infrastructure for Phases 2 and 3 Annexure V: Draft Concession and Development Agreement (CADA) Annexure VI: Draft Shareholders Agreement between Project Sponsors and GoAP Annexure VII: Reference Map of Start-Up Area Annexure Vill: Reference Plans/Maps to Annexure II Annexure IX: Maps indicating Phase-wise development Annexure X: Quality and Excellence Awards Annexure Xi: Nomination of Project Sponsors by Government of Singapore Annexure Xil: Financial Statements of Project Sponsors‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGBRIDGE PTE LTD. AND SEMECORP DEVELOPMENT LT List of abbreviations ‘ADP. ‘Amaravati Development Partner/s ‘APGRDA ‘Andhra Pradesh Capital Region Development Authority ‘APCR. ‘Andhra Pradesh Capital Region ‘AP-IDEA ‘Andhra Pradesh Infrastructure Development Enabling Act, 2007 BFS! Banking, Financial Services and Insurance BuA Built-up Area ‘CBD Central Business District ‘CCDMCL Capital City Development and Management Corporation Limited ‘CADA ‘Concession and Development Agreement FOI Foreign Direct Investment, GEA ‘Gross Floor Area GoAP Government of Andhra Pradesh and its nominees including APCRDA, CCDMCL and other department, agency and ministry under its control Gos Government of Singapore HeciHia Hectares MAUD, Municipal Administration and Urban Development, GoAP Vv Joint Venture JVC ‘Joint Venture Company, set up between Ascendas-Singbridge Group ‘and Sembcorp Development Ltd. - SDA ‘Seed Development Area km: Kilometres psf Per Square Foot sq. fi Square Feet SGD Singapore Dollar sq. kin. ‘Square Kilometres sq.m. ‘Square Metres SPV Special Purpose Vehicle USD United States DollarSWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGBRIDGE PTE LTD. AND SEMECORP DEVELOPMENT TO Background of the proposal ‘A, The Government of Andhra Pradesh (GoAP) is developing a new capital city, Amaravati, which is located on the south bank of the River Krishna, and lies between the existing cities of Vijayawada and Guntur. The Master Plan for the capital city, which includes the Seed Development Area, has been prepared and shared with the public at large. The Seed Development Area will be among the first components of capital city to be developed. This area will house the most important facilities such as the Government Complex, commercial and residential developments of Amaravati In this regard, GoAP released a government order - G.O.RT. No.331, MA&UD (M2) Department, dated 7 May 2015, indicating that a Swiss Challenge Method will be adopted for the selection of the Master Developer of Seed Capital Area. The Swiss Challenge Approach will be governed by the relevant provision of the AP-IDEA. The Seed Development Area is spread over approximately 20 sq. km. and located in a strategic location in the overall Amaravati Master Plan, GoAP has entered into a memorandum of understanding with the Government of Singapore (GoS) in relation to development of a new capital city. In furtherance thereof, GoS identified and nominated two successfully established entities of Singapore — Sembcorp Development Lid and Ascendas-Singbridge Pte Ltd, to participate in the development of Amaravati in the form of a Master Developer for the Seed Development Area (Annexure XIl). The Project Proponents, ie. Ascendas-Singbridge Group and ‘Sembcorp Development Ltd. are submitting a Swiss Challenge Proposal in accordance with the provisions of the AP-IDEA, for the role of Master Developer for the development of Start-Up Area, spread over an area of 6.84 sq.km. within the Seed Development Area! (the Project). The role of the Master Developer will be to design, build, finance and sell the development of physical infrastructure in the Start-Up Area. The infrastructure will be developed as per the provisions of the notified Master Plan and will include roads and associated right-of-way, water distribution and sewerage network, provision of service corridors for power and telecom utilities, and other related facilities. The Master Developer will also take on the role of a marketing agent to the Start-Up Area, to attract competent developers for undertaking vertical development in the Start-Up Area through development of high quality infrastructure. Through the development of Start-Up Area, the Master Developer will play a pivotal role as facilitator for attracting investments and creation of jobs in the Andhra Pradesh Capital Region (Capital Region). The proponents, through this proposal, express their interest in becoming not just the Master Developer for Start-Up Area, but also playing the role of Amaravati Development Partner (ADP). The proponents, intend to incorporate a project company in India as ADP and will invite GoAP (through CCDMCL), to own and hold, such legal and beneficial interest in the project company or ADP as the parties may mutually agree to jointly develop the Start-Up Area. Subsequently GoAP, through APCRDA, will grant development rights to ADP through a concession and development agreement. * Less the Government Administrative Core‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGBRIDGE PTE LTO, AND SEMCORP DEVELOPMENT TO Furthermore for formalizing and regulating their inter-se rights and obligations to promote and ensure the success of ADP and the project and to attain the objectives set forth in the business plan, the patties will enter into and execute a detailed Shareholders’ Agreement. B. Submission of proposal under the AP-IDEA i. Key definitions under Section 2 of AP-IDEA: a. Swiss Challenge Approach means when a Private Sector Participant (Original Project Proponent) submits an Unsolicited or Suo-Motu proposal and draft contract principles for undertaking a Category II Project, not already initiated by a Government Agency or the Local Authority and the Government Agency or the Local Authority then invites competitive counter proposals in such manner as may be prescribed by the Government. The proposal and contract principles of the Original Project Proponent will be made available to any interested applicants; however, proprietary information contained in the original proposal will remain confidential and will not be disclosed. The applicants then will have an opportunity to better the Original Project Proponent's proposal. If the Government finds one of the competing counter proposals more attractive, then the Original Project Proponent will be given the opportunity to match the competing counter proposal and win the project. In case the original project proponent is not able to match the more attractive and competing counter proposal, the project is awarded to the Private Sector Participant, submitting the more attractive competing counter proposal. b. Unsolicited or suo-motu proposal means a proposal in respect of a Project, not already initiated by the Government or Government Agency or Local Authority and which proposal is submitted by any Private Sector Participant to the Government Agency or Local Authority in respect of any Infrastructure in the State supported by project specifications, technical, commercial and financial viability and prima facie evidence of the financial and technical ability of such Private Sector Participant to undertake such Project with full details of composition of the Private Sector Participant and its financial and business background. ii. Furthermore under Swiss Challenge Approach detailed out under Section 19 (Developer Selection Process) of the AP-IDEA, a. The approach will be applicable for Category |? projects defined under the AP- IDEA; and ? CATEGORY ~ Il PROJECTS : shall be Projects where (() Government or Government Agency will be required to provide asset support (i) nancial incentives in the form of contingent liabilities or direct financial support are required to be provided; (ii) exclusive rights are conferred on the Developer: (iv) extensive linkages 2. suppor facies forthe project such as water connection elc. are needed.‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS SINGBRIOGE PTE LTD. AND SEMBCORP DEVELOPMENT LTD b. Furthermore, the Original Project Proponent is also required to submit the following * Details of scale, scope and risk-sharing framework of proposed Project by way of Draft Concession Agreement; * Details of commercial, managerial and financial capability of project proponent; and © Technical, financial and commercial details of proposal C. Compliance of proposal with the provisions of the AP-IDEA. i. The proposed Project will be classified under Category Il of the AP-IDEA due to the following reasons: a. Government or Government Agency will be required to provide asset support, b. It is envisaged that APCRDA will make available land parcels required for the proposed Project to ADP; and c. APCRDA will be responsible for developing the trunk infrastructure assets and provide linkages to project. ii, The provisions of AP-IDEA are applicable to projects in sectors enumerated in Schedule Ill of the AP-IDEA®. The proposed Project is classified under the following sector ‘a, Urban development through joint development agreement and joint venture with private sector companies, consortium of companies ili, Under the Swiss Challenge Approach, the Project Sponsors are private sector companies. Furthermore, the proposal is a “Suo-Motu Proposal” as defined under the AP-IDEA for the proposed Project. The proposed Project will be a “greentiel project and to date GoAP has not initiated any such development project in the Amaravati designated region. Furthermore, as part of the proposal, the Project Sponsors have provided details to demonstrate their financial, technical and managerial capabilities to implement such a project. The Project Sponsors will also submit the documents detailing the terms of agreement for implementation of the project. iv. Financial incentives in the form of contingent liabilities or direct financial support are required to be provided: a, APCRDA's obligation to buy back the project by way of termination payment in the event of earlier termination. * Sectors list of Schedule Il of the AP-IDEA as per the G.O.MS. No. 44 dated March 09, 2015 of the Municipal ‘Administration & Urban Development Depariment of the GOAP‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGBRIOGE PTE LTD, AND SEMBCORP DEVELOPMENT LTO b. GoAP through CCDMCL is envisaged as joint promoters of ADP and will participate in share capital funding requirement of ADP according to project demand. c. APCRDA will bear the indemnification obligations to make good the loss, damage, liabilities, claims incurred, suffered or preferred against ADP on account of breach or non-performance of obligations by APCRDA. Liquidated damages are envisaged in the event of non-fulfilment of specified obligation/covenants by APCRDA. v. Exclusive rights are conferred on the Developer ‘a. Development rights of the Start-Up Area of 6.84 sq.km. (approximately 1,691 acres), within the Seed Development Area, is envisaged to be vested ‘exclusively in ADP (according to the area indicated in Annexure Vil). vi. Extensive linkages, i.e. support facilities for the project such as water supply, etc., are needed a, APCRDA and other relevant government authorities to undertake the development of major lines/connection for ullties such as water, sewerage, drainage, roads in the Capital Region. Structure of this proposal The proposal has been prepared in line with the Swiss Challenge Approach provided under the provisions of the AP-IDEA. Furthermore, according to the requirement of the AP-IDEA, the proposal enumerates the financial, technical and managerial capabilities of the Original Project Proponents. The proposal also includes the terms of the agreement to be for implementation of the proposed Project. The proposal has been divided into various chapters with each chapter providing details, of the requirements under the Swiss Challenge Approach Chapter 1 provides details of the financial, technical and managerial capabilities of the project proponents. The Chapter also provides details of the projects undertaken by the project proponents and the impact these projects have had with respect to the socio- economic development of the area where they have been implemented. Chapters 2 and 3 elaborate the rationale for the need of the proposed Project and the proposed urban sustainability framework, which is aligned with the vision of GoAP to develop a vibrant world-class city. Chapters 4 and 5 cover the details of the proposed development activities and the scope of work envisaged. This includes the project profile, land and site analysis, preliminary market demand assessment and proposed development mix and each component of the proposed Project and the scale of the envisaged development.SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGBRIOGE PTE LTD. AND SEMBCORP DEVELOPMENT 1D Chapter 6 enumerates the project implementation structure and broadly indicates the roles and responsibilities of stakeholders. These are further detailed out in the Shareholders’ Agreement and the CADA. Furthermore, the chapter discusses the framework for the operation and maintenance of the project along with the project development pian. As part of the commitment of the project proponents, Chapter 7 captures the intent and methodology to be adopted by the project proponents to attract investment into the capital city and the capital region. The chapter lists out the various investment promotion and capacity building activities to be undertaken through ADP. The business plan of the project is discussed as part of the Chapter 8. Furthermore, the chapter also provides the details on the pricing and allotment mechanism for the plots developed as part of the proposed Project. The chapter also enumerates the key commercial terms of the proposal. Chapter 8 is to be considered as proprietary information of the Original Project Proponent and shall remain confidential and not be disclosed. Chapter 9 captures the conditions precedent for the proposed Project, which are elaborated as part of CADA. As project proponents, the Ascendas-Singbridge Group and Sembcorp Development Ltd. have showcased the socio-economic benefits of engaging them as the development partner. Chapter 10 elaborates the uniqueness of the proposal put forward by the project proponents. Chapters 11 and 12 discuss the proposal preparation cost and the support required from GoAP for the implementation of the proposed Project, respectively. The Annexures attached with the Swiss Challenge Proposal include the following: i. Detailed project data sheets, presenting technical capabilities of the project proponents ii. Detailed Roles and Responsibilities of the project proponents and GoAP ii, Specifications to the infrastructure being proposed iv. Map indicating base infrastructure of Phases 2 and 3 v. Draft Concession and Development Agreement (CADA) Draft Share Holders Agreement between Project Sponsors and GoAP Reference Map of the Start-up Area within the Seed Development Area Reference Plans/maps to Annexure Il above Maps indicating phase-wise development in Start-up Area x. Quality and Excellence Awards achieved by the Project Sponsors xi, Nomination of Project Sponsors by Government of Singapore xii, Financial statements of Project Sponsors Additionally, a sealed envelope is being submitted by the Original Project Proponent along with the SCP. It contains the commercial offer being made as part of this Swiss Challenge Proposal and shall be considered proprietary information. The same is in accordance with AP-IDEA, and shall not be disclosed to the public, or in the tender documents inviting competing proposals.‘SWISS CHALIENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGBRIOGE PTE LTD. AND SEMBCORP DEVELOPMENT TD Chapter 1; Capability statement 1.1, Project Sponsors The Project Sponsors for the proposed Project in Amaravati are the Singapore-based companies Ascendas-Singbridge Group and Sembcorp Development Ltd. (the “Project Sponsors"). They will be promoters of the Amaravati Development Partner (ADP) jointly along with CCDMCL. The brief profiles of the Project Sponsors are presented in this section, enumerating their technical, financial and managerial capabilities for undertaking the proposed Project. Experience working closely with govt. to Proven track record of setting up large-scale ‘orecnfield development projects systoms, erat consorten Support fom the experience in Singapore beginning tend Government to “rea estate sat o bring ts development ‘perience to AP Global customer networks to leverage on for investment promation Strong financials Project Sponsors forthe financial year 2014-15 have a combined net ‘worth of about SGD5.2 billion and nave annual tumover of about ‘8601.7 billion t 1 1 1 1 ' pee te ' Technical Capability 1 | Ascendas-Singbridge Group: More than milion sq min BuA under | ' management for FY13-14 1 | Sembeorp Development 1.79 milion so. m.in GFA of potential | 1 ‘development for FY 14-15, 1 nl Contribution of Project Sponsors » Developing world-class infrastructure and facies > Enhancing bilateral cooperation between countries > Playing catalytic ole in development of business parks and commercial & industrial project that increase in investment in the region > Supporting local communities Well-qualified and experienced management team‘SWISS CHALIENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGERIDGE PTE LTD, AND SEMBCORP DEVELOPMENT LTD 4.1.1. Brief profiles of the Project Sponsors i. Ascendas-Singbridge Group ‘Ascendas-Singbridge Group was formed through the merger of Ascendas Pte Ltd. (‘Ascendas’), a JTC subsidiary and Singbridge Holdings Pte Ltd. ("Singbridge"), a Temasek subsidiary. Temasek is an investment company based in Singapore with a portfolio of SGD 266 billion as of 31 March 2015, and JTC Corporation is a subsidiary of Ministry of Trade and Industry, Government of Singapore. Temasek and JTC Corporation hold a 51:49 stake in Ascendas-Singbridge Group. Ascendas specializes in master planning, developing, managing and marketing IT parks, industrial and logistics parks, business parks, science parks, high-specification facilities, office and retail spaces. Some of the iconic projects include the following: «Singapore Science Park and Changi City at Changi Business Park in Singapore ‘+ International Tech Park Bangalore in India ‘+ Ascendas-Xinsu in Suzhou Industrial Park, China Ascendas provides beginning-to-end real estate solutions, assisting companies across the entire real estate process. Ascendas: Singapore Science Park Ascendas: International Tech Park, Bangalore > Opened in 1998, itis the frst IT Park in India and is developed as a joint venture with the State Government. ‘The 69-acrelushily landscaped park provides @ total of 2.3 milion sq. ft. of prime IT business space. ITPB houses more than 160 ‘multinational and domestic organizations and around 36,000 working professionals. Integrated Business Patk/Science Park with rete and amenities > Site area of 124 acres, houses more than 380 mutinational companies, local ‘companies and national research ‘organizations Singbridge leverages on Singapore's successful developmental experience to invest in, develop and manage large-scale integrated cities and sustainable urban solutions internationally. It adopts an integrated approach to master planning and helps develop cities, which can sustain economic growth and support a vibrant and harmonious community. Bridging governments and corporates, local and international initiatives, Singbridge is well-positioned to plan and execute projects that cater to the needs and interests of local governments and communities. Singbridge’s flagship projects include: ‘+ Sino-Singapore Guangzhou Knowledge City ‘* Sino-Singapore vilin Food Zone ‘+ Singapore-Sichuan (Chengdu) Hi-Tech Innovation Park + Raffies City Chongging ‘+ Sino-Singapore Tianjin EcocitySWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS SINGBRIDGE PTE LTD. AND SEMECORP DEVELOPMENT LTD, ‘Singbridge: Guangzhou Knowledge City, ‘Singbridge: Jilin Food Zone, China China » Core area of 57 sq. km. to be Integrated township project of the Sino- developed over 15 years Singapore cooperation > Envisioned to become a world-class, Toial area of 123 sq. km; 08 milion Integrated and sustainable model population serving 2 million in vicinity {food zone tailored for the quality and 63 sq. km. of start-up area, mixed-use safe food production in China and the development including schools, region neighbortiood centers ji, Sembcorp Development Ltd. Sembcorp Development —_Ltd. (‘Sembcorp Development’) is 2 leading Asian developer with more | » 7 Wcations in Vietnam covering southern, ‘northern and central Vietnam than 20 years’ —_ experience |. Development of 6,660 hectares of land ‘Sembcorp: Vietnam Singapore Industrial Park undertaking master planning, land Residential, Commercial (office), Commercial preparation and _ infrastructure (retail), Industial, Logistics, Special Economic development to transform barren land ao YSIP projects are recognized as economic n Into large-scale urban developments, Gian er tye een MA a a Sembcorp Development owns, jocsiad develops markets and manages urban developments that comprise industrial parks as well as business, commercial and residential space in Singapore, Vietnam, China and Indonesia. The company uses an integrated approach to deliver urban work and live environments to attract local and international investments. The developments undertaken by Sembcorp Development have resulted in attracting more than 650 multinational companies and leading local enterprises as tenants. Sembcorp Development also provides opportunities for selective development of commercial and residential real estate at choice sites. (This space has boon intentional ef blank)‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGBRIOGE PTE LTD, AND SEMBCORP DEVELOPMENT LTD ___ Global Presence in 19 Countries LOSSWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS SINGBRIDGE PTE LTD. AND SEMBCORP DEVELOPMENT LTD 4.1.2, Financial and technical capabilities of the Project Sponsors. i. Financial capabilities A strong financial position of the sponsors is essential for the success of the proposed project, which requires substantial and timely mobilization of financial resources. The key financial performance indicators of the Project Sponsors are presented in the following charts. a. Ascendas-Singbridge Group sooo . Ascendas - Singbridge Group Financials | 00 | E so | § ssc0 $ aco SB 2s00 | 2000 1500 - 11900 Key Financial 500 ° 200032 2912 7012-13, 2013-44 ZONA eNet worth “Bi Annual Turnover Sa=Profit after Tax b. Sembcorp Development @ 70°) Sembcorp Development - Financials 8 2 1000 2 = 775 | = 800 | g g |S 600 537 ? |= 4 $ 400 a 5 «: 305 | = 2004 353 37 418 486 443 2010-11 2011-12 2012-13 2013-14 2014-15 Net worth —a-Annual Turnover (at project-level) —t— Profit after TaxSWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS:SINGARIDGE PTE TD. AND SEMCORP DEVELOPMENT TO The Project Sponsors have a combined net worth of about SGD 5.2 billion and have an annual turnover of SGD1,7 billion for the financial year 2014-15. The financial strength of the Project Sponsors is likely to help in timely mobilization of financial resources required for development of the Project. ii. Technical capabilities of the Project Sponsors a. Ascendas-Singbridge Group Ascendas has developed capabilities across various categories of real estate value- chain: ‘+ Real estate products, which includes development of land parcels, ready to occupy facilities, science and business parks etc. «Real estate services, covering the areas of development and project management, properly and estate management, business networking services, smart city solutions ete. ‘© Real estate fund management with demonstrated consistent track record in ‘managing listed and private real estate funds. Singbridge has extensive experience in large-scale sustainable urban development. Singbridge adopts a long-term, integrated approach to build and manage sustainable and holistic ecosystems where communities can work, live, learn and play in harmony. Beyond the development of high quality physical “hardware’, Singbridge taps on Singapore's software experience in areas such as urban planning, environment management, infrastructure and transportation, public housing, health care, social welfare and community development to create sustainable environments for host communities. The merger of Ascendas and Singbridge in 2015 represents an integration of brands, project origination, investment promotion, asset development and township management capabilities, Ascendas-Singbridge Group: verre fe of utbon development sate, napeatoth entrar ae maton is Sean eae ae sre ington Soe sre wine newaet ae, ee nae arate meee ee‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS SINGBRIOGE PTE LTD. AND SEMBCORP DEVELOPMENT LTD Both the Project Sponsors have experience in setting up state-of-the-art facilities throughout Asia, and use the latest technologies in construction, operation and maintenance of infrastructure. Since GoAP's vision is to develop Amaravati as a Smart City, it is imperative that the developers/ADP have the requisite experience. The chart below provides a snapshot of the technical capabilities of the Ascendas-Singbridge Group in the last few financial years. Ascendas-Singbridge Group: technical sa s @ 82 rae gs g € 3c 2 48 a 23 5 4 3 Parry 1 2 463 496 483 529 az 2 set | you zouei2 orzo Financial Year BUA —@=BUA> L millon sqm b. Sembcorp Development Ltd. Sembcorp Development has expertise across land development value chain. This includes: * Master planning — Proper layout optimizing the industry, commercial and residential components + Land development — cost-efficient and high-quality infrastructure; ‘= Delivering reliable utilities — Sembcorp Utilities can provide essential solutions to the customers «Asset Management — Long-term investment with active management ‘Industry positioning — Identifying industry clusters and crafting the unique value proposition of its assets ‘= Investment promotion — Intemational marketing to attract FDI and create employment‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS SINGBRIDGE PTE LTD. AND SEMECORP DEVELOPMENT LTO ‘Table: Sembcorp Development: technical capal No. of projects projects, Bproecs —-‘1Oprojects. IT projects 13 projects. totaing totaling totaling totaling totaling 13,998 acres. 18,841 22,548 acres 24,809 acres 27,033 acres Acres 2 Projects 4 Project 2 Projects 1 Project secured secured of secured of Secured totaling 2,223 Sosseces Wiaing 4586 2264 cree SY Potential 11.53 millon 6.16 milion 14.42 milion 1.15 million 4.79 milion commercial & sq.m. GFA sq.m.GFA sq.m.GFA sq.m.GFA sq.m. GFA residential development capacity Commercial & —128,0008q.m, 120,000 182,000 164,000 residential GFA q.m.GFA sq.m.GFA sq.m. GFA projects undertaken Industrial / 1.44 milion 30,049 sq. 1,000.9. m. 18,000 sq. m. Warehouse: sq.m. m. projects developed (let- able area) 4.1.3. Comparable projects undertaken by the Project Sponsors The proposed Project is a greenfield project and consists of development of a large area of 6.84 sq.km. (approximately 1,691 acres less the Government Administrative Core area). The Project Sponsors have extensive experience in undertaking similar projects spread across such large land areas and have also successfully commissioned them. Ascendas-Singbridge Group and Sembcorp Development have the necessary experience in building large-scale integrated townships/urban development in Asia, including India. Some examples are presented in the following section, and detailed project descriptions are presented in the Annexure | (Tie space has been intentional let bank)‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGBRIDGE PTE LTD. AND SEMBCORP DEVELOPMENT LTO Tabl : Comparable projects Name of project (OneHub Chennai International Tech Park Bangalore Sino-Singapore Guangzhou Knowledge City Raffles City Total project Location Chennai, India 700 Bangalore, India 190 Guangzhou, ‘China 4.300 Chongaing, China 3850 Area developed! development potential (in sq. m.) 5.86 million 456,603, 5.3 million 817,000 Data shoot no. of Annex- ure 1 4 ae Singapore- ‘Sichuan Hi-Tech Innovation Park ino-Singapore Nanjing Eco Hi- Tech Island Vietnam Singapore Industrial Park Wuxi-Singapore Industrial Park Chengdu Hi-Tech Industrial 3,850 Development Zone, China Jiangxinzhou, Nanjing, NA Jiangsu Province ‘Seven locations in Vietnam covering NA southern, northern and central Vietnam Wuxi, Jiangsu Province, Me China 14.17 millon 5.4 million 66.6 milion (land area) 3.3 millon (land area) a Furthermore, the following section sets out some of the iconic projects undertaken by the Project Sponsors along with the impact these projects have enhanced the socio- economic environment in their region.aL HORUE Se SiojebueR JO juSUIdo|eNePEM OYPENquuCD coeds Soyo Ae|d-pue-Hnid, joy bs uM Ee {pul UI Hed 11 Jo YMOIB et) UI Jo BuIBaUO!d e pakel — yueUNUOINUE ‘Aejd-ontsjiom poyesBoyul jo saioe 69 epuy pue s1ojeBueg 4124 aiodeBulg ueamyaq uoneiedoos jesereyq pepealesds ‘Aysnput 1} S,e1pu| Jo vos} ype jeuoneWIERUL 000'F1 J0n0 Jo AylunuuloD enisnjox3 < swes6oud jeywouluounue pue Ayunuiuiod ‘spe je90| 0} paynquiucs pue payoddng « suoneziuebio yoreasar Jeuoneu pue seluedwioa [e090] ‘seruedwioo sweiBoid >omyau sseuisng pue eseds Jojeqnoul / dn-yeis Jeuoneuninu ogg ueyy e10W sesnoy ‘yBnosiy uawudojenap ssauisng pue Ajsnpul pazAiee < asx pue sopuio9 AB0|0U499 | ‘ABojOUyD2) 404 Ssosppe snoiByseid sow SeIsy < s,elodeBuig Jo justudojanap ey) ul aos 21Ba}ex)s © paki « sued ssauisnq/arey pareGarut you e1odeBuis 20 ap Jo Awirxosd oy} Ul JOpLLIOD ABo}OUYDA L sued Ur syed aouares pue gy Jo YMOIB a4) Pale —« S,alodeBuig ulujm payeoo] AyjesiGareng < — aauarag esodeBuig ‘saulogqno sJau} pue syefold :214e1, sonjunuuo eso] 6upioddng «| uo}Bo1 oy uj uounsonul Bulseouout pue sa1zsnpul Jo juauido|aAap UI oJ04 OnAIEIED BUIAEId « seiuNod ysoy pue siodeBuIs UeeMyoq UoHesedood JeloVeIIq BUQUEYUA ~« ‘Sonmtoey pue ouMyon.ASesjU! 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Ayo soysen pue edeosfyo ou uiojsuues jm Jey) WuELIdOJaAP d1UCO! Y— um queuidojenep payesSeiul weWPUe| y sobpuabi SPIEPUE|S SSEj9-PHIOM 0} SESUIOIUS [E001 ‘9uy a7en Aguise/assist GoAP to adapt, > Jointly identify ang promote |» Develop marketing design, develop oF refine the 5-10 "Queen Bee” strategies and initiatives to Structure and functions of te investments that will see———_—dantity the most ‘levant establishments the 2-3 Industry clusters appropriate destination Identified for the Capital ‘markets and platiorms > Develop and deliver training Region programs needed to resource > Package value propositions the relevant establishments and develop collaterals Attracting investments and creating jobs ADP will work in close coordination with APCRDA to support industry development and job creation for the region. More importantly, as promoters of ADP, the Project Sponsors will share and help to adapt Singapore's experience in industry development to enable the successful establishment of an Andhra Pradesh Investment Promotion ‘Agency (APIPA) or Capital Region Investment Promotion Agency (CRIPA). This is to support GoAP's efforts to replicate this capability across the state and make it the preferred destination in India for local and global investments. To achieve this, ADP will structure this cooperation in three stages for an initial period of five years — (i) work with APIPA or CRIPA to build capacities and capabilities of the agency; (ii) co-drive initial investment promotion efforts as on-the-job sharing and adaptation; (i) assist in on-going marketing activities, i. Investment promotion Activities will involve creation of policies, business environment and conditions to persuade companies to invest in locations, which they will normally not consider. The process involves jointly (i) identify targeted industries and corresponding activities; and (ii) develop strategies and value propositions to engage companies.‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDASSINGBRIDGE PTE LTD. AND SEMIECORP DEVELOPMENT LTD li, Marketing activities Activities will involve taking working value propositions and focus on increasing national and international awareness so that more companies will come and participate in the growth of the industry. Usually this is predicated on having successful investment promotion strategies. 7.1.2. ADP’s commitment i. Assist in capacities and capabilities building Desired outcome: For the long-term, sustainable economic development and competitiveness of Andhra Pradesh, it is important that APIPA or CRIPA has the necessary capacities and capabilities, a. ADP will draw on Singapore's experience to advise, assist APIPA or CRIPA to adapt, design, develop or refine the structure and functions of the relevant establishments, b. Work with APIPA or CRIPA to develop and deliver training programs needed to resource the relevant establishments. This may be done in conjunction with the project facilitation office set up by the Government of Singapore. ii, Assist in initial investment promotion Desired outcome: Share experience of investment promotion, in an on-the-job manner with APIPA and CRIPA to operationalize the capabilities built and be successful in attracting 5-10 “Queen Bees” investments that would seed the 2-3 industrial’commercial clusters identified a. Through ADP, work closely with APIPA or CRIPA to jointly set economic objectives, select 2~3 industries, and develop industry blueprint and necessary policies. This process requires careful analysis to select industries based on the unique value propositions that Andhra Pradesh can offer such as its geography, its workforce and availabilty of resources and other factors. b. The policies will include business facilitation services that enable new-entry and existing companies to secure government approvals, clearances and resources with ease, creating a pro-business environment. c. Jointly identify 510 “Queen Bees” which might locate to the Capital Region. ili, Assist in marketing activities Desired outcome: Increase awareness and excitement about the state of Andhra Pradesh on a national and international level with the intention to promote investments and create jobs in the state. ‘a. Work with APIPA or GRIPA to develop marketing strategies and initiatives to identify the most appropriate destination markets and platforms;‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGBRIDGE PTE LTD. AND SEMBCORP DEVELOPMENT LTD b. Work with APIPA or CRIPA to package the value propositions and develop collaterals; . Support APIPA or CRIPA in its organization and prospects recruitment for marketing campaign nationally and internationally; and d. Leverage on the network of the Project Sponsors, to market Amaravati Capital Region globally, and attract not only investment, but also skilled human resources. and expertise in various areas including industrial development; the Project ‘Sponsors are amongst Singapore's largest firms and have together an extensive across Asia, customer base of around 3,000 companies in more than 30 which can be tapped into for this purpose. (his space has boon intentionaly et bark)SWS CHALLENGE PROPOSAL SUBMITTED BY ASCENOAS SINGBRIOGE PTE LTD. AND SEMBCORP DEVELOPMENT {TO Chapter 8: Business plan‘011 awamdoranaa av02eW35 ONY Git 314 39GINODNIS-SYONEDSY Ad GSLLINGNS WEOdONE 2ONSTIVID SINSFED ‘1 nawidorsnaa awoDaVas ONY HT 314 350RNGONI-SYONTDSY AB GALLUNGAS WSO4O¥ IONSTIVHD SNSis a‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGBRIDGE PE TD, AND SEMBCORP DEVELOPMENT LTDSWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS SINGBRIDGEPTELTD. AND SEMBCORP DEVELOPMENT 1D 8.9 Allotment of plots and pricing mechanism ADP shall be responsible for the development of infrastructure and creation of plots, marketing and allotment of the development plots to developers/investors by way of the authorization/powers provided to it under the CADA To attract quality developers/investors ADP wil, from time to time, develop innovative marketing and promotion schemes keeping in view the objective of developing a world- class Start-Up Area to promote the development of the Seed Development Area. Given the current state of development in the Capital Region, aggressive marketing efforts through various marketing channels, roadshows, utilizing digital platforms, etc., would be necessary to make the development attractive for developers/investors. As presented earlier in this proposal, the developmental activities will be undertaken over three phases, The phase-wise allotment of development plots and pricing mechanism would be based on the guiding objectives provided in the table below. Table: Objective in each Phase Phases Objectives 12 Protect cost of land, recover cost of development of plots and attract, ‘Queen Bees’ and high quality tenant/developers who will ‘encourage job creation, and be the eco-system drivers 3 Revenue maximization for APCRDA, Return on Equity/invest ment for ADP, High quality tenants/developers‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGERIDGE PE LTD, AND SEMBCORP DEVELOPMENT LTO The Board of Directors of ADP will be allowed to determine the price of sale of developed land (except in the case of Phase 1 reserve price). In doing so, the Board may consider different mechanisms including the indicative ones presented below. The reserve price of allotment of development plots in Phase 1 will be provided by ADP prior to the signing of the CADA. The process of allotment of development plots and pricing mechanism are presented in the following sections. 8.9.1 Allotment of development plots i. Focus on bringing in high quality developerssinvestors/end-users The development of plots would require significant investments and hence early and faster allotment of development plots is in the interest of both APCRDA and ADP. Therefore, the focus while allotting development plots would be on bringing in quality end-users/developers who will hasten the development of the Start-Up Area and therefore, the Seed Development Area. In line with its mandate to create sustainable development, ADP will consider various criteria to bring on board high quality developers. Some of the selection criteria could include: a. Past experience in developing similar projects; b, Financial stability and capability; . Deployment of new and advanced technologies; d, Track record for generating employment: e. Ability to bring in targeted industries and customers; and f. Corporate social responsibility mandate, engagement with local community, etc. Transparency in the plot allotment process ‘As ADP will be solely responsible for allotment of the development plots, itis important that a mechanism is developed to bring in transparency in the allotment process. To do so, the following measures are proposed a, Dissemination of Information and Requirements ADP will develop and maintain a dedicated web portal throughout the project period to provide accurate and timely information on availability of development plots and development guidelines/requirements applicable to the available plots. The same ‘would help prospective developers/investors gather information regarding the available plots. ADP will publish and distribute other such marketing collaterals from time to time to provide related information. b. Expressions of interest and other documents ADP, from time-to-time, and depending on the development process, will publish documents for inviting applications from developers/investors for allotment of plots. \ SR KSES> Heng") 6 a aes) (a )s Ww‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENOAS-SINGBRIDGE PTE LTO. AND SEMBCORP OEVELOPMENTTO ‘Such notices would be published in major newspapers/periodicals and digital platforms in India and elsewhere. c, Report an allotment of plots ADP will, on mutually agreed timelines, submit to APCRDA status reports on allotment of land which would include details of developerfinvestors, pricing details, etc. 89.2 Pricing ‘ADP will determine the pricing of plots to be sold to end-users and/or developers (except the Reserve Price for Phase 1). Pricing of plots is a very critical element of the entire development process. A balanced pricing framework Is needed to recover the development costs and to compensate ADP for its investment in terms of financial as well 2s management inputs through making appropriate returns on its investments. i. Principles of pricing and establishing Reserve Price ‘The Reserve Price for Phase 1 shall be jointly and mutually agreed by ADP and GoAP prior to signing the CADA. The signing of the CADA shall be contingent upon GoAP agreeing to the Reserve price. The Reserve Price computation would consider the following components, a. Cost of land The cost of the land would comprise of the base cost of land including, any administrative and financing cost related to the acquisition of the land incurred by APCRDA to be taken into account, b. Cost of land development ADP will be responsible for development of land. The cost attributed towards such development will include construction costs, financing costs, administrative costs and marketing and selling costs (advertisement and promotion, marketing collaterals, brokerage etc.), but not including operation and maintenance costs. Further, cost escalation will be taken into consideration for arriving at the cost of land development. c. Profit margin For the investment made in the project, ADP would look at a profit margin over and above the costs incurred to achieve appropriate returns. This is essential for protecting the interest of the shareholders of ADP. Other factors such as prevailing market prices in competing cities may also be considered. Based on the above factors, ADP would establish the reserve price for the development plots. li, Establishment of Land Allotment and Pricing Committee Land allotment and pricing committee comprising of equal number of representatives from GoAP and JVC would be established for dealing with aspects relating to allotment‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENOAS SiNGBRIDGE PTE LTD, ANO SEMBCORP DEVELOPMENT TO and pricing of development plots below the reserve price. The roles and responsibilities of the committee will be mutually agreed between GoAP and JVC. ii, Pricing mechanism a. Allotment of land above the reserve price * As indicated earlier, the Reserve price for Phase 1 will be determined by ADP. Similarly, Reserve price for Phase 2 and 3 will be established by the mechanism proposed by ADP. ‘* Allotment of land may be by auction andior private discussions with potential buyers. = Incase of allotment of land through private discussions, the board of ADP will take the final decision. b. Allotment of land below the reserve price ADP may, whenever required, allot development plots at a price below the Reserve Price for the following reasons: © To attract and bring in a strategic developer! anchor tenant who would provide visibility to the project and could attract other developers; * Incase there is slump in demand for such development plots due to economic downtum, or emergence of other competitive locations etc.; * Incase GoAP requires to provide development plots to some strategic end user industries; and + Any other situations that may arse. In all the above cases, where discount to the reserve price needs to be provided or the development plots are required to be sold at a price lower than the reserve price, the pricing decision shall be taken by the Land Allotment and Pricing Committee. Furthermore, if the GoAP decides to allot land at a cost lower than reserve price, the GoAP will have to make good the difference between Reserve Price and allotment price to ADP. 8.10 Commercial terms 8.10.1 Revenue share The revenue share will be a percentage of the gross revenue from sale of plots to a developer/end-user. The revenue share mechanism has been detailed out in the'SMISS CHALLENGE PROPOSAL SUBIVITTED BY ASCENOAS-SINGBRIDGE PTE LTD. AND SEMBCORP DEVELOPMENT LT CADA. The proposed Revenue Share is presented in the sealed envelope submitted along with the SCP and shall be considered as proprietary information. The same is in accordance with AP-IDEA, and shall not be disclosed to the public, or in the tender documents inviting competing proposals. The key terms and conditions are as follows: i. Revenue to be shared shall be percentage of gross sale revenue and shall be payable at the point of registration of the conveyance deed; ji, Any remaining profit may be used to fund project activities/distribution to shareholders of ADP in accordance with the terms of the articles of association of ADP and the Shareholders’ Agreement.:NOAS SINGBRIDGEPTELTD. AND SEMBCOR? OE eee ene ee ee aa) (8 = & a) CySWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGBRIDGE PTE LTD. AND SEMIECORP DEVELOPMENT LTO Chapter 9: Conditions Precedent and Key Terms of Agreement 9.1 Conditions precedent and key terms of agreement A robust contractual framework is essential for the success of project of this nature. It is imperative that prerequisites, responsibilities and obligations of parties, financial covenants and termination, are clearly defined and are incorporated in the CADA in Annexure. The table below provides the key terms of the agreement and the relevant sections in the CADA. Table: Key terms of the agreement 1. Approvals and Clearances Section 5 (i), Section 6 (i), (iv), (v) 2, Financiel arrangements Section 13 3, Time frame for meeting Section 4.4. * Condition Precedent Rights as set out in Sections 9, 10 and 11 4, Rights and Obligation of Parties Obligations as set out in Sections 5 and 6 5, Concession Proposed Section 2 6, Project Management Services Section 10 7. Default Conditions Section 20 8, Dispute Resolution Section 24 9. Termination of Agreement Section 20‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGBRIDGE PTE LT. AND SEMECORP DEVELOPMENT LTO Chapter 1 : Uniqueness of the proposal 10.1. Uniqueness of the proposal The proposed Project is of immense importance to Amaravati and the state of Andhra Pradesh. This regional development will position the State as a world-class destination, providing high standards of living and numerous jobs/business opportunities. It is therefore imperative that the Project Sponsors as promoters of ADP share the same philosophy as that of GoAP while undertaking the developmental activities. The Project. Sponsors are committed toward the development of the Start-Up Area in terms of providing infrastructure facilities that would act as a catalyst for future developmental activities by attracting developers/end-users and other investors. In addition, the Project Sponsors through ADP will provide for the following 10.1.1 Master Developer for Start-Up Area As per the Memorandum of Understanding between GoAP and Government of ‘Singapore (GoS), GoS nominated two successfully established entities of Singapore ~ ‘Sembcorp Development Ltd and Ascendas-Singbridge Pte Ltd, to participate in the development of Amaravati in the form of a Master Developer for the Seed Development Area (Annexure XIl).. The capital region, including the Start-Up Area, currently has minimal basic infrastructure. Extensive infrastructure development is required in the Start-up Area for facilitating Tier 2 development in subsequent years. The infrastructure development includes the following major components and will be aligned to the notified Master Plan. * Roads network along with the associate right-of-way, + Water and sewerage distribution network, + Fire hydrant distribution network, and * Provision of service corridors for power and telecom cables. The Master Developer will be required to develop the physical infrastructure in the Start-Up Area as per the notified Master Plan. The Master Developer, through competent agencies, will undertake infrastructure development. The scope of work, roles and responsibilities, obligations of the Master Developer with respect to infrastructure development will be guided by the provisions of the CADA. The infrastructure development would act as catalyst for second tier development of the Start-Up Area. The Master Developer will be responsible for selection of competent developers for undertaking second tier development. A detailed scope of work of the Master Developer is provided in Annexure II 10.1.2 Support from the Government of Singapore (GoS)‘SWISS CHALIENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGERIDGE PTE LTD. AND SEMBCORP DEVELOPMENT LTD As per the Memorandum of Understanding between GoAP and GoS for the development of Capital Region, GoS will set up a project office through its agency, International Enterprise (IE) Singapore. The Project office will facilitate the implementation of the Start-Up Area development project and cover the following key functions: ‘+ To facilitate the implementation of the project by the Master Developer and CRDAICCDMC; + To continue with knowledge transfer and capacity building initiatives between Singapore government and Andhra Pradesh; and * To continue with the training of state officials for urban, social and economic developments of the capital city and the State, 10.1.3 Innovative development mix and marketing strategy to attract variety of consumers! end-users i, To attract investors across commercial, residential, retail and hospitality space, the proposed Project shall be designed after undertaking a detailed demand assessment study and keeping mind the requirements of a new and vibrant capital city which is envisaged to provide employment opportunities along with high standard of living to its citizens. ii, Undertake various marketing and promotion activities to attract high quality developerslinvestors who would be able to add value to the development. 10.1.4 Deployment of capital and commitment to developing the Start-Up Area, with significant upfront capital for development The development of the Start-Up Area will require large scale of investments. This would require a significant amount of capital as equity investments in the initial stages to mobilize and raise financial resources required for undertaking the envisaged activities. The Project Sponsors are fully committed towards the development and will bring in the required financial resources. All such investments will be made in compliance with regulations and guidelines issued by various government bodies/agencies like Reserve Bank of India, Foreign Investment Promotion Board, etc. 10.1.5 Developing Amaravati into a Smart City GoAP’s vision for Amaravati includes developing it into a Smart City. This also aligns with the Government of India’s Smart Cities ambitions and plans. The Project Sponsors recognize that a city will only be as successful as the people in it, and therefore, are committed to the values that enrich lives and resonate with the rising trend of sustainable urbanization. Key to this trend is the use of information and communication technology as an enabler to create smart cities. Key to the implementation of Amaravati Smart City is a “one-government” approach. The “one-government approach” integrates all aspects of government services from master planning, development control, infrastructure and utilities, SBD fre)" nd im 8 eySWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGBRIDGE PTE LTD. AND SEMBCORP DEVELOPMENT {TO housing, security, economic development, social development, public services, etc., into a single platform that is willing to cross-share information and data, with @ mindset to engage and serve citizens. The Government has to take the lead to want to be the integrated thinking brain of the city. Drawing from Singapore's own experience in its on-going journey to become the world’s first Smart Nation, Project Sponsors will be able to collaborate with relevant government authorities in the state of Andhra Pradesh to draw up the Smart City roadmap for Amaravati, including setting up of government policies and incentives/quidelines as well as targets/KPIs for the Smart City. From ADP’s point of view, a Smart City cannot stand alone without smart buildings and smart districts. ADP will look towards building flagship smart developments that will set an example and catalyze the growth of the Seed Development Area. 10.1.6 Promoting tourism The capital city of Amaravati gets its name from a neighbouring site which has a history dating back 2,000 years. Amaravati was the capital of the great Satavahana dynasty which ruled the present day Andhra Pradesh region around 2” century BCE. The ancient site lies in the region between the Rivers Krishna and Godavari, which was subject to Buddhist influence. GoAP's strategy for the land-use of the new capital city includes a tourism plan to promote culture and the heritage of Amaravati. There are a number of famous existing religious and cultural sites in the vicinity including: i. Amaravati Dhyana Buddha Statue ii, Kondapalli Fort iii, Undavalli Caves iv, Kanaka Durga Temple v. Mangalagiri Temple‘SWISS CHALIENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGBRIOGE PTE LTD. AND SEMBCORP DEVELOPMENT LTD The master plan contains a proposal for the creation of a large tourism circuit which will include the above existing heritage features, along with proposed nodes to be created in the city. The proposed new nodes within Seed Development Area include: i, Nature tourism in the form of Botanic Gardens, Civic Plaza, Wetland Park, , and Linear Canal Park; ii, Entertainment in the form of sports centres, convention centres, luxury resort on the islands of River Krishna; ili, Waterfront Tourism in the form of Amaravati Plaza, Waterfront Promenade, Downtown jetty, Waterfront CBD, Gateway Bridge; and iv. There are also a number of scenic and naturally occurring islands along the River Krishna. These may be developed into eco-tourism attractions that may be likely to be operated by third parties. ADP respects the above plans and values the importance of cultural and heritage development as being an integral part of the new capital city. As the master developer of Start-Up Area, ADP will be responsible for providing the requisite infrastructure to develop the above nodes. At the same time, ADP proposes to play a crucial role in this development by: i. Sharing its intemational experience, especially from Singapore, to set up infrastructure to address the overall objectives of tourism development in Amaravati, ii, Marketing and promoting culture and heritage aspects of the Seed Area Development during its investment promotion initiatives; and ili, Assisting the relevant government authority in identifying international agencies that specialise in developing world-class destinations and facilities such as those planned for the Seed Development Area. 10.1.7 Investment promotion for the entire capital city and support to government, authorities ADP will work in close coordination with GoAP agencies to support industry development, value creation and job creation for the region. ADP will seek to attract job entrepreneurs and employment entrepreneurs who maximize purpose over profit The approach adopted by ADP has been briefly described as part of Chapter 7 “Investment Attraction Plan’ of this proposal. SR [OREM =) | ns QW‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGBRIOGE PTE LTD, AND SEMBCORP DEVELOPMENT LTD Planned tourism activities according to the Master Plan Disclaimer: Information submitted under 10.1.4 “Promoting Tourism indicates the proposal ofthe Government of ‘Andhra Pradesh and is not part of the proposal submitted. 10.1.8 Employment creation Being a greenfield project, infrastructure development of the Start-Up Area will involve mobilizing countless human resources across a variety of activities. Apart from generating employment, the project will also lead to training of manpower in various skills and create a multiplier effect in the regional economy. The newly skilled manpower can add value to downstream projects and also across the Capital Region and beyond. 10.1.9 Urban Design Guidelines for Seed Development Area Urban Design Guidelines are critical to create differentiated urban environments and achieve the desired urban characteristics for key areas. Considering that the Start-Up ‘Area as well as the Seed Development Area will be the first development to be implemented in Amaravati, urban design requirements should be observed in addition to the requirements specified in the zoning guidelines of APCRDA. APCRDA should provide detailed Urban Design Guidelines to guide developments within the Seed Development Area, and ADP will support APCRDA and provide inputs during the formulation of these Urban Design Guidelines.‘SWISS CHALLENGE PROPOSAL SUBMITTED BY ASCENDAS-SINGBRIDGE PTE LTD. AND SEMBCORP DEVELOPMENT LTO Chapter 11: Proposal preparation cost 11.1. Proposal preparation cost The estimated proposal preparation cost is INR 75 million. The table below provides the details of the various costs associated with the preparation of the proposal. In the event the Project Sponsors are not awarded the project through the Swiss Challenge Proposal, it is requested that GoAP shall reimburse the actual costs spent on proposal preparation. (tis space has been intentional let blank)‘SWISS CHALLENGE PROPOSAL SUOMITTED BY ASCENDAS-SINGORIDGE PTE LTD. AND SEMBCORP DEVELOPMENT LTD Chapter 12: Support required from Government of Andhra Pradesh The Project Sponsors have a long-term commitment towards the development of the Start-Up Area within the Seed Development Area. The Project Sponsors will bring in the required resources for the proposed Project. However, a project of such nature and scale cannot be implemented without the practical and timely support of the APCRDA. The paragraphs below list out some crucial support required by the Project ‘Sponsors/ADP from APCRDA for the Project. 12.1 Land acquisition and providing land for development Availability of land is very critical for the success of the proposed Project. For the timely execution of the project, itis imperative that APCRDA provides the land to ADP as per the agreed terms specified in the CADA. It is envisaged that APCRDA would acquire land for the purpose of the project. APCRDA should hold good and valid title to the land. At the time of providing land to ADP, the land will be vacant, contiguous and free from all encumbrances, including shrubs, crops, trees, any structures such as places of worship and burial grounds, etc., and any legal and financial claims, Availability of land will help ADP to meet agreed milestones with respect to development of infrastructure. Furthermore, APCRDA will be responsible for handling ‘and resolving any issues in relation of land ownership during project implementation period. 12.2 Fast track approvals Several approvals will be required to be procured from various government bodies/agencies for implementing the project. The ADP will apply for all such approvals and GoAP will assist in providing the necessary approvals as per the agreed timeframe. Among all the other approvals, the approvalsiclearance relating to environmental aspects and Government of India, will be facilitated on priority basis by GoAP. Furthermore, a mechanism in the nature of single window clearance should be implemented for the proposed Project. 12.3. Project Coordination Committee and Dispute Resolution For the purpose of project implementation and better coordination between various government bodies/agencies and ADP, a Project Coordination Committee comprising of equal number of representatives from GoAP and JVC (of Singapore consortium) will be required. The Project Coordination Committee will meet at regular intervals as mutually agreed to discuss the Project development process and associated issues. The said committee will advise and mediate any dispute that may arise between the parties during course of project implementation. Any dispute arising between the parties under the CADA, which remains unresolved despite reasonable efforts of the parties, shall be resolved through arbitration as per the procedure defined under CADA.‘SWISS CHALLENGE PROPOSAL SUBIMITTED BY ASCENDAS SINGORIDGE PTE LTD. AND SEMBCORP DEVELOPMENT LTD 12.4 Exemption from stamp duties ADP will require fiscal incentives in terms of exemption of stamp duties for the execution of the General Power of Attorney, the CADA and mortgage related documentation for each phase of development in favor of ADP. ADP will pass on these benefits to the end-user developers which will make the investment opportunity more attractive to end-users. 12.5 Transfer of sand from river to the development site. ADP would require sand for the purpose of project development. GoAP will supply the sand to Start-Up Area at all inclusive fixed rate of INR 500/cubic metre, and this price shall be adjusted for inflation referencing the CSIS WPI. The price for supply of sand will not be adjusted for infiation for the first three years from signing of the CADA. Furthermore, this rate of sand is applicable for the sand procured for development of land. 12.6 Assistance in acquiring Infrastructure Status for the proposed Project, ADP will require assistance to secure Infrastructure Status for the proposed Project from Reserve Bank of India and other relevant authorities. This will allow ADP easier access to reduced interest cost long-term funding locally or through the external ‘commercial borrowings route. Furthermore, it will enable ADP to avail itself of tax benefits under Section 801A of the Indian Income Tax Act, which will improve the financial viability of the proposed Project. 12.7 To attract investors/developers, GoAP is required to proactively frame policies and incentives such as: i. Development of a strong industrial policy to gain competitive advantage over nearby metropolitan area of Hyderabad and Chennai in neighbouring states; ji, Development of conducive business environment, by improving government processes through single-window clearances for development, transparent government machine! iii, Fiscal and other incentives including but not limited to: a. Subsidized power b. Tax incentives c. Effective labour laws 12.8 To implement the above investment promotion strategies and policies, GoAP will set up an investment agency dedicated to promoting and attracting investments into Amaravati region. The Project Sponsors will work closely with the dedicated investment agency to promote investments in the Amaravati region.