TERMS OF REFERENCE INTERNATIONAL FORUM ON THE FINANCING OF PUBLIC-PRIVATE PARTNERSHIPS. 2 nd Edition. Dakar, September, 2017 REPUBLIC OF SENEGAL

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REPUBLIC OF SENEGAL MINISTRY OF THE PROMOTION OF INVESTMENTS, PARTNERSHIPS AND DEVELOPMENT OF GOVERNMENT TELESERVICES Dakar, 12-13 September, 2017 INTERNATIONAL FORUM ON THE FINANCING OF PUBLIC-PRIVATE PARTNERSHIPS DIRECTORATE OF FINANCING AND PUBLIC-PRIVATE PARTNERSHIPS TERMS OF REFERENCE Sen PPP Finance 2017 2 nd Edition Public-Private Partnerships, Instruments for regional integration

I. CONTEXT AND RATIONALE Since the early 2000s, Public-Private Partnerships have been growing in Africa. This dynamism is linked to the renewed interest of States in alternative funding routes in a context marked by: - The sharp tightening of public budgets; - The decline in public development aid; - The adoption of binding convergence criteria for budget deficits; - The Saturation of conventional funding sources; - The need to bridge the infrastructure gap to create the conditions for the emergence of their economies. 1.1. Challenges remain despite an undeniable increase in attractiveness According to UNCTAD, the African continent averaged US$ 50 billion in foreign direct investment per year over the 2012-2014 period. In relative terms, capital flows to Africa in relation to GDP in this region accounted for 5.3% in 2013, a figure significantly above the average for developing countries (3.9%). The renewed attractiveness of the continent is accentuated by efforts to improve the business environment in general as well as the better health of public finances and the adoption of certain financial governance principles. For example, at least five African countries have, since 2013, been among the ten best reformers in the world. In addition, significant investments have been made in communication, energy and health infrastructure. This improvement, although relatively appreciable, can hardly overshadow the major challenges facing Africa, including the importance of maintaining the level of FDI. As such, recent statistical data remain quite worrying. Indeed, capital flows to Africa fell sharply by 31% in 2015 to US$ 38 billion in a context where there is a proportionally reverse movement of FDI in other developing countries, where there is a net increase of 36%. While these results point to a consolidation of the efforts of the Governments and an acceleration of the reforms as well as the pace of implementation of the projects, they nonetheless call for a diversification of the investment profile; which mainly involve solely private projects today. This diversification seems inevitably easier to achieve through the promotion of balanced and mutually beneficial public-private partnerships with governments and investors for the construction of new energy, port, road and telecommunications infrastructure. In a context where the multiplier effect of public investment is more than ever established, the implementation of projects of general interest by States should encourage entrepreneurship and private domestic investment on the one hand and foreign investment, on the other. 1.2. Colossal infrastructure needs 2

Despite the massive investments made by Governments, which averaged US$ 43 billion a year over the past decade, the African continent is still far from being able to close the estimated funding gap of nearly US$ 50 billion per year. Statistics on the lack of infrastructure are indeed worrying. Thus, by way of example, the rate of road access stands at merely 34% in Africa, while on average it reaches 50% in other developing countries. In the field of energy, only 30% of the population has access to electricity, compared to 70% to 90% in the rest of the world. Moreover, the deficit in this sector is deemed to cost the continent between 1 and 4 points of economic growth. The question of water control remains unanswered. For example, in agriculture, which is the central pillar of most African economies, the level of access to water is a persistent weakness, with irrigation reaching only 5% of agricultural land. 1.3. Regional and community initiatives In order to overcome these numerous constraints, various initiatives are being carried out at the regional level. It is in this spirit that the Program for Infrastructure Development in Africa (PIDA) has identified financing needs for projects of a regional dimension amounting to 368 billion dollars (nearly 220,000 billion CFA francs) over the 2012-2040 period with a portfolio of 51 highly integrated projects. The PIDA Priority Action Plan is absorbed at around 60% by energy projects (estimated at US$ 40 billion), followed by the transport sector (37% for US$ 25 billion) and access to water (2.5% for US$ 1.7 billion). Within ECOWAS, the Community Development Program (CDP) is the operational definition of the 2020 vision defined by the Heads of State and Government. In particular, it envisages the realization, in the form of PPPs, of 07 priority projects with an estimated cost of US$ 12.45 billion USD. At WAEMU level, area 2 dedicated to the development of integrated economic infrastructure accounts for 87% of the total cost of the Regional Economic Program (PER 2012-2016). It amounts to CFAF 4,988 billion of which 77% of the financing is to be sought. The road infrastructure sector, with 36 projects, absorbs CFAF 2,519 billion. It is followed by the rail, airport and sea infrastructure sector (8 projects for CFAF 1,403 billion) and the energy sector (13 projects for CFAF 1,020 billion). The same interest in PPPs is noted within the Organization for the Development of the Senegal River (OMVS) and The Organization for the Development of the Gambia River (OMVG) 1.4. National Initiatives Echoing the responses contemplated through regional and community initiatives, most states in the region have 3

implemented budgeted emergence plans with projects largely in the form of partnerships with the private sector. Thus, in many African countries, PPPs have been erected as a major source of financing for economic development. This trend has been accentuated and consolidated as a result of budgetary constraints exacerbated by the gradual erosion of development aid, which imposes a paradigm shift in meeting the financing needs of economies. The overall aim of these plans is to project the economies on trends that will change the productive base of the economy for greater satisfaction of the needs for sustainable jobs and the overall improvement of the living conditions of the populations. The organization of Sen PPP Finance 2017 follows the first edition in Dakar, from 5 to 7 May 2015, with the participation of 11 countries and the participation of nearly 1,500 people during the three day Forum. Sen PPP Finance 2015 was also marked by a highlevel representation from Governments and key technical and financial partners such as the WAEMU Commission, the World Bank, the African Development Bank and the West African Development Bank. The final report of the event is available for download at http://www.ppp.gouv.sn/forum-sur- le-financement-des-projets- PPP.html. The table below gives a brief overview. This is confirmed by the World Bank, which notes that as growth and development accelerate in Africa, investment in infrastructure projects will often take the form of public-private partnerships. In view of the importance of the identified needs and the complexity of the legal and financial arrangements planned for their satisfaction, both at community level and at the level of individual States, it was necessary to generate, at the 2nd edition of the Forum Sen PPP Finance, a professional space for dialog and exchanges around the central theme: "Public-Private Partnerships, instruments for regional integration". II. Objectives of the Forum Table 1: Key figures of the Forum's 1st edition Number of countries 11 represented Number of participants 1500 Number of professional 727 visitors Number of registered 93 delegates 4

Number of facilitators (panelists and moderators) Number of participants in ppp tool training Number of PPP projects presented Number of government structures represented Number of institutions and embassies represented Number of official sponsors and partners Number of exhibition stands & B2B and B2G areas 57 44 32 27 22 08 07 This year's Forum on "Public-private partnerships, instruments for regional integration", aims to strengthen its international focus and its institutional dimension. Thus, there will be no focus on the commercial component and participation will be free for everyone, but subject to a rigorous selection according to the number of spots available. Under the effective presidency of His Excellency Mr. Macky SALL, President of the Republic of Senegal, the main objective is to create an appropriate framework for exchanges and diverse reflections on the conditions for an optimal mobilization of resources for the projects envisaged in the form of PPPs in Africa. It involves presentations on the relevant policies initiated by community organizations and states; scientific work; contributions from the private sector; and contributions from different partners likely to be of interest for the meeting. It is intended to be a platform for exchanges between public authorities, development partners, private investors and players in the financial system, all dedicated to identifying and retaining appropriate financing mechanisms that promote sustainable development and are beneficial to populations, states and private stakeholders. To meet its international vocation, Sen PPP Finance will open up to the regional actors (NEPAD, WAEMU, ECOWAS, CEMAC etc.) and multilateral development institutions which will be able to engage in a thorough reflection on the challenges related to the implementation of PPP projects, in particular those with a proven regional scope. It should also be an ideal forum for the promotion of lessons learned or for the sharing of programs envisaged in this field. The same opportunity will be offered to the PPP units in Africa and the rest of the world in order to enable them to highlight the structuring projects they manage. For example, a PPP unit on the continent will be selected as the honor guest for the event. III. Forum Methodology and Format The meeting, which is held over two full days, will be divided into panels of discussion on PPPs as factors of economic integration in Africa. It will address, in particular, the issue of their financing, the role of the private sector and all the other legal, economic and financial issues raised by the use of this tool in Africa and in the world. 5

Exchanges of experience, testimonials on best practices as well as continuous exhibitions are also planned in the agenda of the Forum. They will be carried out through discussion panels including: - A "panel of community and multilateral organizations" open to regional institutions and to multilateral funding or cooperation agencies. This panel is intended as a forum for discussion that will allow for the sharing of experiences and the presentation of structuring projects, rigorously selected according to their level of maturity. It will also be an opportunity to address all legal, financial, economic and technical issues related to the development of public-private partnerships, the strategy of their promotion and the strengthening of the operational capacities of public and private actors. - A "panel of regional and national PPP Units" open to the PPP Units which will be able to present the projects they are piloting and exchange on best practices, governance trends and difficulties encountered; - A "Panel of local governments"; - A "Panel of the private sector"; - A "Panel of experts" led by worldclass experts selected for their expertise in a number of topics, including o Experiences in financing regional PPP projects; o Financial instruments available for financing PPP projects; o Implications of PPP practice for the community or national budget policies and the sustainable development of the continent; o Modalities for the optimal involvement of the private sector in African countries; o Innovative or specific financing instruments (Halal, Islamic, etc.). On the sidelines, a "roundtable of PPP units" will be organized to allow the structures in charge of the promotion or development of PPP projects to engage in direct discussions on their common issues. The Forum will be attended by numerous stakeholders from a variety of backgrounds, including: - Community-based organizations and regional institutions (NEPAD, ECOWAS, WAEMU, OMVS, OMVG, etc.) and their departments; - Leaders of the PPP units in various African countries; - Development agencies and development banks (World Bank, AfDB, IDB, BOAD, UNDP, etc.); - Commercial banks, investment funds and pension funds ; - Private investors, developers and PPP holding licensees; - Financial market and stock exchange brokers ; - Employers' organizations and civil society. In order to promote quality participation of experts, a system of simultaneous interpretation of the interventions in English will be put in place and the work will be sanctioned by minutes which will 6

serve as a points of reference for the participants. the basis for relevant and consensual recommendations. IV. Expected results From the Dakar forum, it is expected that stakeholders will be able to share best practices in construction, financing and investment management through PPPs. Indeed, the Forum will be an opportunity to present all the national and regional projects and the financing perspectives advocated for. In this regard, PPP financing systems, recent reforms of the business environment, and developments in the financial sphere will be discussed. More generally, the work could highlight the various factors that hinder the development of PPPs in Africa, particularly with regard to legal, financial and institutional aspects, in order to lay Finally, B2B, B2G and exhibition spaces will be set up. Contacts of the organizer: Ministère de la Promotion des Investissements, des Partenariats et du Développement des Téléservices de l Etat CONTACT senpppfinance@gouv.sn ibrahima.fall@mpipdte.gouv.sn +221 864 96 84 +221 78 637 06 27 +221 77 516 19 26 www.ppp.gouv.sn www.investissements.gouv.sn Direction des Financements et des Partenariats Public-Privé, Immeuble Atryum Center (ou Ericsson), Km 8 Route de Ouakam, Dakar, Sénégal 7

Make Dakar, the time of Sen PPP Finance, the capital of reflection on Innovative Financing for Sustainable Development in Africa