TERMS OF REFERENCE SETUP AND STRUCTURING OF SHELTER AFRIQUE SOCIAL HOUSING TRUST FUND 1. BACKGROUND At the 32nd Annual General Meeting held in June 2012 in Kigali Rwanda, Shelter Afrique (SHAF) shareholders - on the recommendation of the Board of Directors - approved the 2012-2016 Strategic Plan. One of the key objectives of the Plan is the establishment of a SHELTER AFRIQUE TRUST FUND as the principal vehicle for implementing our Corporate Social Responsibility, with the following potential benefits for Shelter Afrique: Enhanced reputation and brand in Member Countries; Enhanced Investor Perception; Employee Motivation. Shelter Afrique is a pan African housing finance and development institution established by African governments to address the need for sustainable housing delivery system and related infrastructure projects in Africa. Shareholders include 43 African countries, the African Development Bank, and the African Re-Insurance Corporation. Shelter-Afrique s mandate is to provide financing by way of debt, quasi-equity and equity to both public and private institutions for housing and urban infrastructure projects in its member countries. More information can be obtained from our website: www.shelterafrique.org. 2. OBJECTIVE The purpose of the fund shall be to mobilize funds (including seed funding from Shelter Afrique as described below) for the overarching purpose of alleviating urban poverty with specific focus on: a) Providing grants and concessionary financing for housing projected targeted at low income groups in member countries - including slum and informal settlement dwellers; b) Support for innovation research aimed at development of new construction methods and process with potential to reduce the cost of construction. This may include partnership with academic institutions in member countries; c) Capacity Building including support for training and development of developer capacity and housing finance skills in Mortgage Institutions in member countries;
d) General charitable projects including support for schools in very poor areas of member countries, scholarships, part funding of emergency relief for persons displaced from their homes due to natural disasters etc. 3. SCOPE OF WORK SHAF seeks a qualified firm to work with its staff and its stakeholders in order to provide expert opinion on the most appropriate legal structure, jurisdiction, corporate governance and operational structure for the Fund. Project components are generally described as follows: a) Task I: Strategic Review & Consensus Undertake with SHAF management a strategic review of the project to build agreement on the Fund s: Vision, Clear and realistic set of goals and objectives, roles and responsibilities of key stakeholders; As well as assessing legal, financial, and skills requirements. b) Task II: Program Development Define / recommend: Eligible uses of the Trust s funds; Eligible borrowers/grantees. c) Task III: Capital Planning Recommend appropriate funding mechanism(s) for the Trust Fund; Identify /recommend and model long-term sources of revenue for the Fund; Produce projections of the administrative and operating expenses for the Start-up and on-going Management of the Housing Trust Fund (3-5 year horizon). d) Task IV: Governance structure Recommend an appropriate legal vehicle, ensuring oversight through a board of trustees or directors; Propose an organizational structure that meets foreseeable needs; Define roles and responsibilities, lines of authority, reporting and accountability structures; Suggest the number and type of (and skills) needed ; e) Task V: Policies & Procedures
Draft of a policy document Draft of procedures/operating guidelines, codes of conduct, and appropriate terms of reference. f) Task VI: Establishment of the Fund Hold a key decision meeting with SHAF management to review the feasibility study, recommendations as well as all draft policies and procedures ; prepare a time-line roadmap of next steps and other implementation arrangements; Assist SHAF in registering and/or filing appropriate documents to legally establish the Fund where appropriate. g) Task VI: Launch Work with SHAF staff to: launch the Trust Fund - including a kick-off meeting, press releases, information campaign ; Build requisite staff capacity. 4. METHODOLOGY The Consultant shall compile best international practices regarding Housing Trust Funds. Consideration should be given to best practice regarding inter alia: Defining mission / vision Defining roles and responsibilities of key stakeholders Assessing legal and financial requirements Assessing skills and capacity requirements Drafting required policies and procedures for the Trust Fund s operations. The consultant will be expected to employ sound scientific, analytical and acceptable methodology and work plan in carrying out the study including but not limited to the following: Review and analysis of relevant shelter Afrique documents on the subject Interview of key management, staff and other stakeholders, whose input is then to be to synthesized into recommendations on a suitable model for SHAF Social Housing Trust Fund; Training and transfer of skills. The consultants may further elaborate and/or supplement the TORs and the scope of work so as to ensure the achievement of the main objectives of the project.
5. PROJECT EXPECTED DELIVERABLES The consultant shall also submit regular progress reports to Shelter-Afrique. This will be undertaken in the following stages: Stage Deliverable % Fee Payment Stage 1: Mobilization Consultant to mobilize its team 10% Stage 2: Diagnosis An inception report containing: 10% Phase A Statement of Purpose; A summary of best international practice regarding Housing Trust Funds; An assessment of resources, technical capacities, and policy gaps to be addressed in the setup of SHAF trust fund. Stage 3: Feasibility A detailed feasibility report summarizing: 25% Phase Strategy; legal and governance framework; Operational structure including identification of funding mechanisms, sources of revenues, recommended programs/uses of funds; Staffing and skills necessary for an effective, well-managed Trust Fund; Financial model (incl. 5-year balance sheet, profit and loss account and cash flow projections for the Fund). Stage 4: Drafts of : 20% Documentation Trust Fund Policy document; Trustees/Board committees terms of reference; Operating guidelines/procedure. Stage 5: Establish The SHAF Social Housing Trust Fund Stage 6: Launch The SHAF Social Housing Trust Fund Formalization of the Fund by : Recording of the minutes of the meetings where policy document and procedure manual as well as feasibility study outcome will be presented to SHAF senior management and Board; Draft of the articles of incorporation or any other appropriate documents to legally establish the Fund. An operational Fund through : Production of an Information Memorandum (IM); kick-off meeting and public 20% 15%
information campaign; capacity building/training of staff. 6. DURATION The consultancy is expected to span over a period of three (3) months from the date of commissioning. These will be broken down into preparation and desk work, data collection and analysis, preparation, review and sign-off of required documents. However, subject to a complete performance review, availability and the circumstances prevailing at that time, an extension to the contract may be considered. 7. LOCATION During the project implementation period, the consultant will be based in Shelter Afrique premises in Nairobi, Kenya. The working language is English but the consultant is strongly encouraged to translate materials for public dissemination (i.e. the feasibility report and the Fund IM) into French. 8. GOVERNANCE 1. Selected Consultant will report to will report to the Project Manager i.e. The Team Leader Special products, who will work in consultation with SHAF senior management (smc). 2. Furthermore, a Project Steering Committee will be established to oversee supervision and monitoring of the assignment. The Role of the Project Committee: Ensure that the outputs and deliverables are consistent with the overall objectives of the assignment; Ensure the appropriate reviews of issues encountered during the lifespan of the assignment; Verify that the required approvals and directions for the assignment are obtained at every stage of the assignment; Approve recommendations and documents submitted by the consultant.
3. The project steering committee will comprise: The Managing Director, Director of Operations, Director of Risk, Director of Finance, the Team Leader Special Products, a legal officer and the Consultants. 9. BIDDING GUIDELINES The consultancy shall be carried out by a firm of consultants. The consultants must have demonstrated experience in: Structuring and successful implementation of trust funds or foundations;. Issues of community sustainability around housing projects; Housing Finance; Institutional capacity building. Moreover, Consultants must have: Education to university degree standard in relevant disciplines (e.g. Financial Management, Administration, Finance, Marketing, Project Management, Law etc.); Excellent written and oral communication skills in English, and the ability to prepare and synthesize lengthy and complex documents; Proven leading and interpersonal skills and ability to work in a multi-cultural, multi-ethnic and multi-agency environment with sensitivity and respect for diversity; Ability to handle effectively multiple tasks without compromising the quality and respect of deadlines; Ability to actively seek and improve services, offer new and different options/initiatives to solve problems/meet client needs, promote and persuade others to consider new ideas. The consultant will be expected to provide at least two consultants with experience in different aspect of the assignment but should be at liberty to advise on the use of more consultants if need be. The consultants must also provide all the supporting information/documents as proof of their expertise in the area under consideration. The bid must contain the following parts: 1. Background/Administrative information including: Name of applicant, full address, telephone and fax numbers and e-mail address; Legal status; Physical address; Date of establishment or registration; Details of the organization structure.
2. Technical content of the bid including: Interpretation, comments or suggestions of the Terms of Reference; Detailed CV of the proposed team of consultants - key information should include number of years experience and degree of responsibility held in various relevant projects during the last five years - as well as an explanation of the nature and extent of their availability for the proposed consultancy; Description of relevant professional experience emphasizing their experience relevant areas as explained above; Description of the consultant s work programme, methodology, execution plan, staffing and monitoring for undertaking the proposed assignment. 3. Financial proposal including: Full details of the proposed price for the project stated in US$. All costs associated with the consultancy services should be indicated including: basic fee and reimbursable expenses (e.g. subsistence, transport ).If appropriate, those should be broken down by activity. The Financial Proposal should clearly indicate as separate amounts: taxes, duties fee, levies and other charges imposed under the law on consultants, sub-consultants and their personnel. The Financial Proposal should be submitted in a distinct email attachment. The proposal shall remain valid for 60 days after submission date. During this period, the consultant is expected to keep available the professional staff proposed for the assignment. Shelter-Afrique will make best effort to complete negotiations within this period. 10. SUBMISSION INSTRUCTIONS Applicants are requested to submit their technical and financial proposals as separate email attachments to: Nelly Defo, Team Leader Special Products Shelter Afrique Longonot road 3, Upper hill PO Box 41479 00100 Nairobi, Kenya Email: ndefo@shelterafrique.org Cc: smurithi@shelterafrique.org Closing date for receiving offers is 25 th February 2014, 12a.m EAT.
11. SELECTION AND EVALUATION CRITERIA Selection will be based on 70% technical and 30% financial. Evaluation of Technical Proposal: The proposals shall be evaluated on the basis of their responsiveness to Terms of Reference, applying the evaluation criteria as follows: CRITERIA POINT Quality / Qualifications of the consultant s multi-disciplinary team. 20% Significant track record structuring and successful implementation of trust 40% funds or foundations. Experience with: 20% Corporate Social Responsibility; Housing finance or housing related projects ; Donor-funded projects; Drafting of policies and procedures Fundraising. International experience especially in Africa. 5% Description and coherence of proposed work programme with regards : 15% Technical approach and methodology Proposed planning and performance indicators including milestones expected to be achieved; Team organization set to implement the assignment; Responsiveness to Terms of Reference. Total 100% 1 Each response will be given a Technical score. A proposal shall be rejected at this stage if it does not respond to important aspects of the Terms of Reference or if it fails to achieve the minimum technical score of 75%. The consultant, best qualified as per the technical score, shall be invited for fee negotiations. The formula for determining the final scores (sf) is the following: Sf = 100 x Fm / F, in which Sf is the financial score, Fm is the lowest price and F the price of the proposal under consideration. Final Score = 0.3 Sf + 0.7 St.with St being the technical score. 1 total of 100% to be weighted to 70%