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TERMS OF REFERENCE

GCF GEFF Commercial: EGYPT: Value Chain Facility Consultant

1. BACKGROUND

Investments in green technologies are of the highest priority for the European Bank for Reconstruction and

Development (the “EBRD” or “the Bank”). In September 2015, the EBRD approved and launched the Green

Economy Transition Approach (“GET”). Financial Institutions (FIs) are vital for a market economy and for

implementing the GET approach. FIs channel funds, promote savings, ease trade and establish acceptable

standards.

The EBRD is scaling up its operations in SEMED and is now developing a new Facility (the “Egypt Value Chain”

or the “Facility”): a framework operation of up to EUR 70 million provided through participating financial

institutions (“PFIs”) in Egypt for financing capital expenditure (capex) investments in eligible SMEs in order to

enhance their competitiveness and support value chain development and trade. These capex investments will

typically result in energy and resource savings.

The Facility forms part of the Value Chains Competitiveness Programme (the “VCCP”, the “Programme”) which

aims at enhancing competitiveness of small and medium enterprises (“SMEs”)1 in the Industry, Commerce and

Agribusiness sector (“ICA”) in the Southern and Eastern Mediterranean region (“SEMED”). In particular, the

Programme benefits local SMEs that supply to aggregators of value chains, e.g. export-oriented buyers, local

processing companies and off-takers, in industries such as agribusiness, manufacturing and services, logistics and

distribution, and information and communication technologies (“ICT”). Improved value chains will support SMEs

in innovating processes and production and contribute to increased access to the European Union (“EU”) market

and other advanced markets. Please see Annex A for further information.

The finance provided by EBRD will be used to fund eligible capex investments by SMEs that are a part of

specific value chains in Egypt and support them with a dedicated technical cooperation (“TC”) package. The TC

will primarily assist with development of the Facility infrastructure and support the origination and eligibility

screening of value chain investments in the commercial sector as well as to ensure adequate reporting and

monitoring of the investments. In this context EBRD seeks to engage the Facility Consultant who will be

responsible for development of operational tools, Facility set up and implementation (including capacity building

with PFIs and end-borrowers), marketing, monitoring and reporting, and verifying the successful completion of

the capex investments. The TC will be funded by several donors including the European Union Neighbourhood

Investment Facility (EU NIF) through the VCCP, the Green Climate Fund (GCF) and EBRD Shareholder Special

Fund (“SSF”).

The capex investments will be further supported by incentive payments to end-borrowers, financed by the EU

NIF, and potentially by other donors, subject to availability of funds.

GCF may also provide concessional co-financing on selected transactions which will be blended with EBRD

financing to PFIs.

The Facility will promote high performance standards for technologies and services through intermediated

financial instruments to support transition to a green economy (GET technologies and services) and improved

value chains and SME competitiveness. The EBRD methodology and approach to intermediated financing of

green technologies is unique. The Bank’s proven expertise and knowledge in delivering green economy financing

1 As defined in the Commission Recommendation of 6 May 2003 concerning the definition of micro, small and medium-sized enterprises,

as published in the Official Journal of the European Union L 124, p. 36 of 20 May 2003. Available at: http://eur-lex.europa.eu/legal-

content/EN/TXT/?uri=CELEX:32003H0361

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through PFIs has been recognised as an efficient model for scaling-up GET investments across the EBRD region

and beyond.

The Facility enhances EBRD’s strategic priority in Egypt to support the economy’s private sector competitiveness

through stronger value chains, and improved access to finance for SMEs. It will also support Egypt’s transition to

a green economy through energy and resource savings achieved through the capex investments.

Specific eligibility criteria for Sub-projects and Sub-borrowers are described in detail in the Policy Statement of

each Participating Financial Institution (“PFI”), which will be annexed to the Loan Agreement between the EBRD

and the PFI. The eligibility criteria as specified in the Policy Statement will be made available to the Consultant

by the EBRD. The Consultant shall assess Sub-projects and Sub-borrowers against the eligibility criteria specified

in the Policy Statements. If the wording of the Policy Statement and the wording of any other relevant documents

inclusive of these terms of reference (“TOR”) are in any way inconsistent, the wording in the Policy Statement

will prevail. The Consultant will notify the PFI and the EBRD if any inconsistency between the documents exists

so that an appropriate action could be taken by the EBRD to address outstanding issues.

Background on SMEs in Egypt

SMEs play an important role in the Egyptian economy, representing about 90% of employment generation and

55% of the GDP. Out of the total population employed in SMEs, 88% work in micro enterprises, with 72%

employed in enterprises with one to four workers. Improving access to finance for SMEs is one of the key reform

challenges in the financial sector, in order to support development, growth and job creation. Issues that hamper

access to finance include the lack of formal registration of smaller enterprises, as well as the lack of capital

accumulation. Across the banking sector, the share of SME lending out of total bank loans is reportedly around

11% according to data from the Central Bank of Egypt from mid-2018. Additional investment challenges include

regulatory constraints related to bankability, lack of credit information and a high cost of underwriting.

2. OBJECTIVE

The objective of this Assignment is to support the effective implementation of the Facility and Sub-projects under

it and to ensure that the VCCP, EBRD and donor requirements are met for the purpose of the provision of

incentive payments to eligible SMEs (Sub-borrowers) with respect to eligible and successfully completed Sub-

projects.

The secondary objective (where mandated by EBRD and the PFIs) is to raise awareness of green technology

investments to contribute to the creation of a demand-driven, self-sustaining market for investments in high

performance technologies and services supporting a green economy.

Ultimately, the Assignment will support VCCP objectives to enhance access to finance for SMEs in Egypt to

increase their competitiveness and support value chain development.

3. SCOPE OF WORK

The majority of financing provided to PFIs for value chain capex investments is expected to have “Green”

eligibility according to EBRD’s standard GEFF criteria. GEFF criteria will be outlined in the relevant Policy

Statement which will be annexed to the Loan Agreement between the EBRD and the PFI and which will be shared

with the consultant. Financing dedicated to green investments will be subject to additional project assessment as

indicated in the Scope of Work below. However all transactions will be supported with TC to support the

identification and financing of value chain capex investments.

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3.1 Inception Period

a) Project Office

Establish and maintain full-time Facility offices in Cairo which will be equipped and staffed to provide all

necessary facilities, services (secretarial support, interpretation, translation services, etc.) throughout the duration

of the Assignment. The Consultant shall co-ordinate responses to enquiries of the PFIs, the EBRD and other

stakeholders and assist the prospective Sub-borrowers in their enquiries (including maintaining an advisory

telephone helpline, answering emails or other correspondence and using the Facility website to address FAQs).

b) Establish Operational Tools/Guidelines

Develop, adopt, maintain and update operational tools/guidelines and templates based on EBRD and EU

requirements, using standard GEFF templates and forms provided by EBRD as necessary (see Annex C) . Discuss

them with the EBRD and the PFIs, address any feedback received, agree the final documents and share them with

the EBRD, the PFIs as relevant for use under the Facility.

Specific Tasks

Develop an eligibility criteria checklist for value chain investments to serve as a tool for the PFI in assessing,

at the pre-investment stage, the eligibility of Sub-borrowers and Sub-projects for incentive payments, in line

with the relevant Policy Statement, EBRD and EU requirements. Initial guidance on eligibility of Sub-

borrowers and Sub-projects is provided in Annex B, while the final version of Annex B will be available in

the final Policy Statement for the PFIs.

Outline results indicators and benchmarks related to the performance of Sub-borrowers and Sub-projects

under the Facility, based on EBRD and EU requirements. Based on the list of results indicators, develop a

questionnaire which will be administered to Sub-borrowers at the time of the verification of successfully

completed Sub-projects (or at a timing agreed with the EBRD) in order to collect baseline data for the

purposes of monitoring/reporting and the planned impact evaluation of Sub-projects and the Facility.

Subsequent data collection on the indicators will be carried out by separate experts as part of the impact

evaluation a reasonable time after Sub-projects have been completed.

Prepare monitoring and reporting templates and timelines, in line with EBRD and EU requirements, to track

results indicators and progress at both Sub-project and Facility level.

Develop easy-to-understand materials/summaries of the (i) the sub-project life-cycle, (ii) the communication

procedures and protocols between all parties involved (including EBRD, the PFIs, Sub-borrowers and Facility

Consultant), (iii) EBRD’s Environmental and Social Policy (ESP), and (iv) EU visibility requirements (in line

with the VCCP and EU requirements, specifically “Communication and Visibility Manual for EU External

Actions”) and marketing guidance.

Consolidate all of the above and any additional operational tools required, into an easy-to-understand and use

Operations Manual in English and Arabic. The Operations Manual should address the separate processes for

both green and non-green capex investment. Progressively update the Operations Manual as needed to address

Facility developments and provide clarifications where needed. Specific guidelines will be provided by the

EBRD on all of the above.

Prepare a Quality Assurance Manual describing the roles, responsibilities and organisation of the team, the

policies and procedures in place to assure the provision of quality services and deliverables, the name of the

team member(s) authorised to approve deliverables, the mechanism to notify and rectify underperformance of

any member(s) of the team.

Prepare an inception report covering initial set up activities and implementation plan for the Facility.

Deliverables

Operations Manual in English and Arabic – including eligibility checklist, list of results indicators and

benchmarks, questionnaire for sub-borrowers, monitoring and reporting templates, sub-project lifecycle,

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EBRD’s ESP, communication procedures, visibility requirements and marketing guidance, as a minimum –

agreed with and provided to the EBRD and the PFI within six weeks from the start of the Assignment and

progressively updated where needed.

Quality Assurance Manual

Inception report

c) Inception Marketing and Awareness Raising Activities

Specific Tasks

Prepare a marketing plan for the Facility in line with EBRD’s guidelines (i.e. marketing strategy template and

workplan, Communication strategy).

In collaboration with the PFI(s) prepare generic marketing materials that outline the structure of the Facility

and other promotional materials to raise awareness amongst potential Sub-borrowers.

Organize a Facility launch event in order to introduce the Facility to the market. All marketing materials must

recognise the donor’s contribution in a form required by the donor and agreed with the EBRD.

Develop, populate with content and maintain the Facility Website based on the website templates provided by

the EBRD.

Deliverables

Marketing plan agreed with the EBRD.

Marketing materials developed and disseminated with potential sub-borrowers.

Facility launch event held with potential sub-borrowers and relevant stakeholders including the donors.

Facility website developed, launched and maintained.

d) Facility Set-up and Implementation Support

Within the scope of the overall Facility implementation, the Consultant shall carry out the following tasks, inter

alia:

Kick-off meeting and Action Plan

Actively contribute to Kick-Off meetings organized by the EBRD for each joining PFI.

Present all aspects of the Operations Manual (with specific focus on the eligibility checklist) to the PFIs under

the Facility (and to different stakeholders within the PFI according to PFI needs) [at least once (or as agreed

between the Consultant, the PFI and the EBRD based on needs and best practice) over the Facility

implementation period] to ensure the PFI understands how the EBRD envisions and expects the Facility to be

implemented and how to meet EU requirements. Within one week from the first presentation of the

Operations Manual, collect and incorporate feedback from the PFI and obtain written confirmation from the

PFI on the suitability of the Operations Manual for PFI operations under the Facility.

Support the PFI in developing an Action Plan that will include services tailored to its internal capacity and

strategic direction as agreed between the PFI, the Facility Consultant and the EBRD to ensure a successful

implementation and launch of the Facility.

Deliverables

Presentation of the Operations Manual to each PFI [at least once or as agreed with the EBRD over the

Facility duration], and PFI confirmation obtained on the suitability of the Manual.

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3.2 Establish and maintain relationships with PFIs

Once PFIs have signed loan agreements with the EBRD and the inception tasks above are complete, the

Consultant will maintain regular contact in order to ensure the successful implementation of the Facility. Within

the scope of the overall Facility implementation, the Facility Consultant shall carry out the following tasks, inter

alia:

a) Product Development

Review of the PFIs’ customer base to identify a pipeline of eligible Sub-projects to be provided on a

regular basis (timing to be agreed with the PFI and the EBRD).

Support the PFI in the development of a loan product that specifically targets the PFI client base and at the

request of the PFI. The Consultant shall support the PFIs in analysing its client base and develop

customising tailored lending products to address SME value chain and - where required, green economy -

financing in the long-term.

To help ensure the eligibility of non-green capex sub-projects by Sub-borrowers is correctly assessed by

the PFI, provide backstopping support, clarifications and technical advice on the eligibility of specific Sub-

projects, as requested by the PFI. This will include maintaining a telephone helpline, answering emails or

other correspondence with the PFI in line with a pre-agreed schedule to be defined with the EBRD and the

PFI. Upon request by the PFI, the Facility Consultant will be expected to provide advice on the eligibility

of up to 300 Sub-projects in total (to be confirmed based on the final Policy Statement and to be split per

PFI proportionally to the target number of sub-Projects for the PFI).

Deliverables

Facility coordination on the development of a pipeline of eligible Sub-projects provided.

For non-green investments, advice provided on the eligibility of specific Sub-projects as requested by the

PFI (up to 300 Sub-projects in total).

b) Marketing and Visibility

To ensure optimal uptake of the Facility, the Consultant will conduct the following marketing activities, in

coordination with the EBRD, the PFIs and relevant stakeholders and in line with EU donor requirements:

Specific Tasks

Provide the PFIs with the generic marketing strategy and plan, advice on its adaptation to the needs of the

PFIs. Hold regular discussions with the PFIs regarding marketing strategy, providing support during press

releases and seminars, producing joint marketing materials such as leaflets and direct mailing.

Promote the Facility through marketing activities, including preparing, updating and disseminating

marketing materials that outline the structure of the Facility, organising workshops, regional seminars and

other promotional/capacity-building events. Workshops should ensure that all relevant stakeholders,

including potential Sub-borrowers and EU representatives are invited.

Organise dedicated marketing / project origination activities to be deployed with PFIs, these may

include, but shall not be limited to:

o Presentations at round table meetings with each PFI, initially at headquarters level and then jointly

with PFI management in selected PFIs’ branches (if applicable),

o Distribution of guidance instructions to PFI loan officers to notify Sub-project opportunities,

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o Introduction / exploratory visits in co-operation with PFI branches to a number of potential Sub-

projects,

o Conducting customer meetings together with loan officers.

o Workshop dates and content are to be agreed with the PFIs and the EBRD.

Provide overall Facility coordination in relation to the development of a pipeline and portfolio of eligible

Sub-projects.

Support the PFIs in promoting the product to potential Sub-borrowers, in line with the PFI’s marketing

activities, also in regional offices, and in working with relevant business associations, chambers of

commerce and other agencies to disseminate relevant marketing material while ensuring visibility for the

EU donor.

Support efforts under the Facility for ensuring the EU donor's visibility, such as media coverage, press

releases, reports and publications referring to the Facility. This can be achieved by providing relevant

inputs to the EBRD and the PFI as requested. The Consultant’s reports, particularly the Final Report, shall

detail the ways in which the EU donor's visibility requirements were adhered to.

Develop and implement a set of criteria for screening and selecting representative investments

implemented under the Facility with a view to nominate them for ‘Excellence Awards’ (award nominees

will be assessed via an evaluation committee that shall include at least one member of the EBRD).

Deliverables

Engagement with potential Sub-borrowers and relevant stakeholders including donor representatives as

appropriate.

Advice provided to the PFIs on marketing strategies and channels to reach more Sub-borrowers and

ensure EU visibility.

Inputs provided to the EBRD for visibility materials (such as articles, press releases, reports, publications)

at Sub-project and Facility level.

Coordinate an Awards Ceremony to highlight successful investments

c) Policies & Procedures

Assist the PFI in understanding Facility objectives and the EBRD policies, standards and criteria, donor

requirements as well as how the EBRD envisions and expects the Facility to be implemented.

The Consultant is expected to be fully familiar with guidance material in the EBRD Environmental and

Social Risk Management Manual (E-Manual) available on the EBRD website http://www.ebrd.com/who-we-

are/our-values/environmental-emanual-risk.html and have participated in the EBRD – ERM Webinar:

Environmental and Social Management Systems - Best Practice for Financial Institutions, and in case of

construction also: http://www.ebrd.com/downloads/policies/environmental/construction/buidling.pdf

Liaise with and assist the PFI to adapt the procedures, information and process workflows for

implementation of the Facility in accordance with the Operations Manual and the criteria in the Policy

Statement, as well as PFI’s internal systems of organisation and procedures.

d) Training & Capacity Building

For any PFIs which have not already received such training and intend to finance green value chain

investments, deliver EBRD’s standard e-learning programme to build the PFIs' own in-house training

capacity to support green economy investments and value chain investments. The PFIs shall be encouraged

to make this training programme available via their intranet systems.

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Provide guidance and appropriate face-to to face training sessions and materials for the PFI staff (including

on the Facility Operations Manual) to ensure dissemination of the Facility procedures to the branch network.

Working closely with PFIs, conduct regular capacity building activities and trainings of loan officers of PFIs

in order to keep them informed about the Facility, provide them with the relevant updates and procedures and

generally assist them with promoting the Facility and support Sub-borrowers to maximise number of Sub-

loans. This should be done in such a way to ensure continuity of knowledge and coverage, for the entire

availability period of the Facility.

For those PFIs providing green value chain financing, deliver a "Train the Trainer" programme to build the

PFIs' own in-house training capacity in developing opportunities for supporting green economy and SME

value chain investments. The PFIs shall be encouraged to make this training programme available via their

intranet systems. Furthermore, at the end of the consultancy services assignment, this training shall remain

available via the Facility website for a period of at least one year.

Product Development When required, support the PFI in the development of a green financial product for

SMEs that specifically targets the PFI client base and at the request of the PFI. The Consultant shall support

the PFIs in analysing its client base and customising tailored green financial products to address green

economy investments in the long-term.

Deliverables

E-learning programme delivered to PFIs

Face-to-face training sessions

Train-the-Trainer sessions

Support in developing green lending product

e) Monitoring and Reporting

The Consultant will ensure accurate tracking, monitoring and reporting of required Sub-project and Sub-borrower

related data under the Facility. Specifically, the Consultant will:

Specific Tasks

Using monitoring and reporting templates designed under task 3.1 (b) and agreed with the EBRD, record all

information related to Sub-projects and ensure the correct tracking, monitoring and reporting of Sub-project

and Facility-level data in line with the agreed methodology and timeline.

Collaborate closely with the PFI, Sub-borrowers and the Verification Consultant (subject of a separate Terms

of Reference) to monitor the progress and implementation of Sub-projects under the Facility. This includes

arranging with the PFIs, Sub-borrowers and the Verification Consultant for the efficient transmission of

documents, forms, and acceptance or rejection decisions on completed Sub-projects.

Maintain and when necessary update appropriate communication protocols with the PFIs, Sub-borrowers and

the Verification Consultant to track the implementation of Sub-projects, including but not limited to

information on Sub-loans disbursement. The Consultant will aggregate data from the PFIs, the Sub-borrowers

and the Verification Consultant and at the end of the Assignment, transfer all records to the EBRD (and

during the Assignment if and when requested by the EBRD).

Provide regular as well as ad hoc reporting on relevant indicators upon request from the EBRD. This will

include (i) maintaining an updated reporting table to be shared with the EBRD upon request, and (ii)

developing a Quarterly, Annual and a Final Report on the whole Facility with data at Sub-project level and

consolidated at Facility level, with content to be cleared by the EBRD. The reports shall also include a

summary of EU donor visibility measures. The Final Report should include an Executive Summary of the

major results, findings and conclusions that will contain no commercially confidential information.

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Cooperate with and exchange knowledge with the EBRD and any other experts/consultants hired by the

EBRD under separate assignments related to the VCCP to ensure complementarities and disseminate lessons

learned. This might involve:

o Identifying potential areas of improvement to help target TC/advisory to Sub-borrowers under the

Facility (e.g. technical training workshops with SMEs).

o Participating in events/conferences in the region and exchanging knowledge with relevant

counterparts on access to finance and SME competitiveness.

o Be available for any meetings organised by the EBRD and discuss any area under the Assignment

or any matter related to the Facility.

Record all information related to green value chain sub-projects in the EBRD Management Information

System (MIS) database. The MIS database will provide for Facility progress tracking as well as a centralised

filing system for uploading of deliverables. The consultant shall maintain tracking, monitoring and reporting

in MIS and ensure the use of standard forms and accurate data. The MIS will provide the necessary

information on Sub-projects, generate reports to the EBRD and reconcile the records of PFIs and the EBRD.

For sub-projects which are not financed as green value chain investments, the Consultant should set up an

appropriate monitoring and reporting system in order to maintain update records of lending progress and

results achieved, to be shared with EBRD on request and as part of the regular reporting schedule.

Deliverables

Monitoring and reporting forms updated regularly and shared with EBRD as requested.

Ongoing coordination with the PFI, Sub-borrowers and the Verification Consultant on monitoring and

reporting, including through updating communication protocols.

Quarterly Progress report – providing updates on key Facility indicators and donor visibility activities

An Annual Progress report – with first draft to be submitted 30 days before the end of each annual period of

the Facility or earlier as per EBRD request (timeline and content to be agreed with the EBRD), with detailed

monitoring and reporting information on Sub-project and Facility level.

A draft Final Report to be submitted two months before the completion of all the work related to the Facility,

to cover detailed monitoring and reporting information on Sub-project and Facility level and consolidated

information for the whole Facility. The Final Report taking into account EBRD’s comments should be

submitted at least 2 weeks before the end of the Assignment.

Information-sharing with other experts working with the EBRD, specifically for potential TC to Sub-

borrowers under the Facility, as requested by EBRD.

3.3 Support the Sub-project Lifecycle

a) Sub-project Eligibility Determination

For all value chain sub-projects, the Consultant will make sure the project meets the eligibility criteria for

sub-projects and sub-borrowers according to VCCP criteria.

For sub-projects financed as green value chain investments, ensure that eligibility of Sub-Projects and Sub-

Borrowers is determined in line with the Technical Eligibility Criteria (annexed to the Policy Statement - this

will be provided by EBRD), VCCP criteria for Sub-projects and Sub-Borrowers (SMEs) (initial guidelines

provided in Annex B and final to be annexed to the Policy Statement), and the Project Assessment

Guidelines annexed to the GEFF Operations Manual; and that Sub-loans are processed according to the

Facility procedures as provided in the GEFF Operations Manual as per below:

o Pre-approved Technologies (items from the Technology Selector - the Facility specific sub-set of the

Global Technology Selector). Sub-loans for Technology Selector (“TS”) based items can be approved by

the PFI without further need for an Assessment by the Consultant. Any doubts about whether a Sub-

project is automatically eligible shall be clarified through an Assessment of Eligibility.

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o Assessment of Eligibility:

If a proposed Sub-project is not considered to be a Pre-approved Technologies project, the Consultant is

required to assess its eligibility in line with the Project Assessment Guidelines. To evidence the eligibility

of Assessed Sub-projects, the Consultant shall first prepare a Preliminary Assessment Report (PAR).

Depending on the Sub-project requirement the Consultant may recommend a further more detailed

assessment of the Sub-project proposal e.g. to enhance Sub-project performance, originate further eligible

opportunities and prioritise investment recommendations, or the PFI may request specific support from

the Consultant to support a more detailed environmental and social risk assessment in order to confirm

compliance with the EBRD’s Environmental and Social Policy.

For this purpose the Consultant shall perform either a Simplified Assessment or a Full Assessment of the

Sub-project depending on the Sub-project requirements and prepare a Simplified Assessment Report

(SAR) or a Full Assessment Report (FAR). If required, additional information may be requested from the

prospective Sub-borrower before the Sub-project approval is granted.

The SAR/PAR may be complemented by additional information available to the Consultant in

support of the results presented in the report.

Deliverables

Assessment of Eligibility

Preliminary Assessment Report

Simplified / Full Assessment Report

b) Verification of completed Sub-projects

For eligible and successfully implemented Sub-projects, donor-funded investment incentives will be payable upon

the successful completion and verification of Sub-projects. Sub-projects for which investment incentives are due

will be verified by independent verification experts (Verification Consultant) who will be the subject of a separate

TOR.

4. IMPLEMENTATION ARRANGEMENTS

It is anticipated that the overall duration of the Assignment will be four years.

The Consultant will safely keep all materials, tools, records and reports. At the end of the Assignment the

Consultant will transfer all records and operational tools to the EBRD.

The Consultant will report to the Operation Leader at the EBRD. The EBRD will monitor the activities of the

Consultant and the PFIs.

The Consultant will be available for any meetings organised by the EBRD and will discuss and evaluate any area

of concern with the execution of work under the Assignment or for any matter related to the Facility.

The Consultant will maintain an operational base in Cairo as noted in 3.1 (a) above. The Consultant will be

responsible for local travel and facilities required in other cities.

All drafts and documents that should be validated by the EBRD should be provided in English; however local

communication and materials should be ensured in local language as necessary (Arabic).

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5. INDICATIVE DELIVERABLES

Each call-off will have specific deliverables; however the Consultant is expected to deliver the following

indicative deliverables throughout the life of the Facility.

Task Deliverable Deadline

Inception planning Inception report 12 weeks from assignment

commencement

Operational tools Generic Operations Manual including Quality

Assurance Manual

PFI Action Plan

Facility website

Procedure and the tools/templates to track and

monitor Sub-loans extended by the PFIs based

on Technology Selector and calculate achieved

savings

Results indicators questionnaire administered to

Sub-Borrowers

Data for the impact evaluation of Sub-projects

and the Facility collected from sub-Borrowers

6 weeks from assignment

commencement

8 weeks from kick off with PFI

18 weeks from assignment

commencement

18 weeks from assignment

commencement

Throughout the assignment

Throughout the assignment

Sub-project Eligibility

Determination

Assessment of Eligibility

Preliminary Assessment Report (PAR) /

Simplified Assessment Report (SAR) / Full

Assessment Report (FAR)

Assessment Reports for value chain sub-projects

that are not financed as green value chain

investments

Throughout the assignment

Marketing strategy Marketing Plan

Draft to be presented 9 weeks

from assignment commencement

and perfected afterwards with

input from PFIs and EBRD

Marketing materials for

the Facility

Brochure, leaflets, posters etc.

Case studies

Donor visibility ensured in all relevant

marketing materials and activities

Within 18 weeks from assignment

commencement (should be ready

in time for Launch Event)

Throughout the assignment

Throughout the assignment

Marketing

implementation and

pipeline development

Dedicated marketing activities in conjunction

with PFIs and other stakeholders

Ongoing on a monthly basis

Events Facility Kick-off meeting

4 weeks from assignment

commencement

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Task Deliverable Deadline

Launch Event

Awards Ceremony

At least 2 Promotion events for each of the PFIs

18 weeks from assignment

commencement

At least 1 year from start

Throughout the assignment

Capacity Building and

Training Action Plan

Generic Training Plan

Generic Training Material

PFI Specific Training Materials, Presentations,

Training Plans

Train-the-trainer programme

10 weeks from assignment

commencement

10 weeks from assignment

commencement

Throughout the assignment

Throughout the assignment

Monitoring Establish a progress monitoring and spot-check

procedure and the tools/templates to

(i) track and monitor sub-loans extended by the

PFIs and calculate related energy savings

based on Technology Selector

(ii) conduct spot-checks on a sample portfolio

18 weeks from assignment

commencement and on ad hoc

basis as requested

Define procedures and

produce, maintain and

update project operational

tools

Operation Manual and Quality Assurance

Manual

Standard templates and forms, and other web-

based tools

Draft to be presented within 9

weeks from assignment

commencement and perfected

afterwards with input from PFIs

and EBRD

Throughout the assignment

Advisory services to PFIs Technical support to develop standardized

(green) value chain loan products

Within 3 months following the

signing of loans with each PFI

and in cooperation with the PFIs

(if needed/requested)

Reporting

Quarterly progress reports and Donor Visibility

Report

Annual progress report

Draft Final Report

Final Report

Ongoing on a quarterly basis and

ad-hoc as requested by EBRD

Operation Leader

Submitted 30 days after end of

each annual period

30 days before final deadline for

sub-project signing

30 days after final deadline for

sub-project signing

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6. DONOR REQUIREMENTS

The Consultant will ensure that all reports, documentation, marketing, and publicity materials produced in relation

to the project and exchanged between the Consultant and the client should have clear references to the support of

the EBRD and its donors. The form of such references must be agreed with the EBRD.

The Consultant will also help identify success stories to produce articles, videos, photography and social media

messages to promote the role of the EU, GCF and SSF as a donor among local and international audience.

The Consultant shall collect evidence of donor's visibility, such as media coverage, official notices and press

releases, reports and publications referring to the project. The Consultant’s reports, particularly the final report,

shall detail the ways in which the donor's visibility requirements were adhered to.

In addition, the Consultant shall assist EBRD in keeping donor representatives informed on the progress of the

Facility, seeking feedback and facilitating their involvement as required.

The donor funds supporting the Facility are:

1) EU Neighbourhood Investment Facility through the Delegation Agreement on the “EU Trade and

Competitiveness Programme for Egypt and Jordan – Instrument 1, 2 and cross-cutting component”;

2) Green Climate Fund; and

3) Other donors still to be identified.

This list may be added to from time to time throughout the life of the Facility subject to agreement with other

donors. Each call-off will include reference to the specific donor funds supporting the contract.

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ANNEX A. EBRD’S VALUE CHAINS COMPETITIVENESS PROGRAMME

The Value Chains Competitiveness Programme (the “VCCP”, the “Programme”) aims at enhancing

competitiveness of small and medium enterprises (“SMEs”)2 in the Industry, Commerce and Agribusiness sector

(“ICA”, corporate sector) in the Southern and Eastern Mediterranean region (“SEMED”). In particular, the

Programme benefits local SMEs that supply to aggregators of value chains, e.g. export-oriented buyers, local

processing companies and off-takers, in industries such as agribusiness, manufacturing and services, logistics and

distribution, and information and communication technologies (“ICT”). Improved value chains will support SMEs

in innovating processes and production and contribute to increased access to the European Union (“EU”) market

and other advanced markets.

Through the Programme, financed by the European Union Neighbourhood Investment Facility (“EU NIF”), the

EBRD delivers grants for capital expenditure (capex) investments of SMEs that are a part of specific value chains

in SEMED countries and support them with dedicated technical cooperation (“TC”).

Improved value chains will support SMEs in innovating processes and production and contribute to increased

access to the European Union (“EU”) market and other advanced markets, and promoting trade with other

neighbourhood countries. Supporting value chains will also help make transition to a green economy through

efficient use of energy, water and other resources. The proposed credit line is jointly designed by the EBRD’s

Value Chains Competitiveness Programme (the “VCCP”) and Green Economy Financing Facility (“GEFF” or the

“Facility”) to enhance competitiveness of small and medium enterprises (“SMEs”) in the Industry, Commerce and

Agribusiness sector (“ICA”) in Egypt, to accelerate development of a market for green economy investments, and

to address market barriers through a comprehensive package.

Eligible sub-borrowers are SMEs that are categorized as either Tier 1 companies (suppliers higher in the value

chain) or Tier 2 companies (suppliers with lower-value added activities) as illustrated below. Tier 1 and Tier 2

SMEs will access finance through Participating Financial Institutions (PFIs), and alongside these investments be

supported with CAPEX grants (incentive payments) and TC to improve their operations, productivity,

environmental sustainability, quality standards, etc. through capital investments in high performing and

environmentally benign technologies. Improving productivity and production of SMEs would provide a reliable

supply of products to aggregators, who often struggle to make use of local suppliers’ products due to concerns

about quality and reliability of resources, and lead to lower trade costs and a higher potential for exports. In

addition, there are issues related to transport and logistics in the whole value chain, affecting the quality of

products and timely delivery.

2 As defined in the Commission Recommendation of 6 May 2003 concerning the definition of micro, small and medium-sized enterprises,

as published in the Official Journal of the European Union L 124, p. 36 of 20 May 2003. Available at: http://eur-lex.europa.eu/legal-

content/EN/TXT/?uri=CELEX:32003H0361

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Figure 1 EBRD's value chain approach in its Value Chain Competitiveness Programme (VCCP)

The credit line serves as a part of the VCCP which is comprised of EBRD direct and indirect investments, EU grants for

capex investments of SMEs, and dedicated technical cooperation for value chain improvements.

Support the integration of SMEs into export-oriented value chains

The TC provided to SMEs should directly support improvements in their operations, productivity, environmental

sustainability, management structure and quality standards. The PAR should advise on the legal, technical, market and

financial viability of proposed Sub-projects and indicate how the investment will result in greater involvement of SMEs in

terms of (amongst others):

Number of level of participate in higher value-added/knowledge-intensive activities and/or export-

oriented value chains;

Number of suppliers working with aggregators;

Innovative technologies or processes adopted by suppliers; and/or

Number of new products, processes and services supporting the transition to high value markets.

Wherever possible the Consultant should cooperate with EBRD’s Advice for Small Business (ASB) to make use

of their local knowledge of the SME market, and experience in SME advisory services and tools to support small

enterprises. Together with ASB, the Consultant may deliver aggregated events such as workshops or training

events to reach large number of SMEs.

Verification

Any projects not qualifying as Pre-approved Technology will be verified by ex-post monitoring site visit by an

independent verification expert (subject to a separate Terms of Reference). This separate assignment will be used

specifically for verification of capex investments by SMEs for value chain improvements. Verification of the

completion of these Sub-projects will trigger the payment of incentives to Sub-borrowers. The Consultant’s

decision regarding the implementation and completion of any sub-project shall be final and binding on the PFI

and the Sub-borrower. To avoid any potential doubts, the Consultant will not replace monitoring of Sub-

project/Lease implementation by PFI.

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Annex B – GUIDANCE ON KEY ELIGIBILTY CRITERIA FOR SUB-BORROWERS AND

SUB-PROJECTS

This document provides additional general guidance on key eligibility criteria for Sub-Borrowers and Sub-

Projects and is meant to provide more detail on the Policy Statement. It should be considered in conjunction with

the Policy Statement which states additional eligibility criteria such as the SME definition, requirements on

company ownership and registration, and list of exclusions, amongst others. In a case of difference between this

Annex and the Policy Statement, the wording final Policy Statement signed will prevail.

Guidance on Sub-Borrower Eligibility

A Sub-Borrower should:

1. Have at a minimum one of the following: (i) local supplier(s), and/or (ii) off-taker(s)/buyer(s) in local and/or

export markets.

2. Operate in eligible sectors – including agribusiness, manufacturing and services, logistics and distribution,

and information and communication technologies (ICT) sectors - as defined by the following NACE codes (as

can be amended periodically) and with the exclusions as noted:

A1 - Crop and animal production, hunting and related service activities with the exclusions as

below noted in italics

Excluded are: A1.1.5 Growing of tobacco, A1.7 Hunting, trapping and related service activities,

A1.7.0 Hunting, trapping and related service activities

C10 to C33 (Manufacturing) with the exclusions as below noted in italics3

Excluded are: C11.0.1 Distilling, rectifying and blending of spirits, C12 - Manufacture of tobacco

products, C20.5.1 Manufacture of explosives

E36 to E394 (Water supply; sewerage; waste management and remediation activities)

H49 to H52 (Transporting and storage) with the exclusions as below noted in italics5

Excluded are: H49.1 Passenger rail transport, interurban, H49.1.0 Passenger rail transport,

interurban, H49.3 Other passenger land transport, H49.3.1 Urban and suburban passenger land

transport, H49.3.2 Taxi operation, H49.3.9 Other passenger land transport n.e.c., H49.5 Transport

via pipeline, H49.5.0 Transport via pipeline, H50.1 Sea and coastal passenger water transport,

H50.1.0 Sea and coastal passenger water transport, H50.3 Inland passenger water transport,

H50.3.0 Inland passenger water transport, H51.1 Passenger air transport, H51.1.0 Passenger air

transport, H51.2.2 Space transport

J61 - Telecommunications

J62 - Computer programming, consultancy and related activities

J63 - Information service activities

For the avoidance of any doubt, companies whose economic activity and investments fall under the main headings

above are eligible for incentive payments; this includes, but is not limited to, investments in storage, energy

generation, processing, waste management, IT systems and other necessary or auxiliary investments that support

the economic activity of the company.

C33 - Repair and installation of machinery and equipment

E39 - Remediation activities and other waste management services

H52 - Warehousing and support activities for transportation

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You can refer to the list of NACE codes through this link: http://ec.europa.eu/competition/mergers/cases/index/nace_all.html

Exclusions

As noted in the Policy Statement (and as repeated below): a Sub-loan may not be made to any person or entity for

the purpose of financing any of the following:

(i) production and/or trade of arms or military equipment;

(ii) financial institutions or financial services companies;

(iii) insurance business;

(iv) production or export of tobacco or hard liquor;

(v) sale of tobacco or hard liquor (other than where the sale of tobacco or hard liquor is ancillary to the

entity's primary business activity);

(vi) casinos or other gambling facilities;

(vii) speculative investments in property or currencies or any other speculative investment activities;

(viii) investments in securities of any kind, including investments in share capital of other companies;

(ix) any activities appearing on the EBRD Environmental and Social Exclusion

List,https://www.ebrd.com/downloads/about/sustainability/Environmental_and_Social_Exclusion_an

d_Referral_Lists_15092008.pdf, contained in the e-Manual,https://www.ebrd.com/who-we-are/our-

values/environmental-emanual-information.html or

(i) without the prior written consent of EBRD, any activities appearing on the on the indicative list of

Category A projects included as Appendix 2 in the EBRD Environmental and Social Policy (ESP)

(dated May 2014); such sub-projects will be required to meet EBRD Performance Requirements 1 to

8 and 10.

Guidance on Sub-Project Eligibility

The financing must be used for capex expenses including but not limited to the following:

Capex for the purpose of purchasing, commissioning and/or installing machinery, tools, inputs and/or equipment

(including here software and services that relate to such capital expenses).

Exclusions

As noted in the Policy Statement (and as repeated below), a Sub-loan may not be made to any person or entity for

the purpose of financing any of the following:

(i) working capital requirements;

(ii) real estate companies;

(iii) commodity trading;

(iv) financing of land purchase;

(v) speculation in shares, bonds and any other type of financial instruments, derivatives or securities;

(vi) refinancing (or other types of replacement/consolidation) of any existing term loan or credit

operations to the Sub-borrower;

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ANNEX C: Facility Consultant Toolkit list (to be provided post contract signing)

1. GEFF Operations Manual for Facilities with Incentives

Annexes:

1.1 Kick-off Meeting Guidelines

1.2 GEFF Action Plan Guidelines

1.3 Sub-project Application Form

1.4 Eligibility Confirmation (Example)

1.5 Verification Request Form

1.6 Verification Report Template

1.7 Sub-project Assessment Guidelines

1.8 Preliminary Assessment Report Template

1.9 Simplified/Full Assessment Report Template

2. GEFF MIS

2.1 GEFF MIS User Manual (including Guidance on Developing Standard Conversion Factors)]

3. GEFF Marketing Toolkit

2.1 GEFF Design Guidelines

2.2 GEFF Communication Strategy

2.3 GEFF Social Media Guidelines

2.4 GEFF Website template guidelines

2.5 GEFF Marketing Strategy and Plan template

2.6 GEFF Marketing materials templates

2.7 GEFF document template

2.8 GEFF presentation template

2.9 GEFF events guidelines

4. Capacity Building toolkit

5. Technology Selector guidelines

3.1 Baseline and Minimum Performance Criteria template

3.2 Database format for Technology Selector