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ADB Asian Urban Forum: MARKETPLACE WEDNESDAY NOVEMBER 16 1:30PM 5:00PM Timetable 1:30-1:35 Opening Remarks: ADB VP,

P, ADB Operations 2 Mr. Stephen P Groff 1:35-1:50 Launch of PPP Country Readiness Assessment Tool 1:50-1:55 Introduction of Marketplace by Chairperson 1:55 - 2:45 Financing & Banking panel: 2:45- 3:05 Afternoon break 3:05 4:00 Advisory panel 4:00 - 4:55 Equity/Sponsor panel: 4:55 to 5pm Closing comments by Chair Banking Panel: What is bankability and why is it so important? Criteria: Understanding the needs of Lenders Essential project criteria that will attract banking finance. What makes a deal bankable? Structures: Understanding new forms of banking finance Typical vs. alternative financial structures trends, unique cases How can infrastructure owners utilize infrastructure bonds to successfully raise capital? What factors determine the suitability of bonds as a project capital raising mechanism? Marketplace: Developed vs. Emerging markets Where do opportunities lie? Where are key financiers targeting and why? Discussing risks and returns as a first mover in emerging markets Basel III: What does this mean for Project Finance? Experiences: Sharing experiences and cases - both successes and caveats Common Problems in Project Governance Common Mistakes in Project Preparation Advisors: the partners partner in successful PPPs Public private partnerships in Asia: Why is it difficult to get PPP projects off the ground? Addressing political and inflation risks when assessing PPPs in Asia Strategies to improve timelines, bidding and tendering processes Advisers: The quality and experience of a public authoritys advisers are an important consideration for potential bidders in deciding whether or not to participate. When and how to use them? The prefeasibility phase The initial feasibility assessment Development of the deal Execution of the deal Construction & Monitoring Stakeholder consultation: The importance of consensus on project scope

Long-term vision versus short term interests What are the benefits of a PPP policy? Developing frameworks Experiences: Sharing experiences and cases - both successes and caveats Common Problems in Project Governance Common Mistakes in Project Preparation Sponsors & Investors: the core of a private partnership Urban opportunities: Arent all Cities the same ? Big City = Big City, right ? Suitable investment approaches for developed vs emerging markets Evaluating risks and returns as a first mover in emerging markets Typical consortia structures Marketplace: Getting the private sectors attention How to Engage with the Private Sector in PPPs in Emerging Markets Tips for a Successful Market-Sounding Exercise Pure investors: Should Governments offer incentives to institutional investors, and pension funds in particular, to invest in infrastructure?

Asian Urban Forum Market Place Technical Panel Members __________________________________________________________________________ ___________________ Moderator: Mr. Frdric THOMAS, Senior Investment Specialist, Asian Development Bank Frdric was the first member of the PPP Advisory Services Team of the ADB, which was established in January 2010 and has responsibility for fostering the use of PPP in Asia/Pacific, both executing and providing advice on structuring PPP transactions in the region. He has over 15 years experience in successfully leading business development, and structuring/executing financings across transportation, social infrastructure, and utilities sectors throughout Europe, Asia and Latin America. Frdric began his career at Deutsche Bank where he spent 7 years in London, Singapore and Madrid, and was a Director at monoline insurer FGIC in London before joining ADB. He is a chartered engineer and holds a MBA from EM Lyon Business School, France. Michael REDICAN Managing Director, Debt Capital Markets, Deutsche Bank. Michael Redican is primarily responsible for the structuring, negotiation and execution of structured bond transactions in the infrastructure sector. He has 28 years banking experience having worked initially with Citibank before joining Deutsche Bank in 1986.

Nicole ARDITTI, Director, International Council, Lazard Frres. With over 30 years experience, Nicole Arditti is an expert in international financial advisory to governments, corporations and international financial institutions with a focus on emerging markets, covering notably debt restructuring, borrowing strategies, project

financing, privatization and M &A. She started her career at Bank of America and joined Lazard in 1985 to create a new secondary market business initiative in debt claims on developing countries. She has advised many clients on restructurings, debt swaps and foreign investment, including acting as financial advisor to several financial institutions for the sale of their holdings of illiquid or encumbered assets. Specifically in the Asia Pacific region, Nicole has advised clients, including a South East Asia government in a large liquefied natural gas project. Nicole is a graduate of HEC and London Business School.

Pradeep SINGH, Vice Chairman and Managing Director, IDFC Projects Ltd. Mr. Singh has over 30 years of work experience in government and non-government organizations, private sector and academia. He has been working in the infrastructure sector for the past 11 years. In his previous role, Mr. Singh served as the CEO of IL&FS Infrastructure Development Corporation (IIDC). He oversaw the development of infrastructure projects in Public Private Partnership formats in collaboration with State and Central Governments in various sectors. Mr. Singh was a member of the Indian Administrative Service (IAS) from 1978 to 1995 and later served as the Assistant Country Director at CARE India, an international NGO. He has been a visiting faculty member at the Kennedy School of Government, Harvard University and consulted to the World Bank and the ADB. Mr. Singh holds a Masters Degree in Public Administration (MPA) from Harvard University and was a Rotary International Graduate Fellow at Stanford University USA. He also holds MBA and M.Sc (Physics) degrees from Punjab and Punjabi University respectively. William STREETER, Infrastructure Debt Advisor, Westpac Bank William Streeter recently joined Westpac Bank in Singapore to lead an initiative with the Hastings group. Since October 1997 had been with Fitch Ratings and was managing director and head of the global infrastructure group (GIG) for Asia Pacific. The GIG was responsible for the credit ratings of all types of debt related to financing global projects and infrastructure assets in the transportation, energy, water, and social infrastructure sectors. This includes the privatization of public infrastructure assets as well as traditional project finance debt and some specific structured finance deals, such as whole business securitizations. Bill was also a senior member of the Fitch Rating committee. Prior to joining Fitch, Bill worked for 12 years at Moodys Investors Service as manager of Canadian ratings, senior vice president in the infrastructure specialties group, and senior analyst for Mid-Western public finance ratings. Before that, he was a budget analyst at the City of San Antonio. Bill has a graduate degree in city and regional planning from the Kennedy School of Government, Harvard University, and a BS in political science from the University of Houston. Gavin MUNRO, Head of Infrastructure Project Finance, Asia Pacific, Socit Gnrale Corporate & Investment Banking Socit Gnrales Head of Infrastructure Project Finance for the Asia Pacific region, Gavin is based in Hong Kong and previously led the Infrastructure Project Finance team in London. He has strong experience in transactions related to transportation, PPP/ PFI as well as infrastructures. His credentials spread across different markets including the United Kingdom, Ireland, Germany, the Netherlands, Greece, Hungary, Cyprus and South Africa. Prior to his transfer to London, Gavin was Head of Project Finance in Johannesburg where he advised on a broad range of transportation and infrastructure projects. He worked in merchant banks and acquired substantial experience in private equity and corporate

reconstructions before joining Socit Gnrale Corporate & Investment Banking. Gavin is a chartered accountant and a lawyer and graduated from the University of the Witwatersrandin South Africa with degrees in Commerce, Laws and Accounting. Moderator: Joseph LUFKIN, Managing Director, Infrastructure Finance Corporation Mr. Lufkin has been active as an entrepreneur in international investments since 1981, when he was appointed by HSBC as Managing Director and Chairman of its new asset management subsidiaries Marine Midland (C.I.) Ltd. and Intercurrency Fund Limited. In 1989, he founded Boston-based Global Proxy Services Corporation (GPSC), which grew rapidly to represent major investors including CalPERS, CalSTRS, OMERS, the pension funds of the World Bank, United Nations, IBM and many other major corporations and many of the worlds largest fi nancial institutions as legal proxy and governance advisor. By 1996, GPSC held voting rights over more than US$200bn in listed equities. Joseph has been a consultant to the Asian Development Bank (ADB) in Manila since 1998, working on privatizations, private equity and infrastructure funds, trust funds and other financing vehicles. He was lead consultant on establishment of the Asia Pacific Carbon Fund, a US$150m fund for European governments to meet their obligations under the Kyoto Protocol, and acted for ADB as advisor to the PRC government (NDRC & MOF) on the creation of its new $ multi-billion China CDM Fund and management entity. Since 2006, he has been associated with the Cities Development Initiative for Asia (CDIA), the flagship urban infrastructure program of the ADB and the governments of Germany, Sweden and Spain. Filippo SABATINI, Managing Director, Global Public Sector Head, Global Transaction Services, Citi In his current role, Filippo Sabatini has the responsibility for global strategy and business execution for Public Sector GTS business. Filippo joined Citi in 1987. From 2006 to 2009 as GTS EMEA Public Sector Head, he was responsible for the GTS client and sales management strategy for the most important public sector clients on EMEA. Previously, Filippo was the GRB senior banker for energy/ power/telecom and municipal finance clients in Italy and the Senior Relationship Manager responsible for a portfolio of branded consumer and general corporate names. In these positions he has been involved in several mergers and acquisitions transactions, acquisition financings, capital structuring, equity co-investments and global transaction banking deals. Solomon CASTRO, Managing Director and Senior Advisor, CFP Transaction Advisers An internationally trained lawyer, Sol brings over 15 years of professional experience in PPP infrastructure, corporate finance and development consulting. He has advised many global companies and government sponsors on major infrastructure transactions in energy, water, transportation, solid waste management, information technology and property development. His expertise spans all key stages of development, from feasibility assessments, risk profiling and allocation, to transaction structuring, contract negotiations, and tender design. Sol also advises on project development activities, through to implementation and execution, as well as post-financial close. One of Sols current assignments is project advisor to the developer of the Philippines largest greenfield po wer self-generation project. Mr. Castro has an established track record in leading technical assistance and transaction advisories of the IFC, World Bank/IBRD, ADB and bilateral donor agencies. He has also consulted to various Philippine government departments and corporations, including the Department of Finance, BOT Center (now the PPP Center), National Economic and Development Authority, and the National Power Corporation. Previously, Sol was VP-Legal Counsel of Lippo Groups

investment bank in Manila and prior to that he was at Baker & McKenzie in Toronto and Manila. Sol holds a Master of Laws degree from Cornell University, New York and is a member of the Philippine Bar. Royston A. C. BROCKMAN, Head of GHKs Infrastructure Service Line and Director of GHK (Hong Kong) Ltd. Mr. Brockman has had almost 40 years professional experience of working in the infrastructure and urban development sectors of the developing and developed world. He has extensive in country experience throughout Asia and the Pacific, Africa and Europe, and has advised national and local governments and the private sector on project finance, strategic urban development, and on improving service delivery. He has, for many years, worked as a consultant for the ADB and the World Bank, preparing urban development projects for financing, and engaging in institutional strengthening and capacity development programs. Currently he is a financial advisor to Hong Kongs West Kowloon Cultural Development Authority advising on the design, structuring and implementation of the West Kowloon Cultural Development Plan, which involves the development of a major new cultural centre. Mr. Brockman has authored and co-authored several major publications including the ADBs Managing Asian Cities, and City Development Strategies to Reduce Poverty. Prior to joining GHK, he was Managing Director of Brockman Tym International, a UK and Hong Kong-based consulting company established to undertake institutional strengthening, financial and economic appraisal work on urban infrastructure, environmental, and land development projects for the public and private sectors. He has been resident in Asia for the past thirty years. Andy NORTH, Senior Vice President, Strategic Development, Asia, AECOM Andy is responsible for the Strategic Development initiatives of AECOM in Asia, including M&A, expansion into new markets and broadening of business offerings, and he works closely the Chairman and CEO of the firm. A civil engineer by background, Andy brings 27 years of work experience primarily in the water and wastewater industry and has worked with all forms of project delivery (PPPs, PFIs, BOTs, DBFO. DBO, DB etc). His global experience covers project partnering, strategic planning, wastewater treatment, water treatment, water supply, storm sewerage, and marine outfall, including projects in Canada, UK, China and South East Asia. A professional engineer registered in the UK and Canada, Andy has developed successful teams on a variety of large, multidisciplinary, conventional, and design/build projects. He was also the recipient of the Braybrooke Award for his Diploma in Engineering Management. Andy is based in Kuala Lumpur where he has been located the past 6 years, as well as 5 years here during the 1980s.

Roger SAVAGE, Associate Director, Planning and Economics, Atkins Roger leads Atkins global Liveable Cities initiative, which has centres of expertise in offices in Europe, Middle East, India, China and USA. A key technical expert for urban planning issues, Roger advises governments on their investment programmes covering urban development and infrastructure as well as at the project level. His work has spanned 15 countries across Asia, Middle East, Africa and Europe working with public and private sector clients and delivering strong influence on spatial development and outcomes on the ground. His experience includes the development of policy and regulatory frameworks required to link urban development, infrastructure investment to the development process and related financial mechanisms. He has helped prepare large scale masterplans as well as frameworks for their funding and delivery linking public and private sector investment. His current focus is examining models for combining public and private sector

investment at the city level to realise climate compatible development and has projects underway in Bahrain, India and the UK. He has helped to develop many tools and techniques used to look at the needs and requirements of cities and their financing including Atkins master planning carbon tool. Moderator: Trevor LEWIS, Consultant, Office of Regional Economic Integration, Asian Development Bank Trevor Lewis brings over 10 years experience in business development, project advisory, infrastructure funds management and principal investment across various sectors including water & wastewater treatment, transport and energy. Formerly with Macquarie Bank, Trevor was a co-founding member of the Korean Road Infrastructure Fund, a landmark USD 2bn private equity infrastructure fund in Asia, and Macquaries first Asia-based infrastructure fund. He also has acted as an advisor to emerging market governments for project development, structure and feasibility, including the Federation of Russia Ministry of Transport for the CKAD Moscow Ring Road, a USD10bn road transport project. In 2007, Trevor joined National Australia Bank as an Executive Officer in Hong Kong focusing on Private Capital Group initiatives, including infrastructure and strategic investments in China and Southeast Asia. Trevor is a Senior Adviser at CFP Transaction Advisers, one of the recently qualified firms to advise public sector entities via the Philippines PPP Centre, and also consults to the Asian Development Bank as a specialist in infrastructure investment and project development.

Enrique FUENTES, Senior Director of Business Development, KPMG Enrique Fuentes has recently joined the international team of at KPMGs Infrastructure practice and formerly was the long-time Director of Market Research and Analysis at Ferrovial, one of the worlds top private developers of large infrastructure projects. He brings more than 20 years experience from some of the worlds most reknown projects. He is a recognized expert in the promotion and financing of infrastructure throughout the world, both from the side of the financier and the promoter. Prior to Ferrovial, Enrique worked for Deutsche Bank in Spain as Director of Project & Structured Finance, where his responsibilities included financial advisory, search of equity and mezzanine debt financing, and debt finance arrangement. His main projects covered various sectors including infrastructure, utilities and industrials. Previously, he had worked at The Boston Consulting Group in Spain as a strategic consultant.

Nicolas SAMSOEN, Director for Asia, SNCF Group/AREP Nicolas is a senior official in the field of civil engineering and sustainable development and has been the Director for Asia of SNCF Group/AREP since mid-2010. In 2010, he was responsible for SNCF Group of the Greater Paris project. From 2004 to 2009, he was the general manager of a state agency responsible for urban development of the Seine Valley (EPAMSA). From 2002 to 2004, he worked as a personal technical adviser of the French Minister of Infrastructure, Housing and Transports (Gilles de Robien). In his office, he was responsible for urban development and environment issues. Nicolas was also Deputy Mayor of the City of Massy from 1995 to 2008. He is a former student of Ecole Normale Suprieure (Paris), Ecole Nationale des Ponts et Chausses and the London School of Economics.

Markus ZACHMEIER, Senior Vice President, Siemens Mobility, Singapore

Markus Zachmeier is the Senior Vice President of Siemens Mobility Singapore as well as the Division Cluster Lead for the ASEAN region. With more than 15 years of experience in the railway business, Mr. Zachmeier is widely recognized as a leading expert in the rail industry. He was involved in various functions in the major rail projects awarded to Siemens in the Asia region. These projects included the implementation of the Bangkok Mass Transit System (BTS) and Mass Rapid Transit Authority of Thailand (MRTA), Express Rail Link, Kuala Lumpur, Metro Kaohsiung, Airport Rail Link, Bangkok, High Speed Line Beijing Tianjin and the Delhi Airport Link. Dr Yao LI, Chief Executive Officer, China-Asean Cooperation Fund Prior to his recent appointment as CEO of China-ASEAN Cooperation Fund, Dr. Li was IFCs Principal Investment Officer in East As ia and Pacific. He had been with IFC for over 10 years and had participated in various investment activities for IFCs China programme. In recent years, he focused on pioneering new areas of investment including key World Bank Group issues in China such as climate change and clean technology. Before joining IFC, Dr Li spent five years with Bank of China and helped build up its domestic investment banking business.

Ezekiel (Zeke) SOLOMON, AM, Senior Partner, Allens Arthur Robinson One of the longest serving and most experienced partners at Australia's oldest law firm, Zeke has extensive experience in corporate and commercial law, including international business transactions, mergers and acquisitions, and the development and financing of major infrastructure, energy and resources projects. Zeke was resident in New York for 7 years as partner in charge of Allens' New York office. He has advised on numerous cross-boarder mergers and acquisitions as well as cross-border policy including as adviser to the Indonesian Government on foreign investment legal and policy issues and major project negotiations. He was also a member of senior business delegations to India led by the Prime Minister of Australia in March 2006, and by the Premier of NSW in 2007, and also accompanied the Premier of NSW in business missions to China in 2007 and 2008. Zeke is frequently called on to share his knowledge and experience, including consultancy advice to the UN Commission on Transnational Corporations (UNCTC), as well to advise developing country officials on energy and mining laws, joint ventures and finance. Under UNCTC, Zeke has advised the governments of Nepal and Papua New Guinea on mining projects and petroleum royalties, respectively. Zeke was appointed a member of the Order of Australia in January 2010 for services to the law, to international business and to the arts.

CDIA Learning Event: Preparing and Financing Bankable Projects

Wednesday, 16 November, 13:4517:00, Auditorium C

Focus of Learning Event Preparing and Financing Bankable Projects. Interacting with the Private Sector to Finance Urban Infrastructure Development in Asian Cities. Catalyzing the participation of domestic sources and capital markets by leveraging government resources that are becoming increasingly insufficient to finance urban infrastructure investments. Description of Event With more than half of Earths population residing in Asia, the sprawling Asian cities find it difficult to contain the threat they present to the environment. As population in this part of the world continues to grow at an unprecedented rate, it is becoming hard for cities to effectively plan projects that meet required urban infrastructure investment. Cities are experiencing difficulties to finance and implement their priority infrastructure requirements, as resources of local governments in Asia are stretched too thin. Over the ten year period from 2010-2020, Asias developing countries require financing of US$ 750 billion annually to meet the growing demand for infrastructure. Funds at the national level are also insufficient to provide for all the needs of cities. Under these circumstances, private sector involvement in the development of infrastructure of any kind is a must. The lack of experience and capacity of the local governments brings significant challenges in attracting private sector to participate in those projects. This interactive session will consist of two parts. The first part will consist of working with a city case which will serve as a learning platform on how cities can find alternative paths to involve private sector in urban infrastructures that cities are in need of in order to improve their development and the services to its constituents. It will also serve as an example of how green and inclusive projects can be structured even when the private sector is involved. This session will help illustrate the kind of situations that CDIA faces in dealing with urban development in general, and project structuring and financing in particular, in secondary cities in Asia. It is set in the format of exchange of ideas, experiences and unique approaches from urban planners, government officials and financiers in Asia. After an initial presentation of the case, participants will debate in smaller groups how the city could best handle this in terms of concrete structuring and packaging, operational and institutional modalities. This will be complemented by a plenary discussion and will consist of a 3 person panel presenting its experiences and views on why limited government resources (local and national) and development agency support need to be leveraged to finance urban infrastructure investments in cities, and how this can be done. They will cover the need for improving governments' fiscal positions in order to increase their capacity to engage in alternative financing, options that have and are being used such as municipal bonds, and mechanisms, such as guarantees, that can be better utilized and instruments.

Learning Outcome Participants will learn how cities can find ways to engage private sector expertise in structuring bankable, green and inclusive projects and how limited government resources can be supplemented by using mechanisms and instruments to access financial markets. Workshop framework The session is conducted around a CDIA case study illustrating the typical situation found in secondtier cities in Asia and how bankable projects can be structured for private sector participation and financing from sources other than those of the government, supplemented by a 15-20 minute speaker session followed by Q & A from the floor. Participants The learning event is open to a maximum of 25 participants to ensure effective sharing and learning can take place on innovative approaches in financing urban infrastructure development. Participants may include: Urban infrastructure development and financing professionals, City and national government elected officials City and national government administrators

Program Wednesday, November 16, 13:4517:00, Auditorium C Time 13:30 13:45 Topics/Speakers Welcome/Introduction to participants/ Emiel Wegelin. CDIA Program Scope of CDIA Coordinator Adolfo Guerrero, CDIA Senior PPP Case study introduction (Iloilo, Specialist and Head of China Nodal Philippines) Office Elpidio Damaso, CDIA Consultant Facilitated group work Working Group Coffee Break Feedback to plenary session Working Group Financing urban infrastructure Tariq Niazi, Principal Governance Alternatives to local budgets Specialist, ADB Daniel Fausto - President, Preferred Ventures Corp. Marshall Mays - Director, Emerging Alpha Advisors Chair: Priyanka Sood, Urban Development Specialist, ADB Lessons learned Emiel Wegelin, CDIA Program Coordinator

13:45 14:00 14:00 15:00 15:00 15:15 15:15 16:00 16:00 16:45

16:45 17:00

Up-scaling of Promising Practices: the Role of Aid Agencies

Wednesday, 16 November 13pm, Auditorium D

Objective A crucial question that Aid Agencies and their clients ask about development initiatives is How is it possible that there are many promising practices dealing with green and inclusive cities and why is it so difficult to replicate these at scale? Session Coverage This session will examine actual projects to: Identify barriers to up-scaling and replication such as institutional, legal, technical, capacity and financial to uncover key bottlenecks; Explore innovative practices and tried solutions; Develop suggestions to overcome key barriers for scaling up for use Small Group Discussion Mode of the session is small group discussion. Participants will be given the choice to join a specific project discussion group. Using a set of guiding questions, all participants will have the opportunity to contribute their own experiences and reflect on bottlenecks and solutions to these bottlenecks for scaling up aid supported pilot projects. Who should attend? This session will especially appeal to Aid Agency delegates and city and local government departments. As the mode is small group based discussion, there is a limit to the numbers who can participate (50) so advance registration is necessary. Registration Register your interest at the CDIA exhibition booth opposite the plenary venue by close of the Forum Tuesday. Moderator: Joris van Etten GIZ Madeleen Wegelin ADB consultant Case-bringers: 1. Alexander Jachnow GIZ Good Urban Governance Project, Bangladesh 2. Regina Dube GIZ Advisory Services in Environmental Management, India 3. Roland Haas GIZ Clean Air for Smaller Cities in the ASEAN Region 4. Sam Parker Water and Sanitation for the urban poor in Antatanarivo 5. Andrea Koch-Kraft Future-megacities project