1. Address of the organiser of the invitation to tender and the address of the operator, if the invitation to tender is not organized by the operator: The Republic of Slovenia, Ministry of Transport, Langusova ulica 4, SI-1535 Ljubljana. 2. Description of the subject-matter: The subject of the contract is the lease of airport infrastructure at Maribor Edvard Rusjan Airport and the determination of the rights and obligations of the tenant regarding the operation of the airport. The subject of the lease are physical assets, defined and specified by scope in the following annexes: – List of land at Maribor Edvard Rusjan Airport, owned by the Republic of Slovenia; – List of land at Maribor Edvard Rusjan Airport, owned by the Hoče – Slivnica municipality; – List of facilities and external arrangements owned by the Republic of Slovenia; – List of non-depreciated and depreciated installations and networks and of movable and other assets, owned by the Republic of Slovenia. The subject of the contract are exclusively and only movable and immovable properties, specified in annexes in this point, notwithstanding the fact that in the complex of Maribor Edvard Rusjan Airport (hereinafter referred to as “Maribor Airport”) and within the fence of Maribor Airport there are also other movable and immovable properties. Over the duration of this contract, the parties may agree to change the scope and category of movable and immovable properties that are the subject of this contract (including expansions and modifications of the airport infrastructure in line with the development and changes in regulations, for example the runway, taxiway, platform and strip extension, extension of the safety area, new terminals etc.). Contract and annexes, specifying the subject of the lease, are published on the web site of the Ministry of Transport (www.mzp.gov.si) in the sample contract. A sketch, in which the location and ownership of the land are shown, has been published there as well. 3. Type of legal transaction that is the subject of this public invitation to tender: The lease contract shall be concluded for the period of 30 years with the tenderer who has submitted the economically most advantageous tender. Under this lease contract the most advantageous tenderer shall take over the operation of Maribor Airport as well, under conditions that apply for precise instrumental precision landing of Cat. I at least and Cat. VII fire/rescue service or Cat. VII fire/rescue service with an announcement of the foreseen aircraft landing (but not earlier than 24 hours before the landing). 4. Tender guarantee: Tenderers must provide a tender guarantee of EUR 70,000 when submitting their tender. The tender guarantee shall be valid at least one day after the tender validity period expires. The guarantee shall be in accordance with the sample in the tender dossier. A detailed description of other guarantees is available in the tender documents. 5. Conditions under which the interested parties may gain additional information: Instructions to tenderers and a detailed description of conditions that have to be fulfilled by the tenant are clearly defined in the tender dossier, which is available to all potential tenants on the website of the Ministry of Transport www.mzp.gov.si. The documents may be obtained free of charge. All potential tenants are obliged to inspect the immovable properties, which are to be leased. The landlord shall organize a site visit for all tenderers on 8 October 2010 at 10h00 at the location of Maribor Airport. For any potential tenants, who have objective reasons for not participating in the visit on that day, the landlord shall organise an additional visit at a later date. 6. Terms and conditions for the submission of tenders by concerned tenderers or elements that shall be included in the tender, as well as an indication, whether or not additional negotiations will take place after the tenders are received from tenderers: Shown in the tender dossier. The landlord reserves the right to carry out further negotiations with potential tenants after receiving their tenders. The landlord also reserves the right not to conclude the lease contract with any of the tenderers. 7. Any restrictions set by the operator with regard to the lease procedure: Restrictions on the property, which affect the situation of the tenant as well: 1. The real estates on land parcels Nos. 190/1, 179/1, 185/1, all in the Orehova vas cadastral area, are subject to servitude of construction of a radio base station for mobile communication in favour of Mobitel d.d. 2. In the immediate area of the airport (inside the fence) there is also land that is owned either by third persons or by the Republic of Slovenia, but will not be the subject of the lease in this contract; this land shall be used or disposed of by the owners independently from the awarding of the long-term lease under this contract; the tenant shall be explicitly informed of the mentioned matter with the contract and shall be obliged to permit such use of land by third persons. 3. Letalski center Maribor (hereinafter referred to as Maribor Aviation Centre) has the right to use the grass runway for its activities, free of charge, as well as the concrete runway in case of carrying out any non-commercial sports activities; according to this, a part of the strip shall be given into joint use to the tenant and Maribor Aviation Centre; the tenant shall conclude an operative agreement with Maribor Aviation Centre. 4.  On some real estates there are buildings of air navigation services; these objects shall remain under the ownership or management of the SLOVENIA CONTROL, Slovenian Air Navigation Services, Limited or of the Environmental Agency of the Republic of Slovenia, and the selected tenant is obliged to allow access to and to maintain the land on which the buildings are located. 5. access to the airport and visitors` parking shall be arranged over real estate lot no. 197, k.o. Orehova vas, which is the property of the company Aerodrom Maribor d.o.o. The Ministry of Transport, in order to provide access to the airport and visitors` parking, at least in the initial phase of lease of the airport infrastructure, has agreed with the company Aerodrom Maribor d.o.o., or its owner the company Prevent Global d.d., that Aerodrom Maribor d.o.o. will conclude with the chosen tenant an agreement on the lease of access and parking areas within the complex of Edvard Rusjan Airport Maribor, until such time as relations between the Republic of Slovenia and the company Aerodrom Maribor d.o.o. are regulated, but at most until 24. 12. 2010. The period cannot for the moment be extended because the owner, Aerodrom Maribor d.o.o., has not agreed to this. During this time, the tenant shall pay to the company Aerodrom Maribor d.o.o., rental that shall be determined in the same manner as applies for land of the Republic of Slovenia and the Municipality of Hoče – Slivnica, whereby a value of 558,408.00 EUR (45.00 EUR/m2) shall be respected as the assessed value of the land. The chosen tenant must then, not later than 2 weeks prior to the termination of the agreement between the Republic of Slovenia and Aerodrom Maribor d.o.o., himself conclude an agreement on the use of real estate lot no. 197, k.o. Orehova vas. Insofar as an agreement on access to the airport is not concluded by the aforementioned deadline from the commencement of negotiations referred to in the previous paragraph, the tenant and the Republic of Slovenia shall enter into a search for alternative access to the airport (among which is also a new temporary solution). Insofar as an agreement on the arrangement of alternative access to the airport is not concluded, or the Republic of Slovenia does not offer the tenant alternative access to the airport by 31. 1. 2011, the Contract shall be annulled without negative consequences to either of the Contracting Parties, except that in such a case the tenant shall be obliged during this period of the lease to pay for each completed month of the lease rental of 39,749.97 EUR (one twelfth of 476,999.65 EUR, which is the annual level of depreciation of the facilities, installations and moveable fittings). Other limitations are shown in the contract, which is an integral part of the tender dossier. 8. Type and due date of rent payment: The rent is divided into rent for the land and rent for facilities, installations and movable equipment of the airport infrastructure, owned by the Republic of Slovenia. The tenant shall pay rent to the Hoče – Slivnica municipality as well. The tenant shall also pay rent to Aerodrom Maribor d.o.o., under the Agreement on the lease of access and parking areas on the premisses of Maribor Edvard Rusjan Airport. The initial or the starting rent shall be calculated as specified hereafter. A) Initial rent for the land: The rent is charged on an annual basis. The rent for the land that is leased to the tenant under a lease contract is charged at the rate of the capital gain, which was offered in the tender of the tenant who was selected as the most advantageous one. When determining the amount of the capital gain, it needs to be considered, that this shall amount to 11% at least. When calculating the rent amount, the estimated value of land in the current year shall be taken into account. B) Initial rent for facilities, installations and movable equipment of the airport infrastructure: The rent is charged on an annual basis, considering the book value and the annual depreciation of facilities, installations and movable equipment of the airport infrastructure. The rent is charged at the annual depreciation rate, increased for the capital gain on the book value, which was offered in the tender of the tenant who was selected as the most advantageous one. When determining the amount of the capital gain, it needs to be considered, that this shall amount to 11% at least. When calculating the rent amount for the current year, the amount of annual depreciation of facilities, installations and movable equipment of the airport infrastructure in the previous year and the book value of the current year shall be taken into consideration. The rent shall be reconciliated on an annual basis according to the estimated value of the land and to the book value, as well as to the depreciation of facilities, installations and movable equipment of the airport infrastructure. The rent shall be payed for the current year (Y) and in two instalments, so that the first instalment in the amount of 50% of the rent is due on the first day of the 9. month in the current lease year (Y) and the second instalment in the amount of 50% of the rent is due on the first day of the third month in the next lease year (Y+1). 9. Deadline for submission of tenders: Tenders must be submitted in writing in the prescribed form, as defined in the tender documentation. Tenders may be submitted by a registered letter or in person at the registry to the following address: Ministrstvo za promet, Langusova ulica 4, 1000 Ljubljana. Only those tenders will be considered, that will arrive (regardless of any postal rules) at the above specified address until inclusive on 18 October 2010 at 15h00. Tenders will be opened in public on 21 October 2010 at 9h00 at the following address: Ministrstvo za promet, Langusova ulica 4, 1000 Ljubljana, in room 601. Representatives of tenderers – of legal entities, who will attend the public opening of tenders, must submit a written authorization regarding participation in the public opening of tenders to the commission, before the opening of tenders begins. Tenants – individuals, who will attend the public opening of tenders, must present a photo ID issued by a state authority to the commission, before the opening of tenders begins. 10. Tender validity: Tenders must remain valid at least for a period of 90 days after the deadline for the submission of tenders. 11. Contact persons: Ministrstvo za promet, Langusova ulica 4, SI – 1535 Ljubljana, Mr. Jožef Slana, e-mail: jozef.slana@gov.si and Mrs. Mariji Šeme Irman, e-mail: marija.seme@gov.si. 12. Any other conditions: Conditions, that have to be fulfilled by each tenant 1. The tenant may be a legal or natural person. A tenant must be properly registered for the performance of activities under the standard classification of activities. Notice: 1. The tenant of the airport shall also be the manager or operator of the airport. As the operation of an airport requires a special operating licence, the tenderers must be aware, that in accordance with regulations of the Republic of Slovenia (Aviation Act) such an operating licence may be acquired only by a legal entity established in the Republic of Slovenia, therefore foreign tenders need to register in the Republic of Slovenia to submit their offer with a partner who is registered under the laws of the Republic of Slovenia. The same follows from Regulation (EC) No. 216/2008 of the European Parliament and of the Council of 20 February 2008 on common rules in the field of civil aviation and establishing a European Aviation Safety Agency and repealing Council Directive 91/670/EEC, Regulation (EC) No. 1592/2002 and Directive 2004/36/ES (OJ L No. 79 of 19. 3. 2008, p. 1) as last amended by Regulation (EC) No. 1108/2009 of the European Parliament and of the Council of 21 October 2009 amending Regulation (EC) No. 216/2008 in the field of aerodromes, air traffic management and air navigation services and repealing Directive 2006/23/EC (OJ L No. 309 of 24. 11. 2009, p. 51), because otherwise it is not possible to establish and implement the regulatory control. 2. The operation and management of Maribor Edvard Rusjan Airport must, regardless of ownership and contractual relationships, be provided under regulations in force or applicable in the Republic of Slovenia. 2. In the last five years of the publication of this notice the tenant has not been convicted of an offence associated with his business or of an offence in the sense of criminal association, accepting a bribe in elections (in the case of natural persons), prohibited acceptance of gifts, prohibited giving of gifts, accepting a bribe (in the case of natural persons), giving a bribe, acceptance of gifts for illegal intermediation and giving of gifts for illegal intermediation; fraud, commercial fraud, deception in obtaining a loan or advantages and concealment of financial commitments and fraud affecting the European Communities` financial interests; money laundering; or if the tenant was not issued a final court decision, which prohibits him from carrying out any activity, that is the subject of this contract. 3. The tenant is not involved in a criminal procedure on suspicion of committing an offence of bribing or on suspicion of committing an offence regarding his business. 4. If the tenant is a legal entity, the partners and legitimate representatives of the legal entity may not: – be convicted of an offence associated with his business or of an offence in the sense of criminal association, accepting a bribe in elections (in the case of natural persons), prohibited acceptance of gifts, prohibited giving of gifts, accepting a bribe (in the case of natural persons), giving a bribe, acceptance of gifts for illegal intermediation and giving of gifts for illegal intermediation; fraud, commercial fraud, deception in obtaining a loan or advantages and concealment of financial commitments and fraud affecting the European Communities` financial interests; money laundering – during the last five years of the publication of this notice; or if the tenant was not issued a final court decision, which prohibits him from carrying out any activity, that is the subject of this contract; – involved in a criminal procedure on suspicion of committing an offence of bribing or on suspicion of committing an offence regarding his business. 5. The tenant is not subject to a compulsory settlement, bankruptcy or liquidation procedures or any other procedures, performed with the purpose or effect of the termination of the tenant’s business activities, in accordance with the regulations of the country in which it is established (applies only to legal persons and sole proprietors). 6. The tenant has paid all taxes, fees and other mandatory charges in accordance with the regulations of the country in which it is established. If the tenant`s business is established abroad, then the tenant also has to pay the duties that would need to be settled in the Republic of Slovenia. 7. The tenant shall prepare a management program and a development plan of Maribor Airport, where it will be shown, how he intends to use the leased airport infrastructure and how he plans to operate Maribor Airport. 8. The tenant shall prove, that he has the financial and operational capacity, and in the case of a company this means having a credit rating on the day of issuance of the form S.BON-1/P of SB1 to SB5, and on the day before the drawing of information (S.BON-1/P), or of any other comparable document, issued by a competent authority of the country in which the tenant has established his company; he shall also prove that the company had no unsettled outstanding obligations in the past 6 months. Otherwise the tender will be excluded. 9. The tenant shall present an original unconditional bank statement, showing that the bank would grant him a credit in the amount of a total annual rent offered in the tender, and herewith provide the financing of the first-year lease of the airport infrastructure of Maribor Airport. 10. The tenant shall present an original unconditional bank statement, confirming that he will be issued a bank guarantee at first request for a proper and timely implementation of contractual obligations, in the amount of EUR 500,000 and valid for at least 1 year and 2 months, and that after the expiry of the submitted bank guarantee, a new guarantee with the same content shall be issued. Criteria for selecting the economically most advantageous tenderer The landlord shall award the lease of the object property to the tenderer with an economically most advantageous tender on the basis of the following criteria: Na tem mestu je v objavi uporabljena tabela ali kakšen drug element, ki ni tekst. Takšen element je viden v PDF datoteki! 13. Other warnings of the landlord: 13. 1 The Government of the Republic of Slovenia or the representative of the landlord has the right to terminate the procedure of the real estates lease at any time until the conclusion of the lease contract; participants or potential participants, however, waive the right to require the refunding of costs. 13. 2 The lessor first published the procedure of public call for tenders on 9. 7. 2010 in Official Gazette RS no. 54/2010. Because the procedure commenced on the basis of the public announcement referred to in the previous sentence was unsuccessful, on the basis of the provisions of the Physical Assets of the State, Regions and Municipalities Act, the lessor is repeating the procedure of public collection of tenders. In the intervening time, the actual situation at Maribor Airport has changed, which tenderers must take into account in preparing bids. As follows from Article 15 of the sample contract, the Republic of Slovenia is carrying out investment on reconstruction and enlargement of the existing passenger terminal. During the period of the fresh call for tenders, partial handover of works will probably already have taken place, which will be performed on the basis of Contract no. 2411-09-100044, and the contractor will also take over the existing passenger terminal and start reconstruction in it. Because the exact situation at the moment of publication of this call for tenders is not yet known, the lessor cannot yet adapt the text of the sample contract. Because of the aforementioned, tenderers should place their bids on the basis of the existing sample contract and take into account i that the sample contract will be amended in the part referring to the terminal in order that it is adapted to the actual existing situation. The aforementioned means that, prior to signing the contract in accordance with the manner that is determined in the sample contract, a valuation of the terminal will be carried out, which will be delivered to the selected tenderer. A tenderer should thus state in his bid the percentage of capital yield The final level of rental for the terminal that will be actually handed over to the tenant in lease will be determined on the basis of the valuation or ascertainment of the accounting value of the facility or parts of the facility that will be handed over in lease, and the depreciation, since the accounting value and the depreciation are elements for determining the level of the rental. The accounting value and depreciation will be determined in the same way as for the current terminal in the sample contract.