Union Place, Worthing - commercial joint venture agreement including conditional transfer of land to enable residential-led, mixed-use development as a two-phase scheme. (Великобритания (Англия, Шотландия, Уэльс) - Тендер #47237660)

Print or Save this Notice Download PDF Download HTML Download XML

Voluntary ex ante transparency notice

Directive 2014/24/EU

Section I: Contracting entity

I.1) Name and addresses

WORTHING BOROUGH COUNCIL

Portland House,44 Richmond Road

WORTHING

BN111HS

UK

Contact person: Procurement Team

Telephone: +44 1903221454

E-mail: procurement@adur-worthing.gov.uk

NUTS: UKJ27

Internet address(es)

Main address: https://www.adur-worthing.gov.uk/

I.4) Type of the contracting authority

Regional or local authority

I.5) Main activity

Housing and community amenities

Section II: Object

II.1) Scope of the procurement

II.1.1) Title

Union Place, Worthing - commercial joint venture agreement including conditional transfer of land to enable residential-led, mixed-use development as a two-phase scheme.

II.1.2) Main CPV code

70111000

II.1.3) Type of contract

Services

II.1.4) Short description

The Contracting Authority (CA) proposes to enter into a limited liability partnership (or other similar joint venture) (JVA) agreement with Roffey Homes Limited (JVPartner), under which both parties will establish and become members of a limited liability partnership (LLP). The Contracting Authority proposes to transfer land into the LLP. Subject to satisfactory planning permission for residential-led, mixed use development having been obtained, and to satisfying certain conditions precedent, and if JVPartner carries out the development, the LLP will dispose of/sell the developed land, and distribute the resulting sales proceeds in accordance with the LLP members" agreement.

II.1.6) Information about lots

This contract is divided into lots: No

II.1.7) Total value of the procurement

Value excluding VAT: 52 000 000.00 GBP

II.2) Description

II.2.2) Additional CPV code(s)

45000000

70120000

II.2.3) Place of performance

NUTS code:

UKK

II.2.4) Description of the procurement

The JVA will regulate proposed joint ownership of the LLP by CA and Roffey (JVPartner). JVPartner is seeking planning permission for a residential led mixed-use, phased development. CA-owned land at Union Place, Worthing, will transfer to LLP, which (potentially through CA) will also acquire third party Union Place land (CA and third party land together "the Site"). JVPartner may contribute capital, and potentially debt funding, to LLP (CA might also do this), which may also raise third party debt funding. JVPartner doesn"t have to do works for/provide services to CA or LLP. In some circumstances if JVPartner doesn"t satisfy conditions precedent to enable development, or doesn"t develop in a timeframe, CA can acquire JVPartner""s share in the LLP, on agreed terms. JVA will provide, if JVPartner develops the Site, for the Site properties to be sold/disposed of, receipts being distributed between CA and JVPartner.

II.2.11) Information about options

Options: No

II.2.13) Information about European Union funds

The procurement is related to a project and/or programme financed by European Union funds: No

Section IV: Procedure

IV.1) Description

IV.1.1) Type of procedure

Award of a contract without prior publication of a call for competition

Justification for selected award procedure:

The procurement falls outside the scope of application of the Directive

Explanation:

CA proposes entering into a joint venture LLP agreement (JVA) with Roffey Homes Limited ("JVP"), regulating proposed joint ownership by CA and JVP of a limited liability partnership (LLP). CA will transfer its land at Union Place, Worthing to LLP, which will also acquire third party-owned Union Place land (CA and third party-owned land together being "the Site"). The CA land will be transferred in Phases; Phase 1 at JVA outset or after planning consent obtained, Phase 2 later, after satisfying conditions precedent ("CP"s") (planning consent for development having first been obtained). JVP contributes capital, and potentially debt funding, to LLP (CA might also do this). LLP will raise third party debt funding. It is expected that (so far as not already obtained) JVP will apply for planning permission for a residential mixed-use, phased Site development. CA will use reasonable endeavours to get vacant possession of parts of Site, as needed for development. JVA will provide, if JVP develops the Site, for Site properties to be sold/disposed of, receipts distributed between CA and JVP.

If satisfactory planning consent has not previously been/is not granted/CP"s aren"t satisfied, or either party decides not to proceed with the development, the CA or the JVP may terminate JVA, CA bearing part of JVP"s abortive costs, but acquiring JVP"s LLP share. If JVA is terminated after satisfactory planning permission is obtained, CA may (itself, or through LLP/a third party) proceed with development, subject to offering JVP a first refusal right on previous JVA terms. If CA and JVP are "deadlocked", ie. can"t agree certain matters, either party can buy the other out on agreed terms.

On JVPs insolvency, or if development isn"t carried out in a certain way/by milestones, CA can terminate JVA, with rights to acquire JVP"s share of LLP on an agreed basis, and to continue with development or sell, subject to any senior debt funder of LLP exercising step-in rights.

JVP will enter into a building contract with its sister company (building contractor), under which the building contractor contracts with JVP to develop the Site at LLP"s cost. However, neither JVP nor building contractor have obligations to CA or LLP to carry out development/other works, or to provide any services (unless JVP carries out the development).

For these reasons, CA considers that JVA does not constitute a public contract under the Public Contracts Regulations 2015, but is an exempt land transaction.

IV.1.8) Information about Government Procurement Agreement (GPA)

The procurement is covered by the Government Procurement Agreement: No

Section V: Award of contract/concession

V.2 Award of contract/concession

V.2.1) Date of conclusion of the contract/concession

14/03/2023

V.2.2) Information about tenders

The contract has been awarded to a group of economic operators: No

V.2.3) Name and address of the contractor

Roffey Homes Limited

00657938

Worthing

Bn11 1qr

UK

NUTS: UKK

The contractor is an SME: Yes

V.2.4) Information on value of the concession and main financing terms (excluding VAT)

Initial estimated total value of the contract/lot/concession: 52 000 000.00 GBP

Total value of the concession/lot: 52 000 000.00 GBP

V.2.5) Information about subcontracting

The contract/concession is likely to be subcontracted

Short description of the part of the contract to be subcontracted:

JVP anticipates entering into a building contract with its sister company, Westbrooke Developments Limited, (contractor), under which the contractor contracts with JVP to develop the Site at LLP"s cost. However, neither the JV Partner nor the contractor are obliged to the contracting authority or LLP to carry out development/ or to provide any services (unless JVP does the development).

Section VI: Complementary information

VI.4) Procedures for review

VI.4.1) Review body

Royal Courts of Justice

London

XC2A 2LL

UK

Telephone: +44 2079476000

VI.4.3) Review procedure

Precise information on deadline(s) for review procedures:

In accordance with Regulations 88 - 104 (Applications to the Court) of the Public Contracts Regulations 2015 (as amended). Proceedings under the Public Contracts Regulations 2015 are time limited, and any such proceedings must be brought in the High Court of England and Wales.

VI.5) Date of dispatch of this notice

16/10/2023

Information added to the notice since publication.

Additional information added to the notice since it"s publication.

Commodity Categories

Commodity Categories

Delivery Locations

Delivery Locations

Alert Region Restrictions

The buyer has restricted the alert for this notice to suppliers based in the following regions.

Alert Region Restrictions

Источник закупки

Перейти

Импорт - Экспорт по стране Великобритания (Англия, Шотландия, Уэльс)