1. 1 concept
BT is the abbreviation of English Build and Transfer, which means? Construction-handover? It is a financing method for the government to use non-government funds to carry out non-operating infrastructure construction projects. BT mode is a transformation form of BOT mode, which refers to the process that the project company hands over the operation of the project to the owner after general contracting, financing and construction acceptance, and the owner pays the investor the total investment of the project plus a reasonable return. At present, adopting BT mode to raise construction funds has become a new project financing mode.
1.2 background
With the rapid development of China's economic construction and the implementation of national macro-control policies, the monetary compression of infrastructure investment has been hit unprecedented, and how to raise construction funds has become the key to restrict infrastructure construction. There are major defects in the original investment and financing pattern. Financial capital, industrial capital, construction enterprises and their related markets are artificially blocked to a great extent, and there is no effective closed management of funds, and risks and benefits are asymmetrically shared. Financial institutions, developers and construction enterprises cannot form an organic circular closed body with projects as the core, lacking complementary advantages and rational flow and utilization of resources. In 2004, the State Council promulgated the State Council's Decision on Investment System Reform (Guo Fa [2004] No.20), which clearly stipulated? Relax the field of social capital investment and allow social capital to enter industries and fields that are not prohibited by laws and regulations such as infrastructure and public utilities? ,? Governments at all levels should create conditions and use various forms such as franchising and investment subsidies to attract social capital to participate in public welfare undertakings and public infrastructure construction with reasonable returns and certain investment recovery capacity? . This policy background is an important factor in the development of BT model.
1.3 the significance of developing BT mode
The role of BT mode is obvious, mainly in the following four aspects:
First, through BT, the future fiscal revenue will be immediate, expanding domestic demand and stimulating local economic growth; By attracting social capital, guiding private capital to invest rationally and improving the efficiency of capital utilization; Second, the BT model can alleviate the temporary shortage of local government financial funds. Because of the characteristics of public goods, large demand for funds and long payback period of government projects, the temporary shortage of financial funds is inevitable for projects that must be built with financial funds, and the phased repurchase of BT model is an effective way to make up for the shortage of financial funds. Third, the government's strong credit ability provides investors, financial institutions and engineering contracting companies with stable and reliable income expectations; Fourth, optimize the allocation of resources, rationally disperse risks, BT projects have huge investment, long construction period, introduce social capital, and share risks and gain benefits.
Characteristics of 1.4 BT mode
1.4. 1 BT mode is only applicable to non-profit government infrastructure projects.
1.4.2 The funds used by the government are non-government funds and are financed by investors. The financing funds can be banks, other financial institutions or private, foreign or domestic.
1.4.3 BT mode is just a new investment and financing mode, and the focus of BT mode is stage B.
1.4.4 at the time of handover, the investor did not operate after the completion of the project to obtain operating income.
1.4.5 The government shall pay the total price agreed in the contract to the investors in installments.
Operation mode of 2 BT
2. 1 mode theme
Three subjects in BT mode:
2. 1. 1 project owner. Refers to the institution or company designated by the government of the country where the project is located and its subordinate departments, also known as the project sponsor. Responsible for the bidding of the project construction concession. In the process of project financing construction, the owner does not legally own the project, but gives the project a certain amount of ancillary loans or loan guarantees as support for project construction, development and financing. After the project is completed and handed over, it will have the ownership and management right of the project.
2. 1.2 BT invests in the construction party. BT party obtains the concession of project construction from the government of the country where the project is located through bidding. Responsible for providing funds and technology needed for project construction, arranging financing and organizing project construction, and taking corresponding project risks. Through bidding, corresponding design units, construction units, supervision units, equipment and raw material suppliers will be produced.
2. 1.3 loan bank or other relevant units. Financing channels play a very important role in BT mode. The financing channels of the project are generally investors' own assets, syndicated loans and government policy loans. The conditions of the loan generally depend on the economic benefits of the project itself, the management ability and capital status of the BT party, and the preferential policies provided by the government for the project investors.
2.2 Operation process
2.2. 1 project determination stage: the government establishes the project and completes the project construction documents, feasibility study, planning approval, etc.
2.2.2 Pre-project preparation stage: the government determines the financing method, the time and quantity requirements of the loan amount, the plan and arrangement of fund repayment, etc.
2.2.3 Project contract determination stage: the government determines the investor and negotiates the rights and obligations of both parties.
2.2.4 Project construction stage: All parties involved shall exercise their rights and perform their obligations according to the requirements of BT contract.
2.2.5 Project handover stage: Upon completion and acceptance, the investor will be paid to the government after the contract expires, and the government will repay the financing and construction expenses of the investor in installments according to the agreed total price.
Risk and risk avoidance of 3 BT model
3. 1 risk
With the reform of investment and financing system in the field of engineering construction in China, more and more engineering projects, especially infrastructure projects, have begun to adopt BT mode for construction. In practice, due to the lack of understanding of BT mode in the whole industry, the relevant legislative work is still in the exploratory stage, which leads to many problems without evidence to follow and frequent abuse of BT mode. Some are in the name of BT, some are only the repayment promise issued by the tender unit, without any substantial guarantee, and some obviously violate the basic construction procedures in terms of land use, project establishment and planning, and so on. This kind of illegal behavior has brought great risks to the construction enterprises involved in BT projects. Higher risks, such as political risks, natural risks, social risks and technical risks; Need to strengthen the ability of risk management, the biggest risk is whether the government's debt repayment is carried out in accordance with the contract; It is difficult to determine the safe and reasonable profit and the agreed total price. 3.2 Risk Avoidance of Construction Enterprises
BT system evolved from BOT (Build-Operate-Transfer). BT project, as an investment method, also has the fundamental characteristics of BOT project. As the investor of BT project, construction enterprises should not only fix their rights through their legal status as the project construction unit, but also set up effective guarantees to ensure the recovery of their investment funds and the corresponding return on investment on time. In view of this, for those construction enterprises that are interested in improving their competitiveness through BT mode, the following points should be noted before and after they set foot in BT projects.
First, it is necessary to deeply analyze the relevant bidding documents, determine the authenticity of the BT project, and guard against the possible risks brought by the fake BT model.
Second, actively carry out research on BT projects, including the legitimacy of the project and the prediction of the project operation prospect.
Third, pay attention to the review of the repurchase guarantee of the bidder in the BT project to ensure the effectiveness and feasibility of the guarantee scheme.
Fourthly, in practice, the relevant departments should take the initiative to correct the practice of going through the corresponding procedures according to the general contracting of the project because they don't understand the BT mode, so as to avoid improper registration methods, reduce the protection of contractors and increase investment risks.
Fifth, pay attention to the contract signing management and performance management of BT projects. You can hire professional lawyers to check the whole process and actively guard against possible legal risks in a long construction period.
BT is a new thing in China, because it has a short birth time and little experience. Therefore, it is the most basic and important to have clear legal protection of contracts. At the same time, in management, the government's power to determine the project investment budget and design scheme, project quality inspection and financial audit is legally determined. However, at present, there is no special legislation on BT in China, and the pace of legislation should be accelerated.
Problems existing in 4 BT mode
4. 1 Lack of legal environment
At present, there are no laws related to BT or BOT, and there is no contract text for reference. The repurchase agreement and financing guarantee involved in BT mode are also not supported by legal provisions.
4.2 vague definition of property rights during the construction period
Is there a contract between the owner and BT? Repurchase agreement? That is, when the project is handed over, it belongs to the nature of repurchase. Therefore, it is difficult to define whether the property right of the project belongs to the BT party or the owner during the period after the contract is signed and before the project is handed over.
4.3 The negotiation of project activities takes a long time and consumes a lot.
Most BT projects have no precedent to follow, and it takes a long time for sponsors (BT parties) and government agencies to make clear their wishes. When it comes to how to share risks in the project, it is often difficult for both parties to reach a consensus in the negotiations.
4.4 There are many links involved and the cost is high.
BT-related project preparation, bidding, negotiation, construction contract signing, handover, repurchase and other stages. BT model involves government permission, examination and approval, loan guarantee and other links. The operation is difficult and there are many artificial obstacles, and the financing cost will also rise sharply because of the increase of intermediate links.
4.5 There are many stakeholders in the project, and it is difficult to coordinate and communicate.
In BT mode, there are many stakeholders involved in the project, and many participants harm the whole project for their personal interests. For example, under the premise of ensuring quality, BT hopes that the lower the quotation of the construction contractor is, the better, and the construction contractor should ensure its own minimum profit standard and adopt corresponding strategies that are not conducive to BT.
4.6 Financing supervision is difficult and capital risk is high.
At present, there are no corresponding laws and regulations on BT mode in China, and the particularity and complexity of legal relationship and contractual relationship in BT mode bring difficulties to financing supervision. For example, the syndicate is guaranteed by the full payment of the government or government agencies, rather than the mortgage issued by the BT party, so it is difficult to define the future responsible subject.
4.7 The subcontracting phenomenon is serious, and the quality is difficult to guarantee.
Because the owner only has direct business relationship with BT, the project implementation may be detailed, leading to serious subcontracting; BT, for its own benefit, has problems in construction standards, changes and construction progress, which makes the quality of the project not guaranteed. The professional consulting company hired by the owner may also have moral hazard and has not played a substantive role.
4.8 Lack of application premise and increased policy risk.
The premise of the establishment of BT project is the real growth of government revenue in the future. However, when the growth of local government revenue cannot support BT project, BT project is an act of blindly expanding the scale of fixed assets investment, which disrupts the macro-construction environment of the country, and at the same time greatly damages the economic interests of investors and destroys the market order and environment. Pacific Construction Group took advantage of this. When the government or government agencies were unable to pay, they took the opportunity to buy local state-owned enterprises, which led to the loss of state-owned assets. In the future, the BT model may be suppressed by policies, which also increased the policy risk of the BT model.
Five engineering examples
5. 1 project overview
Bridge project, with a total length of about 4.718km; Among them, the road is about 2.93 km long, the tunnel is about 0.45 km long, and the bridge is about 1.338km long. The whole line is built according to the technical standard of first-class highway. The design driving speed is 80km/h, the subgrade width is 75m, the bridge adopts two-way four lanes, the deck width is 22.5m, the tunnel adopts separated two-way six lanes, and the tunnel section width is 2? 17.5m. Construction, handover and warranty of construction and installation works within the scope of this project. The project cost is 553.97 million yuan, and the total investment construction period is 62 months (including three stages: (1) the construction preparation period is 2 months; (2) The construction period is 36 months; (3) The liability period for quality defects is 24 months from the date of employment. )
5.2 Calculation method of return on investment and interest
Calculation of return on investment profit
Return on investment profit includes return on investment profit in construction period and return on investment profit in repurchase period. The calculation formula is as follows:
V = feet *5%
Where: v-total profit of investment return from accumulation to calculation period.
T—— If there is no repurchase in advance during the construction period, T shall be counted from the second year; If it is repurchased in advance during the construction period, t shall be calculated from 1 year.
FT—— Total accumulated investment from commencement to the t year. If there is no repurchase in advance during the construction period, the F value is the total accumulated investment from the start of construction to the end of each year confirmed by both parties; In case of repurchase in advance during the construction period, the F value is the balance after deducting the repurchase money paid by Party A from the total accumulated investment confirmed by both parties from the start of construction to the end of each year, but the part that has not calculated the return on investment shall not be deducted because of the repurchase money paid in advance.
N- calculation period. According to the annual value from the time starting point of the investment output value of the current year to the time point of calculating the return.
5%- annual return on investment.
If the project starts on May 1 1 and ends on April 30th, 20 12, the total investment in the first year of the construction period will be 400 million yuan, and the total investment in the second year of the construction period will be 300 million yuan from May 12 to April 30th, 20 13. 1, the total investment in the third year of the construction period from May 2065438 to April 30, 20 14 is 350 million yuan (whether the output value of the above quarters is equivalent or not), and the project was handed over for acceptance in May 14. The calculation is as follows: (1) No early repurchase mode.
It is assumed that during the repurchase period, the repurchase money will be paid in three equal intervals of one year according to the accumulated total investment, and the return on investment will not be calculated in the first year. The total return on investment is as follows:
V=(4+3)？ 5%+(4+3+3.5)? 5%+(4+3+3.5-3.5)? 5%+(4+3+3.5-7)? 5% = 65438+40 million yuan
(2) early repurchase mode
On May, 2065438, Party A made the first repurchase and paid 700 million yuan. During the repurchase period on May 3, 20 14, Party A paid 350 million yuan. The total return on investment is as follows:
V=4？ 5%+(4+3)? 5%+(4+3+3.5-7)? 5%+3.5? 5%? (30/365) = 73.94 million yuan
5.2.2 Calculation of interest on funds
Interest is calculated according to the actual invested capital and investment time, in which the interest of construction and installation engineering fees is calculated according to the loan interest rate multiplied by the quarterly output value confirmed by Party A, Party B and the supervisor and the time from the middle of the quarter to the interest-bearing date. The formula is as follows:
I=Ft[( 1+i)t- 1]
Where: I- accumulated interest up to the interest date.
Ft-the total investment output value confirmed at a certain point in T year.
I- benchmark loan interest rate (if the interest paid by Party A in the current year is a single loan interest rate, otherwise it is a compound interest loan interest rate).
N- calculation period.
For example, on June 30th, 20 1 1 year, we paid 200 million yuan for the demolition, and the output value of construction and installation projects in the second quarter of 20 1 1 500 million yuan (the investment point is from 20 1 1) July 20 1 year/July 31year is the interest-bearing date, the annual benchmark interest rate of the loan is tentatively set at 5.4%, the interest-bearing period of the first installment is 2 years, and the interest-bearing period of the second installment is 2.2 164, so the interest of these two installments is:
I=2？ [( 1+0.054)2- 1]+ 1.5? [(1+0.054) 2.2164-1] = RMB 407.2 million.
6 conclusion