1. Toll Motorway Program in Poland Marek ROLLA Director of Road Network Department General Directorate of National Roads and Motorways March 2006

2. Motorway Program Polish Toll Motorway Program includes:  A1Motorway:Gdańsk-Toruń-Łódź-Częstochowa- Gliwice-Gorzyczki(Czech Republic border) total length 564 km,  A2 Motorway: Świecko (German border)-Poznań- Warszawa-Siedlce-Kukuryki (Belarusian border) total length 651 km,  A4/A18 Motorway: Zgorzelec/Olszyna (German border)-Wrocław-Opole-Gliwice-Katowice-Kraków- Tarnów-Korczowa (Ukrainian border) total length 779 km.

3. The Act dated 10 th of April 2003 about the detailed rules concerning preparation and realization of investments regarding national roads. The Act dated 27 th of October 1994 about Toll Motorway. The Adjustment to The Act about Toll Motorway and National Road Fund, dated 14 th of November 2003. The Act dated 2 nd July 2004 introducing freedom of economy which changes the Act about Toll Motorway and National Road Fund. The legal base for Program

4. Traditional financing Financed from sources gained by the government: budget sources, PHARE grants, ISPA grants, other EU’s funds, loans from international financing institutions (World Bank, European Investment Bank, European Bank of Reconstruction and Development) Concession financing financed from public - private sources in the proportion respecting the risk and the involvement of each partner. Can be carried out in the BOT, BOO, BOOT, DFBOT systems. Private sector brings its know-how, project management skills what will be occurred in the higher quality and efficiency of the investment. Traditional financing Financed from sources gained by the government: budget sources, PHARE grants, ISPA grants, other EU’s funds, loans from international financing institutions (World Bank, European Investment Bank, European Bank of Reconstruction and Development) Concession financing financed from public - private sources in the proportion respecting the risk and the involvement of each partner. Can be carried out in the BOT, BOO, BOOT, DFBOT systems. Private sector brings its know-how, project management skills what will be occurred in the higher quality and efficiency of the investment. Toll Motorway Financing

5. National Road in Poland - 2005

6. BOT (build, operate, transfer) – builder consortium constructs the motorway, operates and after specified period of time the concessionarie transfers the motorway to the public partner. BOO (build, own, operate) – private partner executes the project of the motorway, within specified period of time performs the function of the administrator and operates the motorway BOOT (build, own, operate, transfer) – private partner executes the motorway project, within specified period of time performs the function of the administrator and operates the motorway. When the concession is terminated the private partner transfers the motorway to the public sector. BOT (build, operate, transfer) – builder consortium constructs the motorway, operates and after specified period of time the concessionarie transfers the motorway to the public partner. BOO (build, own, operate) – private partner executes the project of the motorway, within specified period of time performs the function of the administrator and operates the motorway BOOT (build, own, operate, transfer) – private partner executes the motorway project, within specified period of time performs the function of the administrator and operates the motorway. When the concession is terminated the private partner transfers the motorway to the public sector. Concession financing systems

7. DFBOT (design, finance, build, operate, transfer) – private builder consortium designs, finances, constructs and operates the motorway and transfers to the public sector. Concession financing systems

8. From 1997 up to 2004 private investor (concessionaire) was granted a concession for construction and operation (or only operation) the motorway section The system covers almost all finance methods between completely private financing and traditional financing. Financial sources for the motorway construction (excluding costs of real estate and preparatory works which are financed by the General Directory - GDDKiA) the concessionaire has to gain on its own sphere. Share in the total costs of each partner depends on its risk and its duties in the investment. The whole process of constructing and operating is prepared and executed by the concessionaire on its own risk. Nowadays there are only agreements conceiving with construction and operation of motorways. From 1997 up to 2004 private investor (concessionaire) was granted a concession for construction and operation (or only operation) the motorway section The system covers almost all finance methods between completely private financing and traditional financing. Financial sources for the motorway construction (excluding costs of real estate and preparatory works which are financed by the General Directory - GDDKiA) the concessionaire has to gain on its own sphere. Share in the total costs of each partner depends on its risk and its duties in the investment. The whole process of constructing and operating is prepared and executed by the concessionaire on its own risk. Nowadays there are only agreements conceiving with construction and operation of motorways. Public-Private Partnership

9. Possible sources of financing: sources of the concessionaire (equity or loan for the equity) loans from international financial institutions (EIB, EBRD) drawn by the concessionaire loans from commercial banks drawn by the concessionaire. funds from European Cohesion Fund and from European Regional Development Fund. the State may give guarantee under the loans drawn by the concessionaire financing project from National Road Fund:payment for accessibility and/or shadow tolls. Possible sources of financing: sources of the concessionaire (equity or loan for the equity) loans from international financial institutions (EIB, EBRD) drawn by the concessionaire loans from commercial banks drawn by the concessionaire. funds from European Cohesion Fund and from European Regional Development Fund. the State may give guarantee under the loans drawn by the concessionaire financing project from National Road Fund:payment for accessibility and/or shadow tolls. Public-Private Partnership - Funds

10. National Road Fund – Main Incomes Petroleum Taxation. Vignette tolls Paying Interest on Fund’s sources. Incomes from holding and selling shares. Fees collected by General Directorate. Payments settled up by concessionaires. Incomes from rent buildings purchased in order of running the investments. Fees for specification preliminary tender condition. Loans drawn on behalf of National Road Fund. Incomes from fine papers. Incomes from obligations emitted on behalf National Road Fund by National Economy Bank (BGK).

11. National Road Fund – Main Purposes Co-financing of real estate acquisition, preparing of investment process, rebuilding process, renovation, maintenance and road investments protection Setting up payments for private partners in order carrying up duties definited in concession agreements, for instance: a. Recovering of costs conceiving with keeping uninterrupted accessibility to motorway, its maintenance and serviceability b. Changeable payment depended on definited conditions execution by concessionaire/ private partners c. Allowances to cover actual financial deficiency in title of motorway exploitation in order keeping financial liquidity in payments settled up in conceiving with motorway investment process

12. The basic tasks for private partner: Collecting financial sources for the construction and undertaking operating of the motorway Preparing technical documentation required to undertake the motorway construction, obtaining permission for the construction and other arrangements required by particular regulations Screening and monitoring technical- building and exploitation regulations concerning motorways, environment protection and relics protection Keeping the timing of the investment process Maintaining the motorway according to standards specified in the law and in the agreement as well

13. Making possible to the General Director of National Roads and Motorways accomplishing, in the discretional period of time, controlling of the construction and operation of the motorway as well as submitting data and documents in this respect Maintenance of the motorway by conducting regular repairs and modernization works The tolls collection Traffic safety management by elaborating rescue service and controlling the technical condition of the motorway Making possible to the General Director of National Roads and Motorways accomplishing, in the discretional period of time, controlling of the construction and operation of the motorway as well as submitting data and documents in this respect Maintenance of the motorway by conducting regular repairs and modernization works The tolls collection Traffic safety management by elaborating rescue service and controlling the technical condition of the motorway The basic tasks for concessionaries:

14. Motorway Projects Implementation

15. Concessions already issued  A1 Motorway, Gdańsk - Toruń section, 152 km long  A2 Motorway, Świecko – Konin section, 255 km long  A4 Motorway, Katowice-Kraków section, 61 km long

16. A1 Motorway Gdańsk - Toruń Basic Data  Total length 151,9 km  The concession issued on 25 August 1997  Concession period - 42 years  Concessionaire – Gdańsk Transport Company S.A.  Concession Agreement - initiated on 14 August 2002 signed on 31 August 2004  Total transaction costs aprox. 700 mln EUR  Financial structure: - equity5% - commercial credits 20% - EIB credit 75%  The guarantees of State Treasury required The cancelation 62,4km section Nowe Marzy – Toruń on 10 March 2006

17. A1 Motorway Gdańsk - Toruń Milestone part I 25 August 1997 Issue of Concession 14 August 2002Preliminary sign of Draft Concession Agreement March 2002 Parliament rejects the project of the Law on National Roads August 2003Government decides to continue the negotiations with GTC based on the Draft Concession Agreement 21-22 January 2004 Negotiation sessions with GTC

18. A1 Motorway Gdańsk - Toruń Milestone part II 24 February 2004 GTC new price proposal (design and construction (EPC) price reduced to EUR 530 million) 4 March 2004Submission to GTC a letter on further reduction of the EPC price 31 August 2004 Sign of Concession Agreement October 2004Financial Model Negotiations 3 December 2004Completion of negotiations of annexes to agreements Commencement of negotiations on Phase II Grudziądz-Toruń 21 January 2005Memorandum of understanding on Phase II signed by Minister and GTC

19. A2 Motorway Świecko - Konin ConcessionaireAutostrada Wielkopolska S.A. Concession period40 years ( up to 2037) Scope of works First Financing Segment ( Nowy Tomyśl- Konin, 136 km length) execution and exploitation by Concessionaire, Poznań Bypass (13 km length) execution by State, exploitation by Concessionaire, Second Financing Segment (Świecko- NowyTomyśl 106 km length ) execution and exploitation by Concessionaire Full Cost of 1st Segment875 million EURO Design and Construction Works (lump-sum) 652 million EURO Basic Data

20. A2 Motorway Świecko - Konin 10 March 1997 Issue of Concession 12 September 1997Concession Agreement (first version) July 1998 Annex No.1 to Concession Agreement excluding Poznań Bypass from Concessionaire scope of work 29 October 1999Annex No.2 to Concession Agreement establishing final terms of the realization 30 October 2000Financial Closing Milestone part I

21. A2 Motorway Świecko - Konin July 2001 Commencement of the work for First Financing Segment (Nowy Tomyśl-Konin, 136 km length) 21 December 2002Start of operation for First Section (Września-Konin, 48 km length) 6 January 2003 Introduction of tolls for First Section 12 September 2003Completion of Poznań Bypass, executed by State and transfer to Concessionaire for exploitation Milestone part II

22. 27 November 2003Commencement of operation the Second Section (Poznań-Września,37.5 km length) 1 December 2003Introduction of tolls for passage through the Second Section (Poznań-Września, 37.5 km length+13 km length of Bypass = 50.5 km) 27 October 2004 Start of operation for the Third Section Section (Nowy Tomyśl-Poznań, 50km length). 3 November 2004 Indtroduction of tolls (Nowy Tomyśl- Poznań, 50km length) 27 November 2003Commencement of operation the Second Section (Poznań-Września,37.5 km length) 1 December 2003Introduction of tolls for passage through the Second Section (Poznań-Września, 37.5 km length+13 km length of Bypass = 50.5 km) 27 October 2004 Start of operation for the Third Section Section (Nowy Tomyśl-Poznań, 50km length). 3 November 2004 Indtroduction of tolls (Nowy Tomyśl- Poznań, 50km length) Milestone part III A2 Motorway Świecko - Konin

23. Second Financing Segment (Świecko-Nowy Tomyśl, 104,5 km length)  The negotiations have been resumed  Private partner presented the proposal of common financing of Segment I and II. This proposal is taken into account with participation of EBI and Department of Finance.  Commencement of works foreseen in 2007  Completion of the Second Financing Segment is predicted up to the end of 2009 To be executed next

24. Basic data  Total length 61 km  The concession issued on 15 of March 1997  Concession period 30 years  Concessionaire – Stalexport S.A. since 28 July 2004 Stalexport Autostrada Małopolska S.A.  Concession Agreement – signed on 19 of September 1997  Construction capital costs: - Phase I 109 mln PLZ - Phase II(a)126 mln PLZ - Phase II(b)139 mln PLZ A4 Motorway Katowice - Kraków

25. Total costs of completed Phase I  Construction of toll collection system: Toll Collection Point in Brzęczkowice Toll Collection Point in Balice  Introduction of Motorway Maintenance Plaza in Brzęczkowice  Construction of telecommunication and traffic management and emergency call system  Implementation of traffic safety system  Closing of „Jeleń” interchange Total 108,6 MPLZ

26. A4 Motorway Wrocław - Katowice  Wrocław - Kleszczów already constructed - traditional system - 144 km long  Total existing motorway construction costs - 1 833 mln PLZ  Expected GDDKiA toll system  Total length - 187 km

27. Tolls and Traffic on A2 and A4 Present Status A2 cars 3 x 11 PLZ, trucks 3 x 63 PLZ ADT 7,000 – 15,000 vehicles per day in 2005 A4 cars 2 x 6.5PLZ, trucks 2 x 24.5PLZ ADT 21,000 vehicles per day in 2005 ADT 17,000 vehicles per day in 2001

28. Further PPP projects A2 Motorway, Konin– Stryków sect., 94.5 km length, operation only A2 Motorway, Stryków- Konotopa sect., 104.5 km length A1 Motorway, Stryków –Pyrzowice sect., 188.5 km length A4 Motorway, Kraków- Tarnów sect., 60 km length agreements for construction and/or operation&maintenance planned to be issued on 2006/2007