request for proposal-hr - bank of baroda, india's...

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Appointment of Consultant for implementation of an Integrated HR Framework in the Bank

REQUEST FOR PROPOSAL (RFP)

FOR APPOINTMENT OF CONSULTANT FOR IMPLEMENTATION OF

AN INTEGRATED HR FRAMEWORK IN THE BANK

Reference No. BCC: HRM: RFP: 103/ 5295

Bank of Baroda, Baroda Corporate Centre, C-26, Block, Bandra Kurla Complex Bandra (East), Mumbai - 400 051.

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Important Dates:

1. Issuance of RFP Document by Bank 28.04.2011 2. Last Date of Submission of Bids /

responses by the Bidder: 18.05.2011

Important definitions / clarifications :

• “Bank” means Bank of Baroda (Overseas operations \ International, Indian subsidiaries, Associate banks & Regional Rural Banks are excluded)

• “BCC” means Baroda Corporate Centre

• “Recipient”, “Respondent” and “Bidder” means respondent to the RFP document.

• “Branch” and “Branches” means any office/branch of the Bank where employees of the Bank are posted.

• “RFP” means this RFP document

• Words “Technical Consultant” and “Consultant” carry the same meaning.

• Selected Bidder and Bank shall be individually referred to as “Party” and collectively as “Parties”.

• “Bid” means response to this RFP document

• “IHRF” means Integrated Human Resources Framework

This document is meant for the specific use by the Company / person/s interested to participate in the

current tendering process. This document in its entirety is subject to Copyright Laws. Bank of Baroda

expects the Bidders or any person acting on behalf of the Bidders to strictly adhere to the instructions

given in the document and maintain confidentiality of information. The Bidders will be held responsible for

any misuse of the information contained in the document and liable to be prosecuted by the Bank, in the

event of such a circumstance being brought to the notice of the Bank. By downloading the document, the

interested party is subject to confidentiality clauses.

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INDEX OF CONTENTS

SECTION - I..................................................................................................... 5

1) INTRODUCTION AND DISCLAIMER.................................................................... 5 2) INORMATION PROVIDED ................................................................................... 5 3) FOR RESPONDENT ONLY................................................................................... 5 4) CONFIDENTIALITY............................................................................................. 5 5) DISCLAIMER ..................................................................................................... 6 6) COSTS BORNE BY RESPONDENTS ..................................................................... 6 7) NO LEGAL RELATIONSHIP ................................................................................. 6 8) RECIPENT OBLIGATION TO INFORM ITSELF ....................................................... 6 9) EVALUATION OF OFFERS .................................................................................. 6 10) ERRORS AND OMISSIONS ................................................................................ 7 11) ACCEPTANCE OF TERMS.................................................................................. 7 12) RFP RESPONSE TERMS ................................................................................... 7 13) NOTIFICATIONS ............................................................................................... 9 14) DISQUALIFICATION .......................................................................................... 9 15) PROCESS & TIMEFRAME. ................................................................................. 9

SECTION – II ................................................................................................... 11

1) BANK OF BARODA ............................................................................................ 11 2) BACKGROUND OF HUMAN RESOURCES MANAGEMENT IN BOB ......................... 11 3) NEED FOR HR REFORMS……............................................................................. 12

SECTION – III .................................................................................................. 13

1) PROJECT OBJECTIVES ..................................................................................... 13 2) PROJECT SCOPE IN DETAIL .............................................................................. 14 2.1 PROJECT SCOPE .............................................................................................. 14

a) RESPONSIBILITIES .............................................................................................. 14 b) DETAILED SCOPE OF PROJECT................................................................................15

3) DELIVERABLES ................................................................................................ 18 4) TIMELINE…....................................................................................................... 18 5) RESOURCES...................................................................................................... 18

SECTION – IV ................................................................................................... 19

1) ELIGIBILITY CRITERIA. ...................................................................................... 19 2) SUBMISSION OF BIDS ....................................... ............................................... 19 3 CLARIFICATIONS………. ...................................................................................... 21 4) FORMAT OF BIDS ……………………………………………………………........................... 21 5) SELECTION AND EVALUATION PROCESS….......................................................... 21 5.1 EVALUATION OF TECHNICAL BID….................................................................... 21 5.1.1 TECHNICAL EVALUATION CRITERIA ………………………………………………....….21 a) Fulfilment of basic eligibility criteria …………………………………………………......…21 b) Shortlisting of the firms ………………………………………………………………………..22 c) Presentation-cum-interview…………………………………………………………………….22 d) Stages of technical evaluation…………………………………………………………………23 5.2 COMMERCIAL BID EVALUATION…..................................................................... 24 5.3 COMBINED TECHNO-COMMERCIAL EVALUATION............................................. 24 6) PRICE NEGOTIATIONS WITH THE SELECTED BIDDER.......................................... 25

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7) GENERAL TERMS AND CONDITIONS (Please also refer to Section I)..........................25 7.1. TERM OF ASSIGNMENT: …....................................................................................... 25 7.2. ADHERENCE TO TERMS AND CONDITIONS ...................................................................25 7.3. EXECUTION OF PA/NDA AND CERTIFICATE OF ORIGINALITY ..........................................25 7.4. PERIOD OF CONTRACT ............................................................................................ 26 7.5. OTHER TERMS AND CONDITIONS................................................................................ 26 8) WORK SPACE/STAFF MEMBERS REQUIRED FOR CARRYING OUT ACTIVITIES……. 26 9) SUBSTITUTION OF PROJECT TEAM MEMBERS .................................................... 27 10) PROFESSIONALISM ........................................................................................... 27 11) ADHERENCE TO STANDARDS ............................................................................ 27 12) EXPENSES ........................................................................................................ 27 13) PAYMENT TERMS .............................................................................................. 28 14) NON-PAYMENT OF PROFESSIONAL FEES............................................................ 28 15) CHARGES TERMS ............................................................................................. 28 16) SINGLE POINT OF CONTACT .............................................................................. 28 17) APPLICABLE LAW AND JURISDICTION OF COURT .............................................. 28 18) PENALTY AND LIQUIDATED DAMAGES (LD) ....................................................... 29 19) FORCE MAJEURE ............................................................................................. 29 20 AUTHORIZED SIGNATORY .................................................................................. 29 21) INDEMNITY ....................................................................................................... 30 22) PERFORMANCE GUARANTEE.............................................................................. 30 23) ERASERS OR ALTERATIONS: .............................................................................. 30 24) RIGHT TO REJECT BIDS .................................................................................... 30 25) ASSIGNMENT…................................................................................................... 31 26) NON – SOLICITATION.......................................................................................... 31 27) NO EMPLOYER-EMPLOYEE RELATIONSHIP ......................................................... 31 28) VICARIOUS LIABILITY ......................................................................................... 31 29) CANCELLATION OF CONTRACT AND COMPENSATION .......................................... 32 30) DISPUTE RESOLUTION ........................................................................................ 32 ANNEXURE - A.......................................................................................................... 33 ANNEXURE - B.......................................................................................................... 35 ANNEXURE - C ......................................................................................................... 36 ANNEXURE - D a ...................................................................................................... 37 ANNEXURE - D b ...................................................................................................... 38 ANNEXURE - E.......................................................................................................... 39 ANNEXURE - F ......................................................................................................... 40 ANNEXURE - G ......................................................................................................... 41

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SECTION – I 1) INTRODUCTION AND DISCLAIMER This Request for Proposal document (“RFP document” or “RFP”) has been prepared solely for the purpose of enabling Bank of Baroda (“Bank”) in defining the requirements for appointment of a suitable organization as Technical Consultant for the formulation and implementation of an integrated HR framework in the Bank and for carrying out of various new HR initiatives required to be undertaken for implementation of the said framework by the Bank, over a period of next eighteen months, who can provide prudent advice on the domain of HR reforms and implementation of HR policies / practices, solution, methods and staff training incidental to that. The RFP document is not a recommendation, offer or invitation to enter into a contract, agreement or any other arrangement in respect of the services. The provision of the services is subject to observance of selection process and appropriate documentation being agreed between the Bank and any successful Bidder as identified by the Bank after completion of the selection process as detailed in Section – IV. 2) INORMATION PROVIDED The RFP document contains statements derived from information that is believed to be true and reliable at the date obtained but does not purport to provide all of the information that may be necessary or desirable to enable an intending contracting party to determine whether or not to enter into a contract or arrangement with Bank in relation to the provision of services. Neither Bank nor any of its directors, officers, employees, agents, representative, contractors, or advisers gives any representation or warranty (whether oral or written), express or implied as to the accuracy, updating or completeness of any writings, information or statement given or made in this RFP document. Neither Bank nor any of its directors, officers, employees, agents, representative, contractors, or advisers has carried out or will carry out an independent audit or verification or investigation or due diligence exercise in relation to the contents of any part of the RFP document. 3) FOR RESPONDENT ONLY The RFP document is intended solely for the information of the party to whom it is issued (“the

Recipient” or “the Respondent”) i.e. Government Organization/PSU/ limited Company,

partnership firm or/and an Autonomous Institution, approved by GOI / RBI.

4) CONFIDENTIALITY The RFP document is confidential and is not to be disclosed, reproduced, transmitted, or made available by the Recipient to any other person. The RFP document is provided to the Recipient on the basis of undertaking of confidentiality given by the Recipient to Bank. Bank may update or revise the RFP document or any part of it. The Recipient acknowledges that any such revised or amended document shall be received subject to the same confidentiality undertaking. The Recipient will not disclose or discuss the contents of the RFP document with any officer, employee, consultant, director, agent, or other person associated or affiliated in any way with Bank or any of its customers or suppliers without the prior written consent of Bank.

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5) DISCLAIMER Subject to any law to the contrary, and to the maximum extent permitted by law, Bank and its directors, officers, employees, contractors, representatives, agents, and advisers disclaim all liability from any loss, claim, expense (including, without limitation, any legal fees, costs, charges, demands, actions, liabilities expenses or disbursements incurred therein or incidental thereto) or damage (whether foreseeable or not) (“Losses”) suffered by any person acting on or refraining from acting because of any presumptions or information (whether oral or written and whether express or implied), including forecasts, statements, estimates, or projections contained in this RFP document or conduct ancillary to it whether or not the Losses arises in connection with any ignorance, negligence, inattention, casualness, disregard, omission, default, lack of care, immature information, falsification or misrepresentation on the part of Bank or any of its directors, officers, employees, contractors, representatives, agents, or advisers. 6) COSTS BORNE BY RESPONDENTS All costs and expenses (whether in terms of time or money) incurred by the Recipient / Respondent in any way associated with the development, preparation and submission of responses, including but not limited to attendance at meetings, discussions, demonstrations, etc. and providing any additional information required by Bank, will be borne entirely and exclusively by the Recipient / Respondent. Stamp duty, that may be incurred towards entering in to agreement with the successful Bidder for awarding the contract, will be shared by the bank and the successful Bidder in equal proportion. 7) NO LEGAL RELATIONSHIP No binding legal relationship will exist between any of the Recipients / Respondents and the

Bank until execution of a contractual agreement to the full satisfaction of the Bank.

8) RECIPENT OBLIGATION TO INFORM ITSELF The Recipient must apply its own care and conduct its own investigation and analysis regarding any information contained in the RFP document and the meaning and impact of that information. 9) EVALUATION OF OFFERS Each Recipient acknowledges and accepts that the Bank may, in its sole and absolute discretion, apply whatever criteria it deems appropriate in the selection of organizations, not limited to those selection criteria set out in this RFP document. The issuance of RFP document is merely an invitation to offer and must not be construed as any agreement or contract or arrangement nor would it be construed as material for any investigation or review to be carried out by a Recipient. The Recipient unconditionally acknowledges by submitting its response to this RFP document that it has not relied on any idea, information, statement, representation, or warranty given in this RFP document.

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10) ERRORS AND OMISSIONS Each Recipient should notify the Bank of any error, fault, omission, or discrepancy found in this RFP document but not later than five business days prior to the due date for lodgment of response to RFP. 11) ACCEPTANCE OF TERMS The Recipient will, by responding to the Bank’s RFP document, be deemed to have accepted the terms as stated in this RFP document. 12) RFP RESPONSE TERMS

12.1) Lodgment of RFP Response Lodgment of RFP Response terms should be guided by point number 12.2 to 12.5 of section I and any changes there of will not be considered.

12.2) RFP Closing Date RFP Response should be submitted to the officials indicated below not later than 5:00 PM IST (Indian Standard Time–GMT + 05:30) on 18-05-2011.

At any time prior to the deadline of submission of the Bids, the Bank, for any reason, whether at its own initiative or in response to a clarification requested by a prospective Bidder, may modify the RFP, by amendment. Notification of amendments will be posted on Bank’s website. In order to allow prospective Bidders reasonable time in which to take the amendment into account in preparing the Bids, the Bank, at its discretion, may extend the deadline for a reasonable period.

12.3) Submission to Bank The RFP response documents should be submitted in paper copies in two sets (Original Set and Duplicate Set) and each set should contain one copy of the following:

(i) A sealed envelope containing Technical Bid documents should be superscribed “TECHNICAL BID FOR APPOINTMENT OF CONSULTANT FOR IMPLEMENTATION OF AN INTEGRATED HR FRAMEWORK IN THE BANK” and

(ii) Second sealed envelope containing Commercial Bid documents should be superscribed “COMMERCIAL BID FOR APPOINTMENT OF CONSULTANT FOR IMPLEMENTATION OF AN INTEGRATED HR FRAMEWORK IN THE BANK”.

The two envelopes should be put together in an envelope to constitute one set. Each set should be packed in an envelope superscribing “APPOINTMENT OF CONSULTANT FOR IMPLEMENTATION OF AN INTEGRATED HR FRAMEWORK IN THE BANK” The proposal should be prepared in English in MS Word/Excel format. The e-mail address and phone/fax numbers of the Bidder should also be indicated on the sealed envelopes.

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All correspondence will be in English. The Bid shall be typed in indelible ink and shall be signed by the Bidder or a person or persons duly authorized to bind the Bidder to the contract. The person or persons signing the Bids shall initial all pages of the Bids. Any inter-lineations, erasures or overwriting shall be valid only if they are initialed by the person signing the Bids. The Bank reserves the right to reject the Bids not conforming to the above. Paper copies of RFP response as mentioned above & one electronic copy (Microsoft Word and Excel, on CD ROM) of Technical Bid must be submitted to Bank at the following address: General Manager (HRM & Marketing) Bank of Baroda, Baroda Corporate Centre, C-26, G-Block, Bandra-Kurla Complex, Bandra (East), Mumbai 400 051.

The evaluation of the bids will be done as per para 5, Section IV of this offer document. The Bidders who do not qualify under Technical Bid, as per the evaluation / selection done by the Bank on the criteria specified, will not be considered for opening of Commercial Bid. 12.4) Submission will be valid if; Copies of the RFP response documents are submitted as per clause 12.3, subject to clause 12.7, before the aforementioned closing date specified in clause 12.2. Submission by Fax transmission or email is not allowed and will be considered invalid. 12.5) Registering of RFP Registering of RFP response will be affected by the Bank by making an entry in a separate register kept for the purpose upon Bank receiving the RFP response in the above manner (Point 12.1 to 12.4) The RFP response must contain all documents, information, and details required by this RFP. If the submission to this RFP does not include all the documents and information required or is incomplete or submission is through Fax mode or e-mail, the RFP is liable to be summarily rejected. All submissions, including any accompanying documents, will become the property of Bank. The Recipient shall be deemed to have licensed, and granted all rights to the Bank to reproduce the whole or any portion of their submission for the purpose of evaluation, to disclose the contents of the submission to other Recipients who have registered a submission and to disclose and/or use the contents of the submission as the basis for any resulting RFP process, notwithstanding any copyright or other intellectual property right of the Recipient in the submission or accompanying documents. 12.6) Late RFP Policy RFP responses received after the deadline for lodgment of RFPs may be registered by Bank and may be considered and evaluated by the evaluation team at the absolute discretion of the Bank. Respondents are to provide detailed evidence to substantiate the reasons for a late RFP submission. It should be clearly noted that Bank has no obligation to accept or act on any reason for a late submitted response to RFP. Bank has no liability to any person who lodges a late RFP response for any reason whatsoever, including RFP responses taken to be late only because of another condition of responding.

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12.7) RFP Validity Period RFP responses will remain valid and open for evaluation according to their terms for a period of at least six (6) months from the RFP closing date. The Bank shall have the right at its sole and absolute discretion to continue the assignment/contract on the consultant for future requirement on the rates finalized in this processing for various items/activities as described in the Price Bid, or at the price negotiated thereafter, after expiry of current assignment period. In exceptional circumstances, the Bank may solicit the Bidder’s consent to an extension of period of validity. 12.8) Requests for Information Recipients are required to direct all communications for any clarification related to this RFP, to the Bank official as mentioned under point 3 of Section IV. All queries relating to the RFP, technical or otherwise, must be either in writing or by email only and will be entertained by the Bank only in respect of the queries received up to the date of Pre Bid Meeting. The Bank will try to reply, without any obligation in respect thereof, every reasonable query raised by the Recipients in the manner specified. However, the Bank will not answer any communication initiated by Respondents later than the date of Pre Bid Meeting. Bank may, in its absolute discretion seek, but being under no obligation to seek, additional information or material from any Respondent after the RFP closes and all such information and material provided will be taken to form part of that Respondent’s response. Respondents should invariably provide details of their email address as responses to queries will only be provided to the Respondent via email. If Bank in its sole and absolute discretion deems that the originator of the query will gain an advantage by a response to a question, then Bank reserves the right to communicate such response to all Respondents. Bank may in its sole and absolute discretion engage in discussion or negotiation with any

Respondent (or simultaneously with more than one Respondent) after the RFP closes to

improve or clarify any response. Please also refer to para 7.5 Section IV for details.

13) NOTIFICATIONS Bank will either notify the Respondents individually in writing as soon as practicable, about the outcome of the RFP evaluation process, including whether the Respondent’s RFP response has been accepted / rejected or shall cause to publish / notify the name of the consultant finally selected in the Bank’s website after completion of the entire evaluation process, as enumerated in this RFP. Bank is not obliged to provide any reasons for any such acceptance or rejection. 14) DISQUALIFICATION Any form of canvassing/lobbying/influence/query regarding short listing, status, etc will be a disqualification. 15) PROCESS & TIMEFRAME Selection of a successful Technical Consultant will involve a five (5) stage approach. The approach follows the Indian Government’s Central Vigilance Commission (CVC) guidelines.

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STAGE 1 STAGE 2 STAGE 3 STAGE 4 STAGE 5 The following is an indicative timeframe for the overall selection process. Bank reserves the right to vary this timeframe at its absolute and sole discretion should the need arise. Changes to the timeframe will be relayed to the affected Respondents during the process. The Bank may, at its sole discretion, also extend the deadline for submission of the Bids. Such intimation will be posted on Bank’s web site. Description Due Date & Time

Issue Tender Notification 28.04.2011 Pre Bid Meetings 02.05.2011 from 2.00 PM to 05.00 PM Bid Submission Last Date & Time 18.05.2011 – 5.00 PM Technical Bid Opening Date & Time 18.05.2011 – 6.00 PM The dates mentioned above are tentative dates and the Bidder acknowledges that it cannot hold the Bank responsible for breach of any of the dates.

Note: Bidders can depute their representative (only one) to attend the bid opening process. No

separate intimation will be given in this regard to the Bidders for deputing their representatives.

Issue of

RFP

Pre-Bid

Meeting

Receipt

of RFP Bids

Evaluation

of Bids

Award of

Contract

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SECTION – II

1) BANK OF BARODA Bank of Baroda hereinafter being referred to as the Bank, is one of the largest Public Sector Banks in India with a network of over 3340 branches, 43 Regional Offices and 84 international branches / offices in 25 countries, 3 domestic subsidiaries, 8 overseas subsidiaries and 3 representative offices abroad. At the end of 31st March 2011, the Bank had a total business mix of Rs. 5,37,095 Crs. The total deposits amounted to Rs. 3,05,390 Crs, while advances were at Rs. 2,31,705 Crs (the figures are unaudited figures and represent global business figures of the Bank). The Bank has constantly changed its business model in line with the needs of the customers and evolving technology. The Bank has achieved 100% core banking implementation with a technology platform that is integrated and futuristic. Bank is in the process of implementing BPR and organizational restructuring. A comprehensive leadership training programme is also underway to instill management and leadership skills in the Bank’s senior and middle management personnel. 2) BACKGROUND OF HUMAN RESOURCES MANAGEMENT IN BOB Human Resources management is an essential function which holds the key to unlocking the promising future and the growth opportunities that are available for the Indian Banking industry. Bank of Baroda has a well established Human Resource Management Department which has different cells looking after HR planning and administration, HR Resourcing, HR Development, HR Technology, Employee performance management, etc. The Bank has identified the following broad objectives for HR, as it embarks on its journey to become the most admired Bank in the country. HR Objectives • To initiate & institutionalise globally competitive HR practices in the Bank in our pursuit to

become a Bank of international standards and to become an employer of preferred choice; • To put in place relevant HRD strategies and use modern methodologies to undertake

organizational renewal; identify and nurture talent, bring about marked changes in the mindset of employees at all levels so as to enhance HR Quality;

• To create a performance-driven culture and an exciting workplace for the employees • To create a pool of entrepreneurial managers and business leaders for future; • To inculcate a strong and effective sales and service culture across levels in the organization in

order to generate strong stakeholder affiliation; • To create a learning organization for employees’ intellectual growth and creativity; and to re-skill

the workforce to operate in digitally enabled modern core banking environment.

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3) NEED FOR HR REFORMS The Bank realizes that in order to reap the full benefits of technology and process reengineering initiatives, concomitant reform measures in the HR systems and processes are also urgently required. Bank faces unique HR challenges. The average age of employees of the Bank is high and substantial proportion of the Bank’s senior team is to retire over the next 5 years taking with them a vast amount of experience and expertise and leaving behind a need to develop new skill sets quickly. This is also expected to create succession planning gaps. Significant recruitment at various levels may be required to manage manpower gaps. Bank needs to build new capabilities to attract and retain talent. Bank is going through business and technology transformation and massive re-skilling is required. The challenge for the bank is that transformation of HR has to be conducted concurrently with business transformation. New processes and methods have to be institutionalized. There are several opportunities for the Bank in the talent field and the Bank needs to capitalize on the same. There is an opportunity to not only attract quality talent now but also improve their quality and retention over time, if the Bank’s HR systems and processes are strengthened as most of them are continuing for quite a long time and have become outmoded in the present context. Strengthening of HR will require addressing of skill gaps and a complete revamp of HR systems and processes. The Bank therefore aims to fine tune its HR strategy, align its people practices with the needs of new business model and upgrade its HR skills and processes in tune with the times and in keeping with the HR objectives set out as above.

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SECTION – III

1) PROJECT OBJECTIVES

The Bank wishes to appoint a competent consultant to provide assistance for formulating and

implementation of an Integrated Human Resource Framework for the Bank, and carrying out

various initiatives under the same as part of the overall project plan. The Bank requests

proposals from renowned management consultants for assisting the Bank in the above HR

transformation.

Bank may, at its sole and absolute discretion, choose to avail all services or part thereof. Such

decision may be advised during the course of the project. The area of consultancy shall include,

but not limited to as under:

� Redesign of overall HR strategy and its alignment with business imperatives.

� Recruitment / Talent induction model of the Bank to attract talent as well as to ensure sustained growth in head count in line with business growth

� Talent management and retention � Outsourcing strategy for non core activities to enhance Bank’s operating efficiency. � Career management of staff and succession planning � Strengthening of Performance management system and roll out at all levels in the

Bank. � Incentive compensation system design and implementation. � BPR of HR processes for internal alignment and to enhance efficiency in routine HR

tasks. � Identification, procurement and implementation of technology tools for HR process

automation and efficiency improvement. � Plan for staff engagement at all levels. � Empowering employees at various levels through role redesign / role enrichment. � Competency profiling and development � Competency building and Skill development. � Organisation development and cultural alignment

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� Creating awareness and ownership of HR processes in line departments and field staff

� Creating a new empowered, enabled and futuristic HR department. � Designing and launching pilots where applicable including quick hits � Developing manuals for the new processes designed and developing a

comprehensive implementation plan including innovative methods to ensure enduring change and institutionalization of new ideas and processes.

2) PROJECT SCOPE IN DETAIL 2.1. PROJECT SCOPE A description of the envisaged scope is enumerated in sub-para ‘a’ and ‘b’ of this paragraph.

However, Bank reserves its right to change the scope of the RFP considering the size and

variety of the requirements and the changing business conditions. Based on the contents of this

RFP, the selected Bidder shall be required to undertake a diagnostic study to find out gaps in

the existing system. Notwithstanding what is mentioned in paras ‘a’ and ‘b’ hereinafter, the

selected Bidder is required to design and implement an Integrated HR Framework, compliant

as per existing Govt. / RBI guidelines, within a specified time frame.

The selected Bidder will be responsible for formulating various solutions towards the areas of

work as enumerated below and for implementation of initiatives therein within the project

timeframe. The Bank expressly stipulates that the selection of consultant under this RFP is on

the understanding that this RFP contains only the principal provisions for the entire assignment

and that the services in connection therewith are only a part of the assignment. The selected

Bidder shall be required to undertake to perform all such tasks, render requisite services as may

be required for the successful completion of the entire assignment at no additional cost to the

Bank.

a) Responsibilities � Conduct a gap analysis against the desired state of HR management at the Bank and

revision of policies.

� Enhance / modify existing HRM systems, Policies, Procedures, Processes, MIS, Analytics, etc.

� Design of new HR policies, systems and procedures as per the scope of work outlined including pilots of certain initiatives, as required, to first test the same before commencing broad roll-out.

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� Based on discussion with the Bank and the Human Resource Management Department, selected Bidder will prepare a road map and time line for implementation of the different initiatives as suggested and approved by the Bank.

� Advising an HR architecture suitable to the organizational structure of the Bank as a whole and for each business unit and detail the roles and responsibilities at each level.

� Selected Bidder will also prepare related operating manual with detailed description of standard operating procedures.

� Hold training programmes for the staff involved in implementation of the various initiatives and for institutionalizing the same.

� Program management for implementation

(a) Setting up of program management and escalation matrix.

(b) Co-develop Project plan and implementation schedule

(c) Regular updates by way of presentations to Steering Committee / Project monitoring committee / Board / Top Management, as may be decided.

b) Detailed scope of project:

The detailed scope of this project shall include, but not limited to

� Redesign of overall HR strategy and its alignment with business imperatives. This will involve inter-alia the study of current methods and practices in the Bank and diagnostic of gaps, identification of legacy issues, assessment of needs of the current business environment and anticipated future challenges. Manpower plan has to be prepared taking into account expected gaps at various levels and for various units of the Bank, arising out of exit of talent. A comprehensive overall HR strategy for the Bank needs to be articulated in harmonization with Bank’s stated business strategy.

� Recruitment / Talent induction model of the Bank to attract talent as well as to ensure

sustained growth in head count in line with business growth This will include relook of the Bank’s overall resourcing strategies to attract talent given constraints of the Bank, the induction of talent at both lateral as well as direct levels. Formulation of appropriate strategies for attracting the best talent into the Bank will be a key deliverable and the recruitment machinery to be adapted to also attract talent rather than only evaluate applicants. � Talent management and retention Management of talent and their retention is a function of several variables and hence needs to be addressed at multiple levels. Appropriate systems and processes need to be put in place to ensure that the talent inducted in the Bank and groomed in various areas are retained over time. This will include fine-tuning processes pertaining to new recruit on-boarding, induction, grooming and career management in the first few years. Identifying talent pools in various key areas alongwith putting in processes for their nurturance and motivation needs to be appropriately addressed.

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� Outsourcing strategy for non core activities to enhance Bank’s operating efficiency. Identification of appropriate areas that the Bank should consider for outsourcing in immediate future and in medium term. Model of outsourcing management to get the best value for the Bank and appropriate outsourcing strategies will have to be formulated for implementing outsourcing. � Career management of staff and succession planning: Formulation and designing of specific career paths in line with new business exigencies, vertical and horizontal pathways for staff movement for career growth, and suitable changes in Bank’s promotion, posting and placement policies and procedures. Systems and procedures will have to be put in place for ensuring a succession and leadership pipeline for all key positions. Flexibility to be brought in so that people can be moved to career tracks that suit their aptitude and the organisation’s needs. � Strengthening of Performance management system and roll out at all levels in the

Bank. Strengthening of the performance management system and the processes therein to bring about more discipline and objectivity in the whole process. This will entail creation of role descriptions, KRAs and balanced score cards, design of end to end process for goal-setting, performance measurement and assessment, linkages of performance management process with other HR and business processes of the Bank, performance calibration, normalization / moderation, feedback mechanism, creation and follow up of individual development plans. Existing performance appraisal systems for clerical and subordinate staff need to be also relooked and linked to other processes of deployment, promotion, etc. Feasibility for introduction of a 360 degree feedback system in the Bank, especially for the executive cadre as a tool for their development, needs to be examined and put in place, as found feasible. � Incentive compensation system design and implementation. This has to be done within constraints of the public sector guidelines but comprehensively incorporating all options and flexibilities available, linking the same with the Bank’s employee performance management system and enabling Bank to incentivize its top performers. � BPR of HR processes for internal alignment and to enhance efficiency in routine HR

tasks. Alignment of HR processes is essential as they cannot work in isolation and each has linkages with the other which need to be built in systemically. The HR structures also needs to be relooked and optimum structure of various HR teams and centralization / decentralization of HR processes need to be worked out. Process changes would be required in areas like payroll, leave management, expense, medical reimbursement, etc. Consultant would evaluate and advise the Bank on outsourcing and centralization options. Modern cost effective ways of conducting some of these tasks with appropriate use of technology have to be benchmarked and implemented. � Identification, procurement and implementation of technology tools for HR process

automation and efficiency improvement. These would include back office process improvement and automation, self help systems creation, leveraging of the existing HRNes system, suggesting further improvements / modifications in the modules, processes, etc. to improve effectiveness of key HR processes.

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� Plan for staff engagement at all levels and skill development. More than half of the Bank’s workforce lies in the clerical and subordinate staff cadres and their productive engagement through various measures is very essential for harnessing the true potential of the Bank’s human capital. Engagement plans will also need to be put in place for the officer staff, at different levels and employ different methods of engaging them productively. � Empowering employees at various levels through role redesign / role enrichment Post the 9th Bipartite Settlement at the industry level and Bank’s CBS implementation and the on-going Business process reengineering exercise, many changes have either been brought about in the existing roles of employees at Branches or are now necessitated in order to bring about better productivity, alignment and proper utilization of technology and BPR initiatives. The role changes need to be supplemented with appropriate redesign and enrichment of the roles and empowering people in various roles to perform their roles better and do full justice to their respective roles. � Competency profiling and mapping The future focus of the HRD systems and practices in the Bank would be on building right competencies in people at different levels. The Bank therefore intends to identify right set of competencies for different roles, more particularly, for the key roles. A comprehensive role analysis of all the existing key roles, mapping competencies for the roles or for role networks and defining different levels of the set of competencies will have to be undertaken which will form the cornerstone for development of the competencies in people and for design and implementation of competency-based HR sub-systems in the Bank. Competency based changes need to be appropriately put in place for various HR sub-systems of the Bank, including processes for assessment of the competencies. The critical issue of competency development is covered in the next point. � Competency building and Skill development. In order to address the skill gaps at all levels and to build necessary competencies of various

cadres / people, the training system itself has to be revamped and an action plan on training

needs to be put in place which covers technical as well as training on specialised areas, soft

skills, sales skills, reskilling in the present context, etc. There are several new skills which have

emerged with the evolution of the Banking system and necessary competence in these skills

need to be built up. Also, the entire training machinery has to be fine-tuned which will include

relook of all internal programmes, external sources, alternative training channels, training

models/processes, training infrastructure related recommendations, etc.

New skills – technical as well as behavioural - required at various levels in the organization have to be laid out and gaps identified. A comprehensive programme to address skill gaps at all levels through internal and external sources needs to be designed and set in motion. � Organisation development and cultural alignment Various Organisation Development (OD) interventions need to be implemented for improving

engagement levels and for improving overall morale and effectiveness of employees. Cultural

alignment of people, especially in the context of the generation gap between existing and new

employees have to be addressed through a variety of interventions.

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� Creating a new empowered, enabled and futuristic HR department. The scope will include inter-alia the structure of HR department at Corporate office and regions/zones, role definitions, skills and capabilities, staffing patterns for HR department staff (generalists vs. specialists), and interaction of HR department with geographic units and business verticals. � Creating awareness and ownership of HR processes in line departments and field

staff Many HR processes lie at the field level and it is in the field that there is direct interface with the employees. To make a real impact on the field, it will be necessary to take HR beyond the confines of the HR department and enable the field functionaries to own, implement and drive various HR processes. Various interventions have to be designed and undertaken to create awareness and ownership of various HR processes in line departments and field staff. � Designing and launching pilots where applicable, including quick hits � Developing manuals for the new processes designed and developing a

comprehensive implementation plan including innovative methods to ensure enduring change and institutionalization of new ideas and processes.

The scope of the project is to design Bank’s appropriate approach in the above areas and get implementation initiated. Certain areas will need pilots, training of Bank staff, creation of new processes/ procedures / functions in the Bank, and widespread awareness and re-skilling programme. Bank is already conducting a comprehensive leadership development programme for its senior and middle management and that is not a part of the scope of this project. 3) DELIVERABLES All observations of the Consultant will be thoroughly discussed with Bank, before finalization of report. Documents/Reports will be submitted as soft copy in doc (Excel format acceptable for tables) and PDF format as well as one signed hard copy. 4) TIMELINE The timeline for the project will be 18 months. Bank expects the selected Bidder to start pilots as soon as possible. Bank retains the right to extend the services of the selected Bidder for additional period at its sole discretion at same commercial terms, as finalized in the contract / agreement to be entered with the selected Bidder. 5) RESOURCES Given the broad scope of the initiative and the target to accomplish it in 18 months, the selected Bidder is expected to deploy appropriate quality and number of resources during the various phases of the project. The strength and quality of team will be specifically evaluated during the technical evaluation.

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SECTION – IV

1) ELIGIBILITY CRITERIA. Bidders should conform to the following criteria: a. Be a professional management / HR consulting company of international repute. b. Have experience in advising Indian public sector banks and financial institutions (FIs) on

matters of transformation and long term sustainable change. c. Have experience in HR strategy / process implementation / HR transformation and its

alignment with business in large organizations (with minimum turnover / total business in excess of Rs 500 crores AND employee strength in excess of 5000)

Those who fulfill all the eligibility criteria as mentioned above are only eligible to take part in this bid exercise. The Bidder should submit their responses along with documentary proofs and self declaration, wherever required for the above eligibility criteria. Proposals of those Bidders, who do not fulfill the eligibility criteria as stated above fully, will be summarily rejected. 2) SUBMISSION OF BIDS

Please also refer to Section–I, Point-12. The Technical and commercial proposals / Bid shall be submitted as per the requirement of the Bank in prescribed formats. (a) The Technical Proposal / Bid: This will include details of overall approach to the areas

listed in this RFP along with specific proposals / solution on each of these areas, covering the conceptualization design and implementation stages. Submission should clearly articulate the deliverables at the end of each phase of work. The consultancy firm is expected to work with the Bank to ensure early implementation of the recommendations. Details about similar type of work undertaken, particularly for Indian Public Sector Banks and other banks including global institutions should be highlighted alongwith the profile of the key persons who would be assigned to the project and reference letters from the banks / institutions for which earlier work was done. The Technical proposal should include details about the team, its composition, and key executives proposed in various stages of the project, as per proforma given in Annexure-D (a and b) for the Bank to compare the quality of teams between different Bidders.

The technical proposal shall be organized and submitted as per the following sequence:

• Table of Contents

• List of documents enclosed as per Annexure A and Annexure B with details of organization profile, consulting experience and relevant experience.

• Technical Proposal with proposed solutions, initiatives, broken down into detailed activities, effort estimate, and manpower estimated to be deployed, team profile in prescribed formats as per Annexure C and Annexure D.

• All copies of certificates, documentary proofs, etc.

• Declarations as per Annexure E and Annexure F.

• A CD containing soft copy of the proposal.

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(b) Documents comprising the technical Bid: The Technical Bids should contain the

following:

• Consultant organization profile and experience (Annexure A)

• Relevant experience (Annexure B) a. In public sector Banks and Financial Institutions (FIs) in India in transformative

engagements b. In HR strategy / process implementation and HR transformation

• References from clients / reasonable proof of the experience should be submitted alongwith Format B

• Approach, methodology and work-plan (Annexure C)

• Proposed team profiles [Annexure D (a & b)]

• Declaration / self-affidavit by the bidding firms as to their technical suitability (Annexure E and Annexure F)

• Technical bid should have no financial information. If technical proposal is found containing any commercial information, the bid will be summarily rejected.

(c) The commercial proposal: This will contain the financial quote covering the total fees /

cost for the assignment. Consultants will bid an overall amount for the entire project duration of 18 months. The financial quote should be in Indian rupees and it should include all expenses proposed other than taxes.

(d) Documents comprising commercial Bid: Consultants are expected to furnish their commercial bid as per Format G duly signed by authorized representative of the company.

• Price Bids containing any conditional offers will be rejected

• The only variability allowed in the price Bids is on account of government taxes. The Bank will reject price Bids which have any other variability.

• Price Bids should be inclusive of professional fees and all costs to be incurred by the consultant

• In case of discrepancy between price in words and figures, the one in words will be taken as final

• Any over writing, erasure, etc has to be initialed by the authorized person

• Bids are to be quoted in Indian Rupees only The Bidder shall submit the proposals / Bid properly filed so that the papers are not loose. The Bidder shall submit the proposal in suitable capacity of the file such that the papers do not bulge out and tear during scrutiny. All the pages of the proposals including documentary proofs should be numbered as “Page ____ (current page) of _____ (Total pages)" and be signed by authorized signatory. The current page number should be a unique running serial number across the entire proposal. It should be noted that in case of any discrepancy in information submitted by the Bidder in hard-copy and soft-copy, the hard-copy will be given precedence. However, in case of non-submission of any hard copy document, if the same is found submitted in the soft-copy, Bank reserves right to accept the same at its discretion.

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3) CLARIFICATIONS: It may be noted that all queries, clarifications, questions etc., relating to this RFP, technical or otherwise, must be in writing only and should be addressed to the nominated point of contact as mentioned below: Name: Shri Ulhas Sangekar, General Manager (HRM & Mktg.) Address: Bank of Baroda, Baroda Corporate Centre, 7

th Floor,

Bandra-Kurla Complex, C0-26, G-block, Mumbai, 400 051 Tel No: 022-66985750 E-mail ID: [email protected]

Bidders should provide their E-mail address in their queries without fail since replies will be sent by e-mail. 4) FORMATS OF BIDS: The Bidders should necessarily submit the information as per the prescribed formats given in the RFP while submitting both technical and commercial Bids. Any deviation in this regard entails the Bidder for disqualification. 5) SELECTION AND EVALUATION PROCESS: The evaluation/selection process will be done with combination of, technical competence and commercial aspects as detailed here below. The Technical proposal will be evaluated first for eligibility and shortlisting and after that the proposals of the eligible and shortlisted Bidders only shall be evaluated for technical suitability. Commercial proposal shall be opened only for those short-listed Bidders who have qualified by securing a minimum cut-off score in the Technical Proposal evaluation. 5.1. EVALUATION OF TECHNICAL BID The technical proposals only will be subjected for evaluation at this stage. The evaluation of functional and technical capabilities of the Bidders of this RFP will be completed first as per the following guidelines. 5.1.1 TECHNICAL EVALUATION CRITERIA The evaluation of technical proposals, will be done in the following manner: a) Fulfillment of basic eligibility criteria: First, the Technical Bid documents will be examined from the eligibility criteria angle. Bidders, who fulfill the eligibility criteria / conditions related to Bidder’s credentials and experience fully as mentioned in point no. 1 of Section IV, their bids only will be taken up for further evaluation/selection process, rejecting the remaining bids.

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b) Shortlisting of the firms based on their technical proposals. This shortlisting will be broadly based on

• Size of the firm’s consulting business • Past experience of the Bidder in the field of management / HR consulting, including

number of years of experience.

• Minimum number of public sector Banks and financial institutions with whom transformative engagements have been undertaken by the Bidder.

• Past experience of the Bidder in the field of HR management consulting to Banks / FIs, globally

• Experience of offering HR Management consulting services to PSU Banks and FIs in India

• Quality of resources (Names and number of people with the consultant, having experience of HR Management consulting to PSU Banks / FIs)

Note: The selected Bidder will be required to provide reasonable proof with respect to each of the above criteria and credentials. The selection committee, will short-list around 3-5 firms, by deciding upon an appropriate cut-off and marking based on the above parameters and also based on the fully matched criteria and paper evaluation based on the technical responses submitted. These shortlisted firms shall then be invited for a Presentation–cum–Interview on a scheduled date and time before the selection committee. c) Presentation-cum-Interview The short-listed Bidders of this RFP will have to give a presentation / have interactions before the selection committee of the Bank on the methodology/ approach, time frame for various activities, strengths of the Bidders in implementation of the proposed Integrated HR framework for the Bank. The technical competence and capability of the Bidder should be clearly reflected in the presentation. If any short listed Bidder fails to make such presentation, they will be eliminated from the selection process. A maximum of 100 marks will be allocated for the technical Bid. The technical scoring of the proposals will broadly be on the following criteria: � Experience of the firm (20 marks) Experience of large cultural and transformation engagements, including in public sector domain Experience of HR strategy and HR process implementation including experience in public sector Banks and financial institutions in India � Methodology, work-plan and appreciation of context (45 marks) Quality of understanding of the HR challenges of the Bank and its HR imperatives Quality of ideas / solutions proposed to address the Bank's requirements Activities / tasks / initiatives, project planning, resource planning, effort estimate, etc.

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� Transfer of knowledge and enablement (15 marks) Proposed plan for enablement, engagement, methodology for building capabilities in the Bank and proposals for sustainability and institutionalizing the processes in the Bank � Suitability of key resources (20 marks) Quality of key resources Relevant experience of the resources At the sole discretion and determination of the Bank, the Bank may add any other relevant criteria for evaluating the proposals received in response to this RFP. Bank may, at its sole discretion, decide to seek more information from the Respondents in order to normalize the Bids. However, Respondents will be notified separately, if such normalization exercise as part of the technical evaluation is resorted to. d) Stages of technical evaluation In brief, the various stages of technical evaluation, are as under:

� Full matching of the eligibility criteria as indicated under Para 1 of section IV above. � Short-listing of the Bidders based broadly on prior experience, credentials and quality

of resources. � Arriving at the final score on technical proposal of the short-listed firms after

Presentation–cum–Interview, which will broadly be based on the following:

• Experience of the Bidder in undertaking projects of similar nature in PSU environment.

• Methodology/Approach proposed for accomplishing the proposed project.

• Transfer of knowledge and institutionalizing processes

• Professional qualifications and experience of the key staff proposed/ identified for this assignment.

Bidders scoring less than 75 marks (cut-off score) out of 100 marks in the technical evaluation after the presentation cum interview round, shall not be considered for the selection process. Once the evaluation of technical proposals is completed, the Bidders who score equal to or more than the prescribed cut-off score will be considered for opening of their commercial bids. In case there is only one Bidder having technical score of 75 or more, the Bank may, at its discretion, also consider the next highest technical score with minimum score of 50. In case, none of the participating Bidders qualify on technical criteria and reach or exceed the cut-off score of 75, then the Bank, at its sole discretion, may qualify two Bidders on the basis of the top 2 scores with a minimum score of 50.

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5.2 Commercial Bid Evaluation The commercial proposals of only those technically short listed Bidders who attain the minimum cut-off marks in their technical score after the presentation round will then be opened. It may be noted that commercial bids will be subjected to following evaluation process. Based on the technical evaluation criteria, each Bidder will be given certain marks. Only those Bidders scoring 75% (75 marks out of 100) or above in the technical evaluation will be considered for commercial evaluation, except in those cases where only 1 Bidder or no Bidder scores more than the cut-off score of 75 and the Bank, at its sole discretion, qualifies the next highest Bidder / 2 bidders with scores below the cut-off of 75 but with a minimum score of 50, as per para 5.1.1 (e) above. In such an eventuality, the commercial bid of such Bidder / 2 Bidders who have scored less than the cut-off score of 75 but who have, at the discretion of the Bank, been qualified in the technical evaluation, shall be opened. Commercial bids of other firms will be returned unopened. The commercial Bid will be for an overall amount for the entire project duration of 18 months. The financial quote should be in Indian rupees and it should include all expenses proposed other than taxes. The nominal quote provided by the Bidder whose Technical Bid qualifies will be discounted with appropriate weightage, relative to the “Least Price / Least Quote” as per the formula given below. 5.3 Combined Techno-commercial evaluation: In respect of all the qualified Bidders, in whose case, the commercial Bid has been opened; a combined techno-commercial evaluation will be done by the Bank as per the following procedure: A combined “Score (S)” will be arrived at after considering the nominal commercial quote and the marks obtained in technical evaluation with relative weights of 20% for commercials and 80% for technicals. The combined evaluation shall be made by applying weightages of 80 and 20 for the technical and commercial scores according to the following formula: Tech Score of A Lowest Financial Bid Combined score of A = 80 * [--------------------------] + 20 * [------------------------] Highest Tech Score Financial Bid of A On the basis of the above combined weighted score, the consultants shall be ranked in terms of the total combined score obtained. The Bidder with the highest combined score (H-1) will be declared successful and shall be recommended for award of the contract. After the identification of the successful Bidder, the Bank will follow the internal procedure for necessary approvals and thereafter proceed with notification of award of contract.

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Example: S.No. Bidder Technical

Evaluation Marks (T)

Nominal Bid Price

(C)

(CLowest / C) * 20

(T / THighest) * 80

Score (S) (Out of 100)

1 ABC 95 71 0.85 * 20= 17 1.00 * 80 = 80 97 (H-1)

2 XYZ 85 65 0.92 * 20= 18.4

0.89 * 80 = 71.2

89.6 (H-2)

3 UVW 80 60 1.00 * 20= 20 0.84 * 80 = 67.2

87.2 (H-3)

In the above example, ABC, with the highest score (H-1) becomes the successful Bidder. 6) PRICE NEGOTIATIONS WITH THE SELECTED BIDDER: The Bank retains the right to finally negotiate the commercials with the selected Bidder (H-1) who is so chosen after following the evaluation processes outlined in para 5 of section IV above to arrive at a reasonable remuneration before awarding the contract. It may be noted that Bank will not entertain any price negotiations with any other Bidder, till the successful Bidder declines to accept the offer. In the case of tie between two or more Bidders, a fresh commercial Bid will be called upon from these Bidders for evaluation and selection of the consultant. 7) GENERAL TERMS AND CONDITIONS (Please also refer to Section – I) 7.1. Term of Assignment: The selected Bidder under this RFP will be appointed for a period of 18 months as mentioned in the above scope which shall inter-alia include the period of successful implementation of Pilots. 7.2. Adherence to Terms and Conditions The Bidders who wish to submit responses to this RFP should note that they should abide (in true intent and spirit) by all the terms and conditions contained in the RFP. If the responses contain any extraneous conditions put in by the Respondents, such responses may be disqualified and may not be considered for the selection process. 7.3. Execution of PA/NDA and Certificate of Originality The selected Bidder will be required to execute (a) Principal Agreement (PA), which must include all the services and terms and conditions of the services to be extended as detailed herein and as may be prescribed or recommended by the Bank and (b) Non-disclosure Agreement (NDA). The selected Bidder will be required to execute the PA and NDA within one month from the date of notification in the website about the final selection of the Bidder, on completion of the required processes as outlined in the RFP.

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7.4. Period of Contract The selected Bidder is expected to complete the entire period of assignment within a period of 18 months which will commence from the date of agreement of consultancy with the Bank. The date of agreement shall be treated as date of engagement and the completion of the assignment shall be worked out in reference to this date. 7.5. Other terms and conditions The Bank reserves the right to:

• Reject any and all responses (bids) received in response to the RFP, in part or in full, and to cancel the bidding process and reject all Bids at any time prior to award of the contract, without thereby incurring any liability to the Bidders or any obligation to inform the affected Bidder or Bidders of the grounds for the bank’s action or without assigning any reasons, whatsoever.

• Waive or change any formalities, irregularities, minor infirmity, non conformity or inconsistencies in proposal format delivery or in the bid which does not constitute a material deviation.

• To negotiate any aspect of proposal with any Bidder and negotiate with more than one Bidder at a time after the RFP closes to improve upon or clarify any response or bid proposal.

• Extend the time for submission of all proposals.

• Select the most responsive Bidder (in case no Bidder satisfies the eligibility criteria in totality).

• Select the next most responsive Bidder if negotiations with the Bidder of choice fail to result in an agreement within a specified time frame.

• Share the information/ clarifications provided in response to RFP by any Bidder, with any other Bidder(s) /others, in any form.

• Cancel the RFP/Tender at any stage, without assigning any reason whatsoever. 8) WORK SPACE/STAFF MEMBERS REQUIRED FOR CARRYING OUT ACTIVITIES The key persons identified by the selected Bidder for the project should carry out their activities from the Bank’s Corporate Centre, Bandra Kurla Complex, Mumbai or from any other suitable location as provided by the Bank. The requirement of the staff members from the Bank along with their expected skill set should be requested a month in advance for different phases and areas of implementation. The expected skill set should be from the available resource of the bank that can be put at the disposal of the consultancy contract.

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9) SUBSTITUTION OF PROJECT TEAM MEMBERS During the assignment, the substitution of key staff identified for the assignment will not be allowed unless such substitution becomes unavoidable to overcome the undue delay or that such changes are critical to meet the obligation. In such circumstances, the selected Bidder, as the case may be, can do so only with the prior written concurrence of the Bank and by providing the replacement staff of the same level of qualifications and competence. If the Bank is not satisfied with the substitution, the Bank reserves the right to terminate the contract and recover whatever payments(including past payments and payment made in advance) made by the Bank to the selected Bidder during the course of the assignment pursuant to this RFP besides claiming an amount equal to the contract value as liquidated damages. However, the Bank reserves the unconditional right to insist the selected Bidder to replace any team member with another (with the qualifications and competence as required by the Bank) during the course of assignment pursuant to this RFP. 10) PROFESSIONALISM The selected Bidder should provide professional, objective and impartial advice at all times and hold the Bank's interest paramount and should observe the highest standard of ethics, values, code of conduct, honesty and integrity while executing the assignment. 11) ADHERENCE TO STANDARDS The selected Bidder should adhere to all the applicable laws of land and rules, regulations and guidelines prescribed by various regulatory, statutory and Government authorities. The Bank reserves the right to conduct an audit/ongoing audit of the consulting services provided by the selected Bidder. The Bank reserves the right to ascertain information from the other banks and institutions to which the Bidders have rendered their services for execution of similar projects. The selected Bidder shall allow the Reserve Bank of India (RBI) or persons authorized by it to access the documents, records of transaction or any other information given to, stored or processed by the selected Bidder relating to this RFP, within a reasonable time failing which selected Bidder will be liable to pay any charges/ penalty levied by RBI. The selected Bidder shall allow the Reserve Bank of India to conduct audits or inspection of its Books and account with regard to the Bank or this RFP by one or more of RBI officers or employees or other persons duly authorized by RBI. 12) EXPENSES It may be noted that Bank will not pay any other amount/expenses / charges / fees / traveling expenses / boarding expenses / lodging expenses / conveyance expenses / out of pocket expenses other than the “Agreed Professional Fee”.

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13) PAYMENT TERMS Bank will release the payment of the agreed Professional Fees to the selected Bidder after deduction of applicable taxes at source, for which contract will be executed by the Bank with the chosen / selected Bidder. The payments will be scheduled in stages on completion of the various major activities and as per the progress of the consultancy project, as may be mentioned in the said agreement. No advance payments will be made. 14) NON PAYMENT OF PROFESSIONAL FEES If any of the items/activities corresponding to which certain price as mentioned in the price Bid is quoted, are not taken up by the Bank during the course of this assignment, the Bank will not pay the professional fees quoted by the selected Bidder in the Price Bid against such activity/item. 15) CHARGES TERMS By submitting the Bid for consultancy, the Bidder will be deemed to have accepted all the terms and conditions mentioned in the RFP document. The rates quoted by the Bidder/consultant shall be adequate to complete the assignment according to the specification and conditions attached thereto. The Bidder/consultant should take into account all conditions and difficulties that may be encountered during the course of assignment and quote the amount, which shall include agreed professional fee/ contract amount with taxes, royalties, VAT and other duties and the value and all details of other facilities and services necessary for proper completion of the assignment, except such as may be otherwise provided in the contract document for completion of the assignment. The TDS amount on prevailing rate and work contract tax etc. shall be deducted from consultants running account/Final bills. Necessary certificates shall be issued to the consultants by the Bank. Service tax payable on the payment of contract amount will be borne by the bank. 16) SINGLE POINT OF CONTACT The selected Bidder should have a local office in India and has to provide details of single point of contact viz. name, designation, address, e-mail address, telephone/mobile no., etc. Escalation matrix should also be provided with full details. 17) APPLICABLE LAW AND JURISDICTION OF COURT The Contract with the selected Bidder shall be governed in accordance with the Laws of India for the time being enforced and will be subject to the exclusive jurisdiction of Courts at Mumbai.

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18) PENALTY AND LIQUIDATED DAMAGES (a) If the selected Bidder fails to complete the due performance of the contract in accordance with the specifications and conditions agreed during the final contract negotiation, the Bank reserves the right to recover penalty @ 0.5% of the contract value per week or part thereof, subject to a maximum of 10 % of contract value as Penalty for non-performance/delayed performance. (b) Notwithstanding what so ever stated in para 18 (a) above, if the selected Bidder fails to adhere the time schedule or fails to complete the due performance of the obligations under this RFP as per Bank’s satisfaction, then the Bank can repudiate the contract and recover 10% of the contract valve as Liquidated Damages from the selected Bidder. (c) The Penalty and Liquidated Damages as mentioned above shall be independent to each other and will be levied separately or jointly as the case may be as per discretion of the Bank. Penalty and Liquidated Damages are not applicable for reasons attributable to the Bank and Force Majeure. However, it is the responsibility of the Bidder to prove that the delay is attributed to the Bank or Force Majeure. The Bidder shall submit the proof authenticated by the Bidder and Bank’s official that the delay is attributed to the Bank or Force Majeure along with the bills requesting payment. If the delay is attributable to the Bank, or Force Majeure, or any other circumstances beyond the control of the selected Bidder,, then the bank will extend the period of contract to the extent of delay without charging any Penalty / Liquidated Damages.

19) FORCE MAJEURE Any failure or delay by selected Bidder or Bank in the performance of its obligations, to the extent due to any failure or delay caused by fire, flood, earthquake or similar elements of nature, or acts of God, war, terrorism, riots, civil disorders, rebellions or revolutions, acts of governmental authorities or other events beyond the reasonable control of non-performing party, is not a default or a ground for termination. The affected party shall notify the other party within reasonable time period of the occurrence of a Force Majeure Event. 20) AUTHORIZED SIGNATORY The selected Bidder shall indicate the authorized signatories who can discuss and correspond with the Bank, with regard to the obligations under the contract. The selected Bidder shall submit at the time of signing the contract, a certified copy of the resolution of their Board, authenticated by Company Secretary/Director, authorizing an official or officials of the company or a Power of Attorney copy to discuss, sign agreements/contracts with the Bank. The Bidder shall furnish proof of signature identification for above purposes as required by the Bank.

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21) INDEMNITY The Bidder shall indemnify Bank and keep indemnified for any loss or damage, cost or consequences that Bank may sustain, suffer or incur on account of violation of patent, trademarks, etc. by the Bidder. The Bidder shall always remain liable to the Bank for any Losses suffered by the Bank due to any technical error or negligence or fault on the part of the Bidder, and the Bidder also shall indemnify the Bank for the same. The total liability of the selected Bidder under this clause and contract shall not exceed the total contract value. 22) PERFORMANCE GUARANTEE: The selected Bidder has to provide an unconditional and irrevocable Performance Bank Guarantee of 10% of the contract value from a Public Sector Bank in India (other than Bank of Baroda) towards due performance of the contract in accordance with the specifications, terms and conditions of RFP document, within 15 days from the intimation from the Bank. The Performance Guarantee shall be kept valid upto 30 days, beyond the warranty period.

23) ERASERS OR ALTERATIONS: The offers containing erasers or alterations may not be considered. There should be no hand written material corrections or alterations in the offer. Technical details must be completely filled up. Correct technical information of the services being offered must be filled in. Filling up of the information using terms such as OK, ACCEPTED, NOTED, AS GIVEN IN BROCHURE/MANUAL or any Special Characters such as -, “, @, _,# is not acceptable. The Bank may treat offers not adhering to these guidelines as unacceptable.

24) RIGHT TO REJECT BIDS Bank reserves the absolute and unconditional right to reject any response to this RFP if it is not in accordance with its requirements and no correspondence will be entertained by the Bank in the matter. The bid is liable to be rejected if

• It is not in conformity with the instructions mentioned in this RFP document.

• It is not properly/duly signed. • It is received through Telex / Telegram/ Fax/E-mail.

• It is received after expiry of the due date and time.

• It is incomplete including non-furnishing the required documents / information as required in terms of this RFP.

• It is evasive or contains incorrect information. • There is canvassing of any kind.

• It is submitted anywhere other than the place mentioned under Section-I, point 12.3.

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25) ASSIGNMENT Neither the contract nor any rights granted under the contract can be sold, leased, assigned, or otherwise transferred, in whole or in part, by the selected Bidder without advance written consent of the Bank and any such sale, lease, assignment or otherwise transfer shall be void and be of no effect. The selected Bidder shall not subcontract or permit anyone other than its personnel to perform any of the work, service or other performance required of the selected Bidder under the contract. Formation of consortium or association of consultants and engaging sub consultants is not allowed and such proposals will be disqualified at the evaluation stage itself.

26) NON – SOLICITATION The selected Bidder, during the term of the contract and for a period of two years thereafter shall not without the express written consent of the Bank, directly or indirectly: a) recruit, hire, appoint or engage or attempt to recruit, hire, appoint or engage or discuss employment with or otherwise utilize the services of any person who has been an employee or associate or engaged in any capacity, by the Bank in rendering services in relation to the contract; or b) induce any person who shall have been an employee or associate of the Bank at any time to terminate his/ her relationship with the Bank.

27) NO EMPLOYER-EMPLOYEE RELATIONSHIP The selected Bidder or any of its holding/subsidiary/joint-venture/ affiliate / group / client companies or any of their employees / officers / staff / personnel / representatives/agents shall not, under any circumstances, be deemed to have any employer-employee relationship with the Bank or any of its employees/officers/ staff/representatives/ personnel/agents.

28) VICARIOUS LIABILITY The selected Bidder shall be the principal employer of the employees, agents, contractors, subcontractors, etc., engaged by the selected Bidder and shall be vicariously liable for all the acts, deeds, matters or things, whether the same is within the scope of power or outside the scope of power, vested under the contract. No right of any employment in the Bank shall accrue or arise, by virtue of engagement of employees, agents, contractors, subcontractors etc., by the selected Bidder, for any assignment under the contract. All remuneration, claims, wages dues etc., of such employees, agents, contractors, subcontractors etc., of the selected Bidder shall be paid by the selected Bidder alone and the Bank shall not have any direct or indirect liability or obligation, to pay any charges, claims or wages of any of the selected Bidder ’s employees, agents, contractors, subcontractors etc. The selected Bidder shall agree to hold the Bank, its successors, assigns and administrators fully indemnified, and harmless against loss or liability, claims, actions or proceedings, if any, whatsoever nature that may arise or caused to the Bank through the action of selected Bidder ’s employees, agents, contractors, subcontractors, etc.

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29) CANCELLATION OF CONTRACT AND COMPENSATION The Bank would provide 30 days notice to rectify any breach/ unsatisfactory progress, if the selected Bidder commits a breach of any of the terms and conditions of the RFP/contract. The Bank reserves the right to cancel the contract of the selected Bidder and recover expenditure incurred by the Bank in any of the following circumstances:

• The Bidder becomes insolvent or goes into liquidation voluntarily or otherwise • An attachment is levied or continues to be levied for a period of 7 days upon effects of

the bid

• The progress regarding execution of the contract, made by the selected Bidder is found to be unsatisfactory.

• If deductions on account of Penalty exceeds more than 10% of the total contract price.

• If the selected Bidder fails to complete the due performance of the contract in accordance with the agreed terms and conditions.

After the award of the contract, if the selected Bidder does not perform satisfactorily or delays execution of the contract, the Bank reserves the right to get the balance contract executed by another party of its choice by giving one month’s notice for the same. In this event, the selected Bidder is bound to make good the additional expenditure, which the Bank may have to incur to carry out for the execution of the balance of the contract. This clause is also applicable, if for any reason, the contract is cancelled. The Bank reserves the right to recover any dues payable by the selected Bidder from any amount outstanding to the credit of the selected Bidder, including the pending bills, if any, under this RFP. 30) DISPUTE RESOLUTION If a dispute, controversy or claim arises out of or relates to the contract, or breach, termination or invalidity thereof, and if such dispute, controversy or claim cannot be settled and resolved by the Parties through discussion and negotiation, then the Parties shall refer such dispute to sole Arbitrator appointed by the Bank.. The arbitration proceedings shall be conducted in English and a written order shall be prepared. The venue of the arbitration shall be Mumbai. The arbitration shall be held in accordance with the Arbitration and Conciliation Act, 1996. The decision of the Arbitrator shall be final and binding upon the Parties, provided that each Party shall at all times be entitled to obtain equitable, injunctive or similar relief from any court having jurisdiction in order to protect its intellectual property and confidential information.

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ANNEXURE - A

CONSULTANT ORGANIZATION PROFILE AND EXPERIENCE

1 Name of the firm

2 Full address and contact details

3 Authorized person

4 Year of incorporation (Global)

5 Year of incorporation (India)

6 Total number of offices world wide

7 Number of years of Management / HR consulting experience

8 Revenue of management consulting business

• Global

• India

9 a. Number of management consulting staff

• Global • India

9 b. Of which number of consultants who have experience of handling long term assignments in HR strategy / process implementation in Public sector Banks and FIs

10 a Number of public sector Banks and Financial Institutions with whom long term transformation assignments have been undertaken (duration > = 9 months)

10 b Of which, number of public sector banks with whom long term transformation assignments have been undertaken (duration > = 9 months)

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11 Experience of HR strategy / process implementation / HR transformation in organizations with turnover / total business in excess of Rs. 500 crores and employee strength in excess of 5000

12 a Number of Banks / FIs for whom long term assignments in HR strategy / process implementation / HR transformation have been undertaken (duration > = 6 months)

12 b Of which, number of Indian public sector banks / FIs with whom long term assignments in HR strategy / process implementation have been undertaken (duration > = 6 months)

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ANNEXURE - B

RELEVANT EXPERIENCE

For each relevant project, please submit the following information with respect to each major transformation assignment undertaken:

1 Name and short description of client

2 Description of assignment

3 Start date of assignment

4 Duration of assignment

5 Terms of reference

6 Impact achieved

7 Client reference / reasonable proof

8 Team size

9 Key team members

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ANNEXURE - C

APPROACH, METHODOLOGY, AND WORK PLAN

The consultant should submit the approach, methodology and workplan in one comprehensive document. The submission should highlight consultant’s primary hypotheses regarding the issues and their potential solutions. It should highlight the methodology for enablement and engagement proposed to be deployed. The work plan should also cover ideas and suggestions on institutionalization of change. Milestones and deliverables should be clearly laid out. Team structure and staffing pattern should be highlighted clearly in the light of bank’s stipulation for deploying a team of appropriate quality and number of resources during the various phases of the project.

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ANNEXURE - D (a)

PROPOSED TEAM PROFILES

The profiles of individuals who would lead this assignment may be provided in the format below:

1 Name

2 Current designation

3 Nationality

4 Years in the firm

5 Educational qualifications

6 Language proficiency

7 Areas of expertise

8 Projects led with description

9 Role in the proposed project

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ANNEXURE - D (b)

STAFFING SCHEDULE

Staffing schedule for the duration of 18 months of the project should be detailed in the format below:

Quarter 1 Quarter 2 Quarter 3 Quarter 4 Quarter 5 Quarter 6 Names of key team leaders with time allocation

Number of staff deployed full time on site

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ANNEXURE - E

(LETTER TO THE BANK ON THE COMPANY’S / FIRM’S LETTER HEAD)

To, The General Manager (HRM & Marketing) Bank of Baroda Baroda Corporate Centre C-26, G-Block Bandra-Kurla Complex Bandra (East) Mumbai – 51 Dear Sir, RE: Your RFP for APPOINTMENT OF CONSULTANT TO ASSIST THE BANK IN HR

TRANSFORMATION With reference to the above RFP, having examined and understood the instructions, terms and conditions forming part of the RFP, we hereby enclose our offer for undertaking consultancy for advising the Bank in achieving HR transformation as detailed in your RFP. We confirm that we have not been disqualified by any Bank / Financial Institution from undertaking any /or all of the above activities. We also confirm that the offer shall remain valid for 6 months from the date of the offer. We understand that the Bank is not bound to accept the offer and the Bank has right to reject the offer in full or part without assigning any reasons, whatsoever.

Yours faithfully,

Authorized Signatory(ies) (Name, Designation and

Seal of the Firm/Company)

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ANNEXURE - F

FORM OF SELF AFFIDAVIT / DECLARATION

[TO BE SUBMITTED IN FIRM'S / COMPANY'S LETTER HEAD ONLY]

We, M/s____________________________________, are one of the BIDDERS for providing consultancy services to Bank of Baroda in designing and implementing an integrated HR framework for the Bank. We, hereby declare that our Firm/Company does not have any pecuniary liability nor any judiciary proceedings or any restraint restricting us in fulfilling the consultancy services. We further declare that in case the Bank finds our averments are not true and incorrect, the Bank can initiate necessary action against us, as deemed fit.

AUTHORISED SIGNATORY (Name, Designation and

SEAL)

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ANNEXURE - G

COMMERCIAL BID FOR CONSULTANT TO ASSIST THE BANK IN HR TRANSFORMATION

The General Manager (HRM & Marketing) Bank of Baroda Baroda Corporate Centre C-26, G-Block Bandra-Kurla Complex Bandra (East) Mumbai – 51 Dear Sir, Sub: RFP for APPOINTMENT OF CONSULTANT TO ASSIST THE BANK IN HR

TRANSFORMATION – PRICE BID We give below our consolidated rate with break up for the services to be rendered by us as per the scope of consultancy given in the tender form.

S. No Item Time Frame

Amount (Rs.)

Service Tax (Rs.)

Total (Rs.)

1 Professional fees (inclusive of all out

of pocket expenses)

18 months

2 TOTAL (in words)

- - -

1) We understand that the Bank reserves the right to finally negotiate the

commercials with the chosen consultant in respect of the above assignment. 2) We undertake to deliver all the deliverables as per the RFP document.

AUTHORISED SIGNATORY

(Name, Designation and SEAL)

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END OF DOCUMENT HRM Department Bank of Baroda, Baroda Corporate Centre, C-26, G-Block, Bandra Kurla Complex, Bandra (East), Mumbai 400 051