Republic of the Philippines 
HOUSE OF REPRESENTATIVES 
Quezon City 
NINETEENTH CONGRESS 
First Regular Session 
HOUSE BILL NO. ____ 
Introduced by HON. LUIS RAYMUND “LRAY” F. VILLAFUERTE, JR. 
EXPLANATORY NOTE 
Public-Private Partnerships (PPP) are gaining ground all over the world in extending 
the ability of governments to provide key services in difficult economics by tapping 
private sector resources. In most countries, PPP contractual arrangements are aimed 
at overcoming public sector constraints such as lack of capital or lack of public sector 
capacity resources and specialized expertise to develop, manage, and operate 
infrastructure assets. PPPs are now commonly utilized to accelerate economic growth, 
development, and infrastructure delivery—these ultimately result in quality service and 
overall good governance. 
The Philippines recognizes the indispensable role of private sectors vis-a-vis PPPs. In 
fact, the country is one of the pioneers in private sector participation in major 
infrastructure projects in Asia.  
Republic Act No. 6957 otherwise known as the Built-Operate-Transfer (BOT) Law 
passed in 1990 was the first of its kind in the region. In 1994, Republic Act No. 7718 
amended the BOT Law and introduced new variants of private sector infrastructure or 
development projects.  
On September 9, 2010, former President Benigno S. Aquino III signed Executive Order 
No. 8, as amended by Executive Order No. 136, titled "Reorganizing and Renaming 
the Build-Operate-and-Transfer (BOT) Center to the Public-Private Partnership (PPP) 
Center of the Philippines and Transferring its Attachment from the Department of 
Trade and Industry to the National Economic and Development Authority and for Other 
Purposes." This established the PPP Center to conduct project facilitation and 
assistance 
to 
implementing 
agencies 
in 
addressing 
impediments 
in 
the 
implementation of PPP programs and projects, among its other functions. 
Despite these developments, the Philippines still lags behind other countries in 
providing public infrastructure. The massive pipeline of key infrastructure deals is a 
reflection of how much money the country needs to invest to improve the quality of life 
in the country. With this issue at hand, funding mechanisms for PPP contracts must 
be expanded. In order to tap capital markets for infrastructure financing, there is a 
need to enact amendments to the existing BOT Law. 
September 27, 2022
10:31 am
5180


2
This bill intends to update and replace the BOT Law by incorporating the valuable 
lessons learned from successful and failed projects in the past, as well as global best 
practices in PPP. It further seeks to accelerate public infrastructure development by 
strengthening the PPP institutional framework by providing financial and technical 
support through the Project Development and Monitoring Facility (PDMF); optimizing 
project risks and obtaining government support; expanding the PPP contractual 
arrangements; providing for transparent and competitive bidding: setting standard 
contents and implementation of PPP projects for transparency, consistency, and 
predictability; and granting incentives to PPP projects. 
Moreover, it recognizes and strengthens the autonomy of local government units 
(LGUs) to enter into PPP contractual arrangements. There is a need to arm the LGUs 
with technical expertise to properly prepare, monitor, and implement PPP projects at 
the local level. A report by the Asian Development Bank (ADB) noted that many LGUs 
encounter snags in implementing PPP projects related to infrastructure, power 
generation, and bulk water supply in their respective communities because of the lack 
of technical and financial resources to carry out these initiatives. 
Thus, the immediate approval of this bill is earnestly sought. 
LUIS RAYMUND “LRAY” F. VILLAFUERTE, JR. 


3
Republic of the Philippines 
HOUSE OF REPRESENTATIVES 
Quezon City 
NINETEENTH CONGRESS 
First Regular Session 
HOUSE BILL NO. ____ 
Introduced by HON. LUIS RAYMUND “LRAY” F. VILLAFUERTE, JR. 
AN ACT 
INSTITUTIONALIZING AND STRENGTHENING PUBLIC-PRIVATE 
PARTNERSHIPS, AND APPROPRIATING FUNDS THEREFOR 
Be it enacted by the Senate and House of Representatives of the Philippines in 
Congress assembled: 
SECTION 1. Short Title. — This Act shall be known as the “Public-Private Partnership 
Act”.  
SECTION 2. Declaration of Policy. — It is the declared policy of the State to 
recognize the indispensable role of the private sector as the main engine for national 
growth and development, create an enabling environment for Public-Private 
Partnerships (PPP) and provide the most appropriate incentives to mobilize private 
resources for the purpose of financing, design, construction, operation, and 
maintenance of infrastructure projects and services normally financed and undertaken 
by the government. Such incentives, aside from financial incentives as provided by 
law, shall include provision of liberalized government regulations and procedures in 
support of the Project Proponent. 
The State recognizes the long-term nature of private investment in infrastructure 
projects and mitigation of risks by ensuring that the validity and enforceability of 
contracts are respected through the due process of law. 
The State affirms open, transparent, and competitive selection as the central 
tenet of government procurement in securing private investment in public 
infrastructure projects. It shall secure private investments through transparent and 
competitive selection process and bidding procedures. 
5180


 
4
 
SECTION 3. Definition of Terms. — As used in this Act: 
(a) 
Approving Body refers to an entity authorized to approve PPP Projects in 
accordance with Section 7 of this Act; 
(b) 
Availability-based PPP refers to a PPP where the Implementing Agency commits 
to make predetermined payments for contractually-defined performance 
delivery; 
(c) 
Concession-based PPP refers to a PPP where the Implementing Agency grants 
the Project Proponent the right to recover its investment, operating, and financing 
costs by charging the public a user fee or tariff; 
(d) 
Concession Period refers to the period of construction and/or operation of an 
Infrastructure Facility; 
(e) 
Construction refers to rehabilitation. improvement. expansion, alteration, 
installation, building of a new Infrastructure Facility, and related works and 
activities, including the necessary supply of equipment, materials, labor, and 
services and related items; 
(f) 
Contingent Liability refers to obligations of the government arising from a valid 
PPP Contract whose occurrence, timing, and amount depend on some uncertain 
future event or circumstance; 
(g) 
Contractor refers to any Private Person, who may or may not be the Project 
Proponent, and who shall undertake the actual Construction of an Infrastructure 
Facility of a PPP Project; 
(h) 
Cooperation Period refers to the period of operation of an Infrastructure Facility, 
which period, in the case of public utilities requiring a franchise shall be in 
accordance with law; 
(i) 
Facility Operator refers to a Private Person registered with the Securities and 
Exchange Commission or Department of Trade and Industry (DTI), who may or 
may not be the Project Proponent, who is responsible for all aspects of operation 
and maintenance of an Infrastructure Facility, including, but not limited to, the 
collection of tolls, fees, rentals, or charges from facility users; 
(j) 
GOCC refers to a government-owned or controlled corporation as defined in 
Republic Act (RA) No. 10149, otherwise known as GOCC Governance Act of 
2011; 


 
5
(k) 
Government Undertakings refer to any form of support, contribution, assistance, 
Viability Gap Funding, among others, which the government may provide to a 
Solicited PPP Project; 
(l) 
Grantors refer to Implementing Agency and another government agency that 
own the project assets or franchise; 
(m) ICC refers to the Investment Coordination Committee of the National Economic 
and Development Authority (NEDA) Board; 
(n) 
Implementing Agency refers to any of the various units of the Government of the 
Republic of the Philippines, including a department, bureau, office, 
instrumentality, GOCC as defined under RA No. 10149, state universities and 
colleges (WCs), or a back government, or a distinct unit therein; 
(o) 
Infrastructure Facility and Related Service refers to any facility and infrastructure 
related service identified by the government in relation to or as necessary for the 
discharge of its functions, whether governmental or proprietary: 
(1) 
Infrastructure Facility — includes power plants, highways, ports, airports, 
canals, 
dams, 
hydropower 
projects, 
water 
supply, 
irrigation, 
telecommunications facilities, railroads and railways, transport systems, 
reclaimed land, industrial estates or townships, housing, government 
buildings, tourism projects, markets, slaughterhouses, warehouses, 
information technology systems and infrastructure, education and health 
facilities, sewerage, drainage, and other infrastructure and development 
projects as may be authorized by the Implementing Agency pursuant to this 
Act; 
(2) 
Infrastructure-related Service — includes dredging, climate change 
mitigation and adaptation measures, and other related services; 
(p) 
IRR refers to the implementing rules and regulations of this Act; 
(q) 
LGU refers to any local government unit defined under RA No. 7160, otherwise 
known as the Local Government Code; 
(r) 
Local PPP Project refers to a PPP Project that will be undertaken by an LGU; 
(s) 
National PPP Project refers to a PPP Project that will be undertaken by the 
national government; 
(t) 
PDMF refers to the Project Development and Monitoring Facility created under 
Section 8 of this Act; 
(u) 
PPP PBAC refers to the PPP Pre-qualifications, Bids, and Awards Committee; 


 
6
(v) 
PPP Center refers to the Public-Private Partnership Center of the Philippines 
created under Executive Order (EO) No. 8. series of 2010, as amended; 
(w) PPP Contract refers to the contract between the Implementing Agency and the 
Project Proponent for the design, financing, construction, operation, or 
maintenance, or any combination thereof, of an Infrastructure Facility under a 
PPP project; 
(x) 
PPP Project refers to a project undertaken under this Act; 
(y) 
Priority Project refers to a project identified by an Implementing Agency that may 
be undertaken under this Act as a PPP Project and is consistent with the 
Philippine Development Plan (PDP) or its equivalent at the local level; 
(z) 
Private Person refers to a individual, sole proprietorship, partnership, 
corporation, or any other form of organization, whether domestic or foreign; 
(aa) Project Cost refers to the total cost to be expended to plan, develop, and 
construct the project to completion stage including but not limited to cost of 
feasibility studies, engineering and design, construction, equipment, land and 
right-of-way, taxes imposed on sad cost, and development cost: Provided, That 
in cases of Operation and Maintenance Contracts, this shall refer to total cost, 
financing, and other expenses for operation and maintenance of the 
Infrastructure Facility; 
(bb) Project Proponent refers to the Private Person who shall have contractual 
responsibility to undertake a PPP Project; 
(cc) Public-Private Partnership refers to a contractual arrangement between the 
Implementing Agency and the Project Proponent for the financing, design. 
Construction, operation, and maintenance, or any combination thereof, of an 
Infrastructure Facility, in which the Project Proponent bears significant risk, 
management responsibility, or both; 
(dd)  Rate of Return refers to the Project Proponent's expected return from the project: 
Provided. That in case of an unsolicited proposal. the appropriate Rate of Return 
shall be determined by the appropriate Approving Body prior to the call for 
proposals based on the prevailing cost of capital in the domestic and international 
markets. the risk profile and the gearing ratio; 
(ee) Services refer to services for or related to infrastructure facilities such as, 
construction supervision. management. operation, and maintenance and related 


 
7
services. and other technical services, which may be included as part of a PPP 
Project; 
(ff)  Solicited PPP Project refers to Priority Projects identified by the Implementing 
Agency; 
(gg) Unsolicited PPP Project refers to a project proposal submitted by a Private 
Person, which is not in response to a formal solicitation or request issued by the 
Implementing Agency, and 
(hh) Viability Gap Funding (VGF) refers to such financial support the government may 
provide to a Concession-based PPP Project with the objective of making user 
fees affordable while improving the commercial attractiveness of the project. 
excluding costs of right-of-way, resettlement. and real estate taxes. 
 
SECTION 4. Contractual Arrangements. — PPP Projects may be undertaken 
through any of the following contractual arrangements, and such other variations as 
may be approved by the ICC: 
(a) 
Build-and-Transfer refers to a contractual arrangement whereby the Project 
Proponent undertakes to finance and construct a given Infrastructure Facility and 
after the completion thereof. to tum it over to the Implementing Agency 
concerned. which shall pay the Project Proponent on an agreed schedule its total 
investments expended on the project, plus the Rate of Return thereon. This 
arrangement may be employed in the Construction of any Infrastructure Facility. 
including critical facilities which. for security or strategic reasons. must be 
operated directly by the government; 
(b) 
Build-Lease-and-Transfer refers to a contractual arrangement whereby a Project 
Proponent undertakes to finance and construct an Infrastructure Facility and 
upon its completion tums it over to the Implementing Agency concerned on a 
lease arrangement for a Cooperation Period, after which ownership thereof is 
automatically transferred to the Implementing Agency concerned; 
(c) 
Build-Own-and-Operate refers to a contractual arrangement whereby a Project 
Proponent is authorized to undertake a PPP Project. specifically, to finance, 
construct. own, operate. and maintain an Infrastructure Facility from which the 
Project Proponent is allowed to recover its total investment. operating and 
maintenance costs plus a rectum thereon by collecting tolls. fees. rentals. or 
other charges from facility users; 


 
8
(d) 
Build-Operate-and-Transfer refers to a contractual arrangement whereby the 
Project Proponent undertakes a PPP Project and transfers ownership of the 
Infrastructure Facility to the Implementing Agency at the end of the Cooperation 
Period; 
(e) 
Build-Transfer-and-Operate refers to a contractual arrangement whereby the 
Implementing Agency contracts out the Construction of an Infrastructure Facility 
to the Project Proponent. Once the facility is commissioned satisfactorily. 
ownership is transferred to the Implementing Agency. The Project Proponent. 
however, operates the Infrastructure Facility on behalf of the Implementing 
Agency; 
(f) 
Contract-Add-and-Operate refers to a contractual arrangement whereby. the 
Project Proponent adds to an existing Infrastructure Facility which it is renting 
from the government. It operates the expanded Infrastructure Facility over an 
agreed Cooperation Period. There may, or may not be. a transfer arrangement 
in regard to said facility; 
(g) 
Develop-Operate-and-Transfer refers to a contractual arrangement whereby 
favorable conditions external to a new PPP Project which is to be built by a 
Project Proponent are integrated into the arrangement by giving that entity the 
right to develop adjoining property, and thus, enjoy some of the benefits the 
investment creates such as higher property or rent values; 
(h) 
Joint Venture refers to a contractual arrangement whereby a Private Person or a 
group of Private Persons. and an Implementing Agency. contribute money. 
services. assets. or a combination of any or all of the foregoing, to undertake a 
PPP Project, with the intention to share profits, risks, and losses. Assets may 
include equipment, land. intellectual property or anything of value: 
 (i) 
Operations and Maintenance Contract refers to a contractual arrangement 
whereby the Project Proponent undertakes the day-to-day operation and 
maintenance of an Infrastructure Facility owned by the Implementing Agency. 
The Project Proponent shall undertake the acquisition or provision and upgrading 
of equipment. systems and other items related to operation and maintenance. 
The Project Proponent shall be compensated in the form of a performance based 
management or service fee during the Cooperation Period; 
(j) 
Rehabilitate-Operate-and-Transfer refers to a contractual arrangement whereby 
an existing Infrastructure Facility is turned over to the Project Proponent to 


 
9
refurbish. improve. operate and maintain for a Cooperation Period, at the expiry 
of which the ownership of the facility is transferred to the Implementing Agency; 
and 
(k) 
Supply-and-Operate refers to a contractual arrangement whereby the supplier of 
equipment and machinery for a given Infrastructure Facility. if the interest of the 
government so requires. operates such facility. Foreign firms who are allowed to 
operate the facility shall provide technology transfer and training to Filipino 
nationals. 
 
SECTION 5. Authority or Implementing Agencies. — Implementing Agencies. In 
accordance with their respective charters, are hereby authorized to undertake PPP 
Projects with any Project Proponent in accordance with the provisions of this Act. 
In undertaking a PPP Project under this Act. a GOCC or any of its subsidiaries 
shall secure the approval of the head of department or agency to which the GOCC is 
attached. If the procurement thereof is undertaken by the department or agency. the 
governing board of the GOCC shall adhere to the approval of the Approving Body and 
shall give its full cooperation in bidding the project. 
 
SECTION 6. Priority Projects. — Priority Projects that will be implemented under this 
Act shall be consistent with the PDP or its equivalent at the local level. 
The Implementing Agencies shall submit their list of PPP Projects or any update 
thereto to the PPP Center for information. Each proposed PPP Project to be 
implemented under this Act shall be subject to the approval of the Approving Body, if 
applicable. 
The PPP Center shall ensure that Congress and the general public are provided 
with adequate. timely. and relevant information pertaining to these Priority Projects: 
Provided, That the release of proprietary information. which shall be defined in the IRR 
of this Act, is not contrary to existing laws. 
 
SECTION 7. Approval of PPP Projects. — The approval of PPP Projects under this 
Act shall be in accordance with the following: 
A.  
National Projects. National PPP Projects shall be approved by the ICC or by the 
NEDA Board. or both, depending on the Project Cost as prescribed in the IRR of 


 
10
this Act. Such approval shall be followed by the Implementing Agency or Grantor 
concerned. 
B. 
For National PPP Projects that have impact on a particular region, the 
Implementing Agency shall secure the endorsement of the concerned Regional 
Development Council (ROC) prior to submitting the project for approval to the 
Approving Body. The RDC shall have thirty (30) calendar days from receipt of 
the request of the Implementing Agency within which to issue its endorsement; 
otherwise, the same shall be deemed automatically endorsed by the ROC. 
C. 
Local Projects. Local PPP Projects shall be approved by the local sanggunians 
and depending on the Project Cost as may be prescribed in the IRR, confirmed 
by the local development councils. 
 
The confirmation of the project by the local development council concerned shall 
be based on a review of the project documents submitted to it by the LGU concerned, 
which includes the feasibility study and the draft contract on the project. and shall 
ensure that said project documents are in full compliance with the requirements set 
forth under this Act. 
 
SECTION 8. Project Development and Monitoring Facility (PDMF). — The PDMF 
is hereby established and shall be used for the procurement of advisory and support 
services related to the preparation, structuring, probity management, procurement, 
financial close, and monitoring of implementation of PPP Projects. 
A. 
Funding Source. The PDMF Fund referred to under EO No. 8, series of 2010. as 
amended by EO No. 136. series of 2013. shall be transferred to the PDMF under 
this Act- The PDMF may be funded through and such amount as may be needed 
and included in the General Appropriations Act, Official Development Assistance 
or other sources. 
B. 
Institutional Arrangement. The PDMF Shall be managed and administered by the 
PPP Center as a revolving fund. In order to sustain the PDMF. the PPP Center 
may collect and receive fees and recover costs expended through PDMF in 
accordance with the guidelines to be approved by the PPP Governing Board. 
Such amount shall be retained and authorized to be used by the PPP Center for 
the purposes indicated herein. 
 


 
11
A PDMF Committee is hereby created which shall approve applications for 
PDMF support submitted by Implementing Agencies. It shall be composed of 
representatives from the NEDA, Department of finance (OOF), Department of Budget 
and Management (DBM) and the PPP Center. 
The PPP Center shall serve as Secretariat for the PDMF Committee. 
 
C. 
Procedure. The procurement of consulting services for the PDMF shall be 
conducted through RA 9184. otherwise known as the Government Procurement 
Reform Act. and its IRR, subject to existing laws on the practice of professions 
reserved to Filipino nationals. An open registry of consultants may be established 
for ready availability of consulting expertise. Registration is not tantamount to a 
finding of eligibility. and non-registered consultants shall be allowed to bid. The 
procedures for such procurement shall be prescribed in the IRR of this Act. 
consistent with R.A. No. 9184 and its associated IRR. 
 
The PPP Center is not precluded from adopting a set of rules for the engagement 
and consulting services funded by an international financing institution or through 
official development assistance. 
Subject to approval of the PPP Governing Board, the PDMF Committee shall 
also formulate. prescribe and recommend policies. procedures and guidelines for the 
use of PDMF and recovery of costs charged to the fund. 
 
SECTION. 9. Unsolicited Proposals. — Unsolicited proposals may be considered for 
projects that are not part of the list of Priority Projects or which involve a new concept 
or technology: Provided, that if the Implementing Agency concerned is an LGU, it may 
adopt its own guidelines in evaluating unsolicited proposal. 
When a Project Proponent submits an unsolicited proposal, the Implementing 
Agency may either: 
A.  
Accept the unsolicited proposal on a negotiated basis, subject to the following 
conditions: 
(1) 
No direct government guarantee, VGF, government subsidy or equity, or 
right-of-way is required: Provided, That the Implementing Agency shall 
facilitate the acquisition of the right-of-way; 


 
12
(2) 
Guided by the principles of transparency and competitiveness, the 
Implementing Agency has: 
(i)  
Published the invitation to pre-qualify and to bid for three (3) 
consecutive weeks in a newspaper of general circulation, as well as 
posting in the websites of the PPP Center and of the Implementing 
Agency; 
(ii)  Conducted a competitive bidding within a period stated in the IRR of 
this Act, which should not be less than three (3) months nor more than 
six (6) months from the date of last publication in a newspaper of 
general circulation. In the event another proponent submits a superior 
counter-proposal within the period referred to above and it is accepted 
by the Approving Body, the original proponent shall have the right to 
outbid; and 
(iii)  Determined the winning bid based on the best financial proposal 
submitted, including the bid of the original proponent. 
 
B. 
Use the unsolicited proposal as the basis for public bidding as provided in Section 
10 of this Act. Upon approval by the Approving Body, the original proponent 
thereof shall be reimbursed of the cost incurred in the preparation of the proposal. 
such as the cost of any feasibility study undertaken: Provided, That the 
reimbursement is: 
(1) 
in an amount specified in the IRR of this Act. not to exceed three (3%) 
percent of the Project Cost excluding those which are borne by the 
Implementing Agency, such as, the cost of right-of-way acquisitions; and 
(2) 
paid in full by the winning Project Proponent as a requirement for the award 
of the contract. 
 
C. 
Reject the proposal. If the Implementing Agency fails to act on the proposal within 
the period stated in the IRR of this Act, the project proposal shall be deemed 
rejected. without prejudice to any liability that the erring or negligent officials or 
employees may incur under existing laws. 
Within ten (10) working days from receipt of the unsolicited proposal, the 
Implementing Agency shall inform the PPP Center in writing of such receipt and 


 
13
famish it with a copy of the proposal. The PPP Center shall provide assistance 
to the Implementing Agency in the evaluation of unsolicited proposal. 
 
SECTION 10. Public Bidding of Projects. — 
A. 
Publication. Upon approval of PPP Projects as mentioned in Section 7 of this 
Act, the head of the Implementing Agency concerned shall immediately cause 
the publication of a notice inviting all prospective Project Proponents to 
participate in a transparent and competitive public bidding. once every week for 
three (3) consecutive weeks, in at least two (2) newspapers of general circulation 
and in at least one (1) local newspaper. which is circulated in the region, 
province, city or municipality where the project is implemented. The notice must 
also be posted continuously in the websites of the Implementing Agency and the 
PPP Center. 
 
B. 
Public Bidding. The public bidding shall be conducted under a single or two stage 
system. The pre-qualification documents. technical, and financial proposals shall 
be submitted in at least three (3) separate envelopes. The procedures for public 
bidding, which shall be transparent and competitive. including the conduct of 
one-on-one meetings with pre-qualified bidders, shall be outlined in the IRR of 
this Act. 
 
C. 
Award. The contract shall be awarded to the bidder who has passed the 
prequalification 
stage 
after 
having 
satisfied 
the 
minimum 
financial. 
organizational, and legal standards required under this Act; has passed the 
technical proposal evaluation, and has submitted the most favorable financial bid 
based on the parameters defined in the bid documents. Affordable user fees and 
efficient public services shall be of paramount importance in awarding PPP 
Projects. 
 
D. 
Single Complying and Responsive Bid. In case of a single complying and 
responsive bidder. the Implementing Agency may award the PPP Contract to 
that bidder upon its compliance with the post-award requirements under the 
bidding rules of the PPP project. 


 
14
A bid is considered a single complying and responsive bid submission if it 
falls under any of the following Circumstances: 
(1) 
If, after advertisement, only one bidder applied for pre-qualification and it 
meets the pre-qualification requirements, after which it is required to submit 
a bid or proposal which is subsequently found by the Implementing Agency 
to be complying; 
(2) 
If, after advertisement, more than one bidder applied for pre-qualification 
but only one meets the pre-qualification requirements, after which it submits 
a bid or proposal which is found by the Implementing Agency to be 
complying; 
(3) 
If, after pre-qualification of more than one bidder, only one submits a bid 
which is found by the Implementing Agency to be complying; or 
(4) 
If, after pre-qualification, more than one bidder submits bids but only one is 
found by the Implementing Agency to be complying. 
 
E. 
Protest. In all stages of the procurement process. the following protest protocol 
shall be strictly followed: 
1) 
Decisions of the PPP PBAC may be questioned by filing a motion for 
reconsideration within a period prescribed in the IRR of this Act. 
2) 
The decision of the PPP PBAC on the motion for reconsideration in the 
immediately preceding paragraph may be further questioned by the filing of 
an appeal to the head of the Implementing Agency concerned. the fee for 
which is prescribed in the IRR of this Act. 
If the head of the Implementing Agency in the immediately preceding 
paragraph is not a Department Secretary. the decision of the head of the 
Implementing Agency may be further questioned by filing an appeal to the 
Secretary of the Department to which the Implementing Agency is attached 
within a period prescribed in the IRR of this Act. 
3) 
The decision of the Department Secretary in the immediately preceding 
paragraph (2) may be questioned by the filing of an appeal to the Office of 
the President within fifteen (15) working days from receipt thereof. 
 


 
15
In no case shall any appeal taken from any decision rendered pursuant to this 
Act stay or delay the bidding process: Provided, however. That appeal must first be 
resolved before any Notice of Award. 
 
F. 
Failure to Comply or Execute the Contract. If the winning bidder fails to comply 
with any post-award requirement or fails to enter into a contract with the 
Implementing Agency, the latter shall consider the next technically and financially 
qualified bidder. without prejudice to availment of other legal remedies by the 
Implementing Agency such as the forfeiture of bid security. the withdrawal of 
Notice of Award, or both. 
 
G. 
PPP BAC. The head of the Implementing Agency. shall create a PPP BAC which 
shall be responsible for all aspects of the pre-bidding and bidding process in the 
case of solicited proposals, and for the comparative bidding process in the case 
of unsolicited proposals. The PPP BAC shall be chaired by at least a third ranking 
regular official of the said agency and its composition shall be specified in the 
IRR of this Act: Provided, That the PPP BAC constituted for National PPP 
Projects shall also include other relevant government agencies as may be 
determined in the IRR of this Act. The creation of a PPP PBAC in case of co-
grantors shall be prescribed in the IRR of this Act. 
 
SECTION 11. Private Legal and Medical Assistance. — All the PPP PBAC 
members and other public officials providing services to the PPP PBAC shall be 
authorized to engage the services of private lawyers, or shall be provided with free 
legal assistance, where a civil, criminal, or administrative action is filed against them 
by reason of the performance of their official functions or duties, unless they are finally 
adjudged in such action or proceeding to be liable for gross negligence or misconduct 
or grave abuse of discretion. The PPP PBAC members shall also be entitled to medical 
assistance for injuries incurred in the performance of their functions. 
 
SECTION 12. Contract Termination. — In the event that a contract is revoked. 
cancelled or terminated, either contracting party shall compensate the other party 
pursuant to terms as defined in the contract. 
 


 
16
SECTION 13. Issuance of Administrative Franchise, License or Permit. — Once 
a PPP Contract is duly executed, the regulator. licensing authority or LGUs shall 
automatically grant in favor of the Project Proponent an administrative franchise. 
license permit, or any other form of authorization required for the implementation of a 
PPP Project subject to submission by the Project Proponent of the requirements by 
the regulator. licensing authority or LGU. 
Any provision of law to the contrary notwithstanding, it shall be mandatory on the 
part of the regulator, licensing authority or LGUs to accept and approve the application 
for administrative franchise, license or permit. Failure to act on a proper and complete 
application thereof within thirty (30) working days from receipt of the same shall be 
deemed as approval thereof. 
 
SECTION 14. Expansion or Extension of an Existing Infrastructure Facility. — 
Subject to conditions specified in the IRR of this Act and upon prior approval by the 
Approving Body, the Project Proponent of an existing PPP Infrastructure Facility may 
be allowed to expand or extend the same even without further bidding: Provided, That 
the cost thereof shall not exceed twenty-five percent (25%) of the price-adjusted 
original Project Cost: Provided, further, that any subsequent expansion or extension 
shall no longer be allowed. 
 
SECTION 15. Contracts and Public Disclosure. — Copies of all PPP Contracts 
concluded under this Act shall be considered public documents. However, any 
proprietary information or information relating to security or national security matters 
contained in the PPP Contract and its annexes may be kept confidential for a limited 
period, as may be determined by the Implementing Agency but not to exceed five (5) 
years. 
The determination of whether or not such contracts shall be kept confidential, as 
well as the terms and duration of confidentiality, shall be the responsibility of the 
Implementing Agency concerned. The Implementing Agency shall transmit to the PPP 
Center for records and monitoring purposes, a copy of the duly executed contract. 
within thirty (30) working days from its complete execution. 
 
SECTION 16. Prohibition on the Issuance of Temporary Restraining Orders or 
Injunctions. — 


 
17
A.  
No temporary restraining order, preliminary injunction, or preliminary mandatory 
injunction shall be issued by any court. except the Supreme Court, against any 
Implementing Agency, its officials or employees, or any person or entity, whether 
public or private acting under the government direction. to restrain, prohibit or 
compel the following acts: 
(1) 
Bidding, rebidding or declaration of failure of bidding of PPP Projects, either 
national or local; 
(2) 
Qualification or disqualification of bidders; 
(3) 
Awarding of PPP Contract; 
(4) 
Acceptance of any unsolicited PPP Project proposal. even if not acted upon 
by the Implementing Agency concerned under Section 9 of this Act; 
(5) 
Acquisition, clearance. development of the right-of-way, site or location of 
any project; 
(6) 
Construction. operation and maintenance of any PPP Project; 
(7) 
Commencement, execution, implementation, termination or rescission of 
any PPP Contract; and 
(8) 
Undertaking or authorization of any other lawful activity necessary for such 
PPP Project or contract. 
 
Provided, further, That the temporary restraining order. preliminary injunction or 
preliminary mandatory injunction issued by the Supreme Court shall be effective for a 
period not to exceed six (6) months. 
 
B. 
Bond. The applicant for such temporary restraining order. preliminary injunction 
or preliminary mandatory injunction shall file a bond, in an amount to be fixed by 
the court. The bond shall accrue in favor of the government if the court should 
finally decide that the applicant was not entitled to the relief sought. 
 
C. 
Void. Any temporary restraining order, preliminary injunction or preliminary 
mandatory injunction issued in violation of this Section is void and of no force 
and effect. 
 
D. 
Application. The foregoing prohibition shall apply in all disputes. cases. or 
controversies instituted by any and all parties. including cases filed by bidders, 


 
18
Implementing Agencies or those claiming to have rights through such bidders or 
Implementing Agencies involving a PPP Project or contract. 
 
E. 
Liability. In addition to civil and criminal liabilities as may be incurred under 
existing laws. any judge who shall issue a temporary restraining order, 
preliminary injunction or preliminary mandatory injunction in violation of this 
section, shall be disciplined by the Supreme Court and suffer the penalty of 
removal from office. 
 
SECTION 17. Assignment of Assets for PPP Projects. — A regulatory agency that 
owns public infrastructure or right-of-way that is intended for a PPP Project shall 
assign the same to the department exercising administrative supervision over it, or to 
the department to which it is attached. in order that such department may enter into a 
PPP Contract involving such public infrastructure or right-of-way. 
No regulatory body shall be allowed to enter into any PPP Contract that they 
regulate. 
 
SECTION 18. Project Supervision and Monitoring. — Every PPP Project 
undertaken under the provisions of this Act shall be in accordance with the designs, 
plans, specifications, standards, and costs approved by the Implementing Agency and 
Approving Body. and the cost as approved by the appropriate Approving Body, and 
shall be under the supervision of the Implementing Agency concerned. 
 
SECTION 19. Investment Incentives. — Among other incentives. PPP Projects in 
excess of One Billion Pesos (PhP1,000,000,000) may be entitled to incentives as 
provided by the Omnibus Investment Code, upon prior endorsement of the PPP 
Center and registration by the Project Proponent with the Board of Investments. 
 
SECTION 20. Projects of National Significance. — upon certification and 
recommendation by the ICC, and prior consultation with the Department of Interior and 
Local Government (DILG) and the LGU concerned. the President may classify certain 
projects. such as energy. toll road. mass transit. water. sewerage, and such other 
projects undertaken under this Act as projects of national significance. which shall be 
entitled to the following incentives: 


 
19
(a) 
All real properties which are actually and directly used for the project shall be 
exempt from any and all real property taxes levied under RA No. 7160, otherwise 
known as the Local Government Code; 
(b) 
All projects of national significance shall likewise be exempt from any and all 
local taxes, fees and charges; and 
(c) 
Automatic grant or issuance of the necessary business permits, including 
renewals thereof, in favor of the winning Project Proponent. 
 
For a project to qualify as a project of national significance, it shall meet the 
following criteria: 
(a) 
The total Project Cost falls within the threshold set by the ICC; 
(b) 
The project has direct and indirect economic impact which shall not be less than 
the threshold set by the ICC; 
(c) 
The project will have direct and indirect economic impact beyond the LGU where 
it is located; and 
(d) 
The project can create new jobs. 
 
SECTION 21. Exemption from Payment of Transfer Taxes. — For all PPP Projects, 
the transfer of ownership of Infrastructure Facility to the Implementing Agency shall be 
exempt from capital gains tax, documentary stamp tax and all taxes and fees, whether 
from national or local, related to the transfer thereof. 
 
SECTION 22. Institutionalization or PPP Center. — 
A. 
Functions. To achieve the goals of this Act, the PPP Center is hereby 
institutionalized and authorized to adopt its current organizational structure, 
absorb its existing employees, and upgrade its human resource component, as 
may be necessary. Towards a more efficient and effective performance of its 
mandate, the PPP Center shall have the following powers and functions: 
(1) 
Assist Implementing Agencies in identifying, developing, prioritizing and 
maintaining a pipeline of PPP Projects; 
(2) 
Provide advisory services, technical assistance, trainings, and capacity 
development to Implementing Agencies in all PPP-related matters, and act 
as a procurement agent upon the request of an Implementing Agency; 
(3) 
Manage and administer the PDMF as provided in Section 8 of this Act; 


 
20
(4) 
Work 
with 
Implementing 
Agencies 
in 
setting 
procurement 
and 
implementation timelines for approved PPP Projects; 
(5) 
Recommend plans. policies and implementation guidelines related to PPP, 
in consultation with appropriate oversight committees or agencies, 
Implementing Agencies, private sector and other relevant stakeholders; 
(6) 
Facilitate, monitor, and evaluate the implementation of PPP programs and 
projects developed by the Implementing Agencies; 
(7) 
Report to the Office of the President and Congress on the implementation 
of the PPP programs and projects of the government at the end of each 
year; 
(8) 
Serve as a link between the government and the private sector; 
(9) 
Promote and market PPP programs and projects, in collaboration with other 
government promotion agencies; 
(10) Sit as member of NEDA-Infrastructure Committee (INFRACOM), ICC, and 
other inter-agency bodies where a PPP Project is a major concern; 
(11) Issue advisory opinions and interpret the provisions of this Act and its IRR, 
relating solely to technical aspects of PPP; 
(12) Serve as the central repository of all executed PPP Contracts and any 
subsequent amendment or supplement thereto, including settlement 
agreements, entered into by Implementing Agencies; 
(13) Provide and transmit copies of duly executed PPP Contracts to Congress; 
(14) Act as Secretariat to the PDMF Committee, PPP Governing Board, and ICC 
insofar as PPP Projects are concerned; 
(15) Maintain an integrated projects' bank to serve as an interactive database of 
all current and past projects; 
(16) Review PPP Contracts for National PPP Projects prior to execution; 
(17) Act as a procurement agent upon the request of the Implementing Agency; 
and 
(18) Perform such other functions as may be necessary to achieve the 
objectives and purposes of this Act. 
 
B. 
Administrative Relationship. The PPP Center shall report directly to the PPP 
Governing Board and shall be attached to the NEDA for purposes of policy and 
program coordination. 


 
21
 
C. 
Executive Director. The PPP Center shall be headed by an Executive Director 
with the rank equivalent to an Undersecretary, who shall be appointed by the 
President of the Philippines for a fixed term of six (6) years, upon 
recommendation of the PPP Governing Board: Provided, That the term of the 
first Executive Director appointed under this Act shall expire at noon of June 30, 
2022, and the term of the next Executive Director shall commence on the said 
hour and date: Provided further, That in case a vacancy occurs before the 
expiration of the term, the person appointed to such vacancy shall serve only the 
unexpired term of the predecessor. The Executive Director shall perform the 
following functions: 
(1) 
Undertake the day-to-day management and supervise the operations of the 
PPP Center; 
(2) 
Recommend to the PPP Governing Board such policies and measures 
which are deemed necessary for the effective exercise and discharge of the 
powers and functions of the PPP Center; 
(3) 
Sit as some ex-officio, non-voting member of the PPP Governing Board, 
INFRACOM, ICC and other inter-agency bodies where a PPP Project is a 
major concern; and 
(4) 
Perform such other functions as may be assigned by the PPP Governing 
Board. 
 
SECTION 23. PPP Governing Board. — The PPP Governing Board, hereinafter 
referred to as the Board, is hereby created. It shall be the overall policy-making body 
for all PPP-related matters, including the PDMF. It shall be responsible for setting the 
strategic direction of PPP programs and projects and in creating an enabling policy 
and institutional environment for PPP. 
The Board shall be composed of the following: 
(a) 
The Secretary of Socio-Economic Planning as Chairperson; 
(b) 
The Secretary of the DOF as Vice-Chairperson; 
(c) 
The Secretary of the DBM; 
(d) 
The Secretary of the Department of Justice; 
(e)  The Secretary of the DTI; 
(f) 
The Executive Secretary; 


 
22
(g) 
The Secretary of the Interior and Local Government; 
(h) 
The Executive Director of PPP Center; and 
(i)  
The Private sector as Co-chairperson of the National Competitiveness 
Council (NCC), as members. 
 
The principal members of the Board may designate their respective alternates, 
who shall be the official next-in-rank to them and whose acts shall be considered the 
acts of their principals. 
The presence of the Chairperson and four (4) other members of the Board shall 
constitute a quorum and a majority vote of the member’s present shall be necessary 
for the adoption of any issuance, order, resolution, decision or other act of the Board 
in the exercise of its functions. The Board shall act as a collegial body. In the conduct 
of meetings, the Chairperson shall not vote except to break a tie. 
The Board shall act on any matter for its consideration not later than thirty (30) 
days from the date of submission thereof. 
 
SECTION 24. Mandatory Inclusion of Alternative Dispute Resolution (ADR) 
Mechanisms in PPP Contracts. — All PPP Contracts shall stipulate therein the use 
of ADR mechanisms. The contracting parties shall be given complete freedom to 
choose which ADR mechanisms shall govern their dispute, as well as the rules or 
procedures to be followed in resolving the same. 
 
SECTION 25. Creation of a PPP Contingent Liability Fund. — To ensure fiscal 
sustainability and negotiate better financing terms of PPP Projects, there is hereby 
created a PPP Contingent Liability Fund to be used for the payment of contingent 
liabilities arising from PPPs in accordance to its contract terms. 
The target amount in the PPP Contingent Liability Fund is to be determined by 
the Development Budget Coordination Committee (DBCC) using risk-adjusted 
methods or such other means that estimate the exposure of the Government of the 
Philippines to PPP Contingent Liabilities. 
The PPP Contingent Liability Fund shall be funded from the following sources: 
(a) 
concession fees; 
(b) 
Implementing Agency reimbursements; 
(c) 
interest earnings from the PPP Contingent Liability Fund; and 


 
23
(d)  National Government contributions. 
 
National Government contributions shall cover only the difference between the 
target amount of the PPP Contingent Liability Fund, and the current value of the fund. 
The DOF shall regularly monitor review the viability of the PPP Contingent Liability 
Fund in relation to the magnitude of PPP Projects undertaken by government, and if 
necessary, recommend the increase in the target amount of the PPP Contingent 
Liability Fund and the reason therefore. All National Government contributions to the 
PPP Contingent Liability Fund shall be included in the proposed DOF budget. 
When the value of PPP Contingent Liability Fund is in excess of the target 
amount, the excess funds may, upon the recommendation of the DBCC, be transferred 
to the general fund of the National Government 
The Implementing Agency must seek confirmation from the DOF that the 
National Government can bear the additional contingent liabilities associated with the 
project, taking into consideration fiscal sustainability. 
Further, to foster accountability and efficiency in implementing PPP Projects, it 
is mandatory for Implementing Agencies to enter into a recourse agreement with the 
DOF before any payment can be drawn from the PPP Contingent Liability Fund for 
contingent liabilities that have materialized within contract terms. 
The Bureau of the Treasury shall maintain the PPP Contingent Liability Fund in 
the Treasury Single Account. Interest earnings therefrom shall accrue to the PPP 
Contingent Liability Fund. 
  
SECTION 26. Penal Provision. — Any person, whether private individual or public 
officer or employee, who commits any of the acts hereunder prescribed, shall be 
punished by imprisonment from a minimum of three (3) years to a maximum of six (6) 
years and one (1) day: 
(a) 
Representation that the Project Proponent has the necessary capitalization to 
commence, complete and implement the project when the same is false in 
material respects; and 
(b) 
Falsification or insertion of certain provisions in the execution of the contract 
which are materially and substantially different from the approved final draft 
contract. 
 


 
24
SECTION 27. Miscellaneous Provisions. — 
A. 
Safeguard Mechanisms to Protect Public Interest. In order to improve 
transparency and to promote bankability and social acceptability of PPP Projects, 
the following mechanisms shall be observed: 
(1) 
Whenever applicable, the Implementing Agency shall assess the 
affordability of fee or tariff, and conduct a willingness-to-pay survey among 
the users of the Infrastructure Facility; 
(2) 
The Implementing Agency shall conduct public consultation or dialogue 
with all potential stakeholders, including the users, in all stages of the PPP 
Project; and 
(3) 
The Implementing Agency and the PPP Center shall post in their respective 
websites the approved starting fare or user fee in a PPP Project as well as 
the approved parametric formula on fare increases or adjustments, if 
applicable. 
 
B. 
Build-and-Transfer and Social Infrastructure PPP Projects. For PPP Projects 
under the Build-and-Transfer scheme, as well as social infrastructure PPP 
Projects, the Congress shall include the necessary appropriations to meet the 
financial obligations arising from such projects on the fiscal year when the 
obligation becomes due and demandable. Such appropriations shall be over and 
above the annual budget of the Implementing Agency. 
 
C. 
Joint Venture Agreements. For joint venture arrangements, the ownership of the 
Infrastructure Facility may be transferred to either the Implementing Agency or 
to Project Proponent: Provided, That in the latter case, the transfer shall be made 
under competitive market conditions: Provided, further, That the equity 
contribution of the Implementing Agency in a joint venture corporation shall in no 
case exceed fifty percent (50%) of the outstanding capital stock of the 
corporation: Provided, finally, That the return on investment of either party shall 
be in proportion to their respective contribution. 
 
D. 
Recovery of Investment. As may be agreed in the PPP Contract, the Project 
Proponent may be allowed to collect tolls, fees, rentals, or charges, engage in 


 
25
commercial development, receive VGF, and receive direct government 
payments, among others, to recover investment. 
 
E. 
Wind-up and Transfer Measures. The PPP Contract shall provide, as 
appropriate, for: 
(1) 
Mechanisms and procedures for the transfer of assets to the Implementing 
Agency; 
(2) 
The compensation to which the Project Proponent may be entitled in 
respect of assets transferred to the Implementing Agency, or to a 
successor, or purchased by the Implementing Agency; 
(3) 
The transfer of technology required for the operation of the Infrastructure 
Facility; 
(4) 
The training of the Implementing Agencies personnel or of a successor in 
the operation and maintenance of the Infrastructure Facility; and 
(5) 
The provision, by the Project Proponent, of a warranty that the 
Infrastructure Facility meets the project technical specifications. agreed 
system features, and performance standards and services for a certain 
period as may be defined in the IRR of this Act after the transfer of the 
Infrastructure Facility to the Implementing Agency or to a successor. 
 
F.  
Prescription. No one shall in any proceedings before any court or tribunal allege 
the invalidity of any PPP Contract on the ground of non-compliance with the 
provisions of this Act after a period of one (1) year has elapsed from the signing 
of the PPP Contract. 
 
G. 
Operation. The Private Person. whether or not the Project Proponent, that shall 
actually operate and maintain the Infrastructure Facility. including but not limited 
to the collection of tolls. fees. rentals, or charges from users of the Infrastructure 
Facility. must be registered with the Securities and Exchange Commission. 
 
H. 
Preferential Hiring of Filipino Workers. For the Construction stage of 
Infrastructure Facilities where the Contractor is a foreigner. Filipino labor shall be 
preferred in the employment and hiring in the different phases of Construction. 
 


 
26
I.  
Contracts, Procedures, And Authority Not Affected by this Act. This Act shall not 
affect: 
(1) 
PPP Contracts entered into, and procurement procedures for which the 
invitation to pre-qualify and bid has been published, by Implementing 
Agencies prior to the effectivity of this Act in accordance with the relevant 
laws, regulations, guidelines, and ordinances; and 
(2) 
The authority of LGUs to enact their own PPP ordinances. code or 
guidelines provided that no statute will be infringed. 
 
SECTION 28. Joint Congressional Oversight Committee. — A Joint Congressional 
Oversight Committee is hereby created to oversee the implementation of this Act. The 
Committee shall be composed of five (5) members each from the Senate and House 
of Representatives to be designated by the Senate President and the Speaker of the 
House of Representatives, respectively. The Committee shall be jointly chaired by the 
respective Chairpersons of the Senate Committee on Public Works, the Senate 
Committee on Appropriations, the Senate Committee on Economic Affairs, and the 
Senate Committee on Finance, and the House Committee on Public Works and 
Highways, the House Committee on Appropriations, and the House Committee on 
Economic Affairs. To effectively monitor the implementation of this Act, the PDP and 
the priority list of national and local projects shall be submitted to the Joint 
Congressional Oversight Committee. 
 
SECTION 29. Implementing Rules and Regulations. — The members of the PPP 
Governing Board shall designate their respective representatives who shall constitute 
the IRR Committee. Within sixty (60) days from the effectivity of this Act, the PPP 
Center shall formulate and prescribe, in consultation with the IRR Committee, after 
public hearing and publication as required by law, the rules and regulations to 
implement the provisions of this Act. The IRR shall be approved by the PPP Governing 
Board. 
From time to time the PPP Governing Board may instruct the PPP Center, in 
consultation with the IRR Committee, to conduct, formulate and prescribe, after due 
public hearing and publication, amendments to the IRR, consistent with the provisions 
of this Act. 
 


 
27
SECTION 30. Transitory Provisions. — All unexpended funds for the calendar year, 
properties, equipment, contracts and records of the PPP Center are hereby retained. 
The amount necessary to carry out the organizational changes of PPP Center 
provided in this Act shall be determined by the PPP Governing Board. Appropriations 
for succeeding years shall be incorporated in its budget proposals for Congressional 
action. 
All officials and employees of the PPP Center shall be retained and shall not 
suffer any loss of seniority or rank or decrease in emoluments. 
 
SECTION 31. Separability Clause. — If any provision of this Act is held invalid, the 
other provisions not affected thereby shall continue in operation. 
 
SECTION 32. Repealing Clause. — RA No. 6957, RA NO. 7718, Sec. 3(a) of 
Presidential Decree (PD) No. 1112, Section 2 of PD No. 1894, and EO No. 8 (s. 2010) 
as amended by EO 136 (s. 2013), EO 78 (s. 2012), Section 8 of EO No. 423 (s. 2005), 
2013 Revised Guidelines and Procedures for Entering into Joint Venture Agreements 
Between Government and Private Entities are hereby repealed. All other laws, rules 
and regulations or parts thereof inconsistent with the provisions of this Act are hereby 
repealed or modified accordingly. 
 
SECTION 33. Effectivity Clause. — This Act shall take effect fifteen (15) days after 
its publication in the Official Gazette or at least one (1) newspaper of general 
circulation. 
 
Approved,