European Investment Bank Handbook for Beneficiaries JESSICA Projects eligible under Measure 1.6 of the Regional Operational Programme of

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1 20 September 2012 European Investment Bank Handbook for Beneficiaries JESSICA Projects eligible under Measure 1.6 of the Regional Operational Programme of Mazowieckie Voivodeship

2 Table of Contents Definitions...3 Executive Summary General information Introduction JESSICA Initiative Measure 1.6 of the ROP MV Implications of legal regulations and documents for beneficiaries of JESSICA funds under Measure Regulations of the JESSICA Initiative Structural Funds regulations in Mazowieckie Voivodeship ROP MV and DDP State aid Other regulations Implementation of a project under Measure 1.6 using support from JESSICA Structuring the project Applying for JESSICA financing Project implementation Repaying JESSICA financing Examples of projects which can be eligible for JESSICA financing after implementation of changes Inappropriate project structure Scope inadequate to cluster needs Insufficient beneficiary s own contribution Insufficient project revenues Case studies example projects eligible for financing Investment new laboratory Investment new product Investment new technology Additional sources of information Attachment: Bibliography Regulations, guidelines, explanations Papers Web pages...84 PwC 2

3 Definitions Beneficiary Final recipient of JESSICA funds (entity implementing the investment project) Cluster A geographic concentration of similar businesses and associated institutions which ensure specialist skills, information, capital and infrastructure. Such enterprises use similar outlays, technologies or other supply relations DDP De minimis aid Decree on UDFs EIB Enterprise Detailed Description of Priorities of the ROP MV The total amount of state aid granted in accordance with the de minimis principle to the same entity over three consecutive budget years should not exceed EUR 200,000 and in the case of enterprises in the transport sector EUR 100,000 Decree of the Minister of Regional Development of 21 December 2010 on regional investment aid provided by urban development funds (Journal of Laws of 2010 No. 254, item 1709) European Investment Bank Any entity engaged in an economic activity, irrespective of its legal form, according to the definition included in the Decree of the Minister of Regional Development of 21 December 2010 on regional investment aid provided by urban development funds under regional operational programmes (Journal of Laws of 2010 No. 254, item 1709) PwC 3

4 Incentive effect According to Commission Regulation (EC) No. 800/2008 this effect must be achieved in the case of providing state aid. The beneficiary must prove that the aid received contributed to the decision on the implementation of the project. In the case of micro-enterprises, small and medium-sized enterprises, the effect occurs when the beneficiary has not started the work before submitting the application for aid. For large enterprises additional conditions apply, in that it is necessary for the beneficiary to submit documentation which indicates that at least one of the following criteria for accepting certain forms of aid as compatible with the common market must be met: The financing obtained will result in a material increase in the size of the project, The financing obtained will result in a material increase in the geographical scope of the project, The financing obtained will result in a material increase of the total amount spent by the beneficiary on the project, The financing obtained will result in a material acceleration of the implementation of the project, In the absence of the aid the project would not have been implemented in a given area covered by the aid (applies to the regional investment aid). IPSUD Integrated Plan for Sustainable Urban Development, any document approved by a resolution of the City/Town/Municipality Council that meets the following requirements 1 : Has been prepared in cooperation with social and economic partners, Is of a long-term nature (comprises at least the current financial perspective of the EU, i.e., the years ), Has been subject to social consultation, Comprises characteristics of degraded areas meant for revitalization (location, selection criteria, indicators), Presents indicators of the achievement of goals and expected effects of implementation, Indicates an indicative financial plan, Has been prepared in line with the EU and Polish requirements in respect of the evaluation of environmental impact. JESSICA Joint European Support for Sustainable Investment In City Areas, an instrument for utilizing EU funds through repayable financing 1 List of requirements taken from DPP, Appenix 8 PwC 4

5 Large enterprise An enterprise which employs at least 250 employees and whose annual turnover exceeds EUR 50 million and/or whose total annual balance sheet exceeds EUR 43 million Measure 1.6 Measure 1.6 Supporting Cooperative Relations of Cross-Regional Importance under Priority I. Creating conditions for development of innovative potential and entrepreneurship in Mazovia (under ROP MV) MA Micro-enterprise Medium-sized enterprise Managing Authority An enterprise which employs up to 9 people, inclusive, and whose annual turnover and/or the annual balance sheet total does not exceed EUR 2 million An enterprise which employs up to 249 people, whose annual turnover does not exceed EUR 50 million and/or whose total annual balance sheet does not exceed EUR 43 million New investment An investment which comprises: an investment in fixed assets or intangible assets related to the establishment of a new enterprise, diversification of the enterprise s production by introducing new additional products, or a profound change in the production process in an existing enterprise, purchase of fixed assets directly related to an enterprise which has been closed or would have been closed had the purchase not taken place, whereas the assets are purchased by an investor independent of the seller OP ROP MV Small enterprise UDF/FROM Operational Programme Regional Operational Programme of Mazowieckie Voivodeship An enterprise which employs up to 49 people, inclusive, and whose annual turnover and/or the total annual balance sheet does not exceed EUR 10 million Urban Development Fund (Fundusz Rozwoju Obszarów Miejskich) UOKIK Office for Competition and Consumer Protection (Urząd Ochrony Konkurencji i Konsumentów) PwC 5

6 Executive Summary The Joint European Support for Sustainable Investment In City Areas (JESSICA) Initiative is a joint initiative of the European Commission, European Investment Bank and the Council of Europe Development Bank. This initiative allows for European Structural Funds to be used for repayable assistance. In the Mazowieckie Voivodeship, The JESSICA Initiative is used to distribute funds under inter alia Measure 1.6. Supporting Cooperative Relations of Cross-Regional Importance of the Regional Operational Programme of. Repayable financing instruments offered by the Urban Development Fund ( UDF, in the Mazowieckie Voivodeship the UDF is Bank Gospodarstwa Krajowego, in cooperation with Agencja Rozwoju Mazowsza S.A.) will from now on be the only form of support offered under Measure 1.6 to future beneficiaries 2. Measure 1.6 under the JESSICA Initiative will finance urban projects carried out by cluster initiatives (groups of companies and institutions that operate in a similar sector and area and cooperate with each other) and other entities that carry out projects with similar goals 3. Due to state aid restrictions 4, JESSICA projects of Measure 1.6 must be investment projects. These projects include: Creation and development of regional clusters, Advisory on developing cluster development plans, Support of operations of cluster members, Promotional activities in order to expand cluster membership, Implementation and commercialisation of innovative technologies and products. The UDF will offer: Preferential loans at better-than-market interest rates and long repayment terms (up to 20 years, depending on the project and repayment capability), Guarantees (not available in the first call, possibly to be offered later on if there is a market need), The UDF will not offer equity instruments in the first call for projects. The current version of the DDP and the state aid regulations on regional investment aid do not allow for equity instruments as a form of UDF support, therefore any introduction of equity instruments in the future depends on both diagnosed market need and changes to the above documents. At present there is no information about plans of the Ministry of Regional Development and/or the Managing Authority to introduce such changes, but they may be introduced if a significant market need is diagnosed. 2 The current call for application schedule published by the Managing Authority does not provide for any further calls for applications for grants. Call for applications schedule modified on 18 May 2012, html, accessed on July 9 11:43 AM 3 Full list of potential beneficiaries in the Detailed Description of Priorities of the Regional Operational Programme of, Section II, Measure 1.6, as well as section 2 of this Handbook 4 As of July 2012, the only regulation on state aid that allows repayable financing via UDF limits eligibility to investment projects. State aid issues are discussed in detail in section 2.3 of this Handbook. PwC 6

7 Projects financed using the JESSICA Initiative should meet the following requirements stipulated in regulations and further specified by the ROP MV Managing Authority, the EIB and UDF: General requirements: Compliance with the Structural Funds regulations (Detailed Description of Priorities of the Regional Operational Programme of ), Reliability in respect of preparing the business model, cash flows, partners etc., Located in an area that is indicated as a degraded area covered by a revitalisation plan by an IPSUD, Income generation 5, Ensuring economic and social benefits. Financial, economic and social: In each case, the project must contain a financial plan that indicates and evidences sources and uses of project funds and proves the capability of the project to repay JESSICA financing, The detailed financial requirements are specified by the UDF. They can pertain to, e.g., the internal rate of return of the project (no higher than 15%), net present value (positive), payback period, cash flows, availability and form of collateral, Evaluation of economic criteria with regard to the following aspects: cost and benefits analysis (if possible), contribution to the ROP MV indicators, potential for obtaining additional funds from other sources (public and private) and attracting interest of investors in other projects that are complementary or ensure synergy at the economic or social level such as creating new jobs or enhancing the innovation potential of the region, Also, an evaluation of components of a social nature will be carried out, based on the economic and social benefits indicated in the project application, with potential for very socially advantageous projects to obtain a discounted interest rate on the loan. State aid: Enclosing an appropriate state aid form, Meeting the incentive effect criterion. The beneficiary has to structure the project so that it corresponds to these requirements. Then the beneficiary fills out the application forms provided by the UDF, according to instructions provided by the UDF and provides all attachments required by the UDF. To fill out the application forms, the beneficiary must perform a series of analyses of the project (including legal analysis, demand analysis, financial analysis, economic/costbenefit analysis and risk analysis) that will provide the UDF with assurance that the project has a high chance of succeeding and repaying JESSICA financing. After careful project preparation, the beneficiary should submit the application to the UDF, which assesses the applications and sets the financing terms for the project. 5 According to: Detailed Description of Priorities of the Regional Operational Programme of Mazowieckie Voivodeship , Schedule 8 PwC 7

8 1 General information 1.1 Introduction This Handbook has been created as part of the assignment Handbook for Beneficiaries: JESSICA Projects eligible under Measure 1.6 of the Regional Operational Programme of, under an agreement signed between the European Investment Bank (the EIB ) and PwC EU Services EEIG ( PwC, we ). The Mazowieckie Voivodeship Self-Government, by signing a funding agreement with the EIB on establishing and managing the JESSICA Holding Fund Mazowieckie, opened new possibilities for implementing projects under Regional Operational Programme of ( ROP MV ), namely through ring-fencing a portion of Structural Funds for repayable financial instruments. The repayable financing instruments are available, inter alia, under Measure 1.6 Supporting Cooperative Relations of Cross-Regional Importance of ROP MV ( Measure 1.6 ). This Handbook is dedicated to potential beneficiaries carrying out projects financed through the JESSICA Initiative in the Mazowieckie Voivodeship under Measure 1.6 only. The JESSICA Initiative is a new method of distributing funds under selected measures of ROP MV, including Measure 1.6. It is anticipated that under this Measure there will be no more calls for applications 6, therefore the beneficiaries will only be able to apply for repayable financing through the JESSICA Initiative. The purpose of this Handbook is to provide practical assistance for potential beneficiaries of JESSICA funds under Measure 1.6 of the ROP MV at the project level and to enable them to: Acquire a general understanding of the JESSICA Initiative as it applies to Measure 1.6 of ROP MV, Understand the implications of particular regulations that impact projects applying for JESSICA financing under Measure 1.6, Prepare a project, based on information and documents referred to in the Handbook, to apply for JESSICA funds under Measure 1.6, Understand both the preparation of potential projects and methods to modify projects in order to allow use of JESSICA financing. In preparing this Handbook, we have relied on the following sources of information: Applicable regulations, guidelines and explanations (full list in section 7.1 of this Handbook), Papers on implementation of the JESSICA Initiative (full list in section 7.2 of this Handbook), Web pages of the parties involved (inter alia, the EIB, the Mazowieckie Voivodeship Self-Government) - (full list in section 7.3 of this Handbook). A detailed bibliography is provided in the appendix to this Handbook (section 7). 6 Call for applications schedule modified on 18 May 2012, /harmonogram-naboru-wnioskow-na-w-ramach-rpo-wm-2012.html, accessed on July 9 11:43 AM PwC 8

9 Moreover, in our work we used information obtained during meetings with: Representatives of the Marshal s Office of the Mazowieckie Voivodeship, Representatives of the EIB, Representatives of the UDF (Bank Gospodarstwa Krajowego). The information in this Handbook reflects publicly available documents as of 5 September JESSICA Initiative The Joint European Support for Sustainable Investment in City Areas ( JESSICA ) is a joint initiative of the European Commission, the European Investment Bank and the Council of Europe Development Bank. Under this Initiative, the EU Structural Funds are used as repayable assistance. The repayable nature of the financing enables better utilization of the funds and re-investing them in subsequent projects. JESSICA is a pilot initiative in the programming period. The first Memoranda of Understanding between the EIB and local authorities regarding JESSICA were signed in Europe in In May 2011, an investment agreement was signed for revitalization of a post-industrial area in Leszno city center in Wielkopolskie Voivodeship it was the first investment agreement in Poland and in Europe signed with the final recipient of the JESSICA instrument. In Poland, the decision to use JESSICA has been to date made by five Voivodeships: Wielkopolskie, Zachodniopomorskie (Western Pomerania), Śląskie (Silesia), Pomorskie (Pomerania), Mazowieckie (Mazovia). The financing for the implementation of projects under the JESSICA Initiative and ROP MV in the amount of approx. EUR 40 million in the Mazowieckie Voivodeship was allocated under three measures: Measure 1.6 Supporting Cooperative Relations of Cross-Regional Importance: EUR 5.9 million, Measure 4.3 Air protection, energy: EUR 17.1 million, Measure 5.2 Urban revitalization: EUR 17.1 million. This Handbook is only related to Measure 1.6. The JESSICA regulations relating to other ROP MV Measures may be significantly different. The chart below presents a scheme of relations between the ROP MV Managing Authority, the European Investment Bank (JESSICA Holding Fund Mazowieckie), the Urban Development Fund (UDF) under Measure 1.6 and beneficiaries. PwC 9

10 Figure 1. Schematic of the flow of funds under the JESSICA Initiative European Commission Financing from Structural Funds Managing Board of the Mazowieckie Voivodeship JESSICA Holding Fund Mazowieckie (managed by the EIB) UDF (Bank Gospodarstwa Krajowego in cooperation with Agencja Rozwoju Mazowsza) Source: PwC Final recipients On 29 August 2012 the EIB signed an operational agreement with Bank Gospodarstwa Krajowego as the UDF for the Mazowieckie Voivodeship. The UDF, in co-operation with the Agencja Rozwoju Mazowsza S.A., will invest, among others, in urban projects under the Measure Measure 1.6 of the ROP MV Measure 1.6 Supporting Cooperative Relations of Cross-Regional Importance falls under the ROP MV Priority I whose main goal is to improve the competitiveness of Mazovia by creating favourable conditions for the development of innovation potential and supporting entrepreneurship development. The emphasis is on the development of a knowledge-based economy, supporting development of entrepreneurship and the research and scientific sector, but other initiatives can also obtain financing. The financing under Measure 1.6 is meant for entities which operate in clusters of similar businesses and associated institutions that are connected by cooperative relations. The beneficiaries of Measure 1.6 are mainly micro-, small and medium-sized enterprises, which are extremely important for creating the innovative potential of Mazowieckie Voivodeship. Support can also be obtained by groups of enterprises, including clusters and consortia, as well as research units, higher education institutions, non-government organisations and business environment institutions (e.g., in respect of development of industrial parks and scientific and technological parks, entrepreneurship incubators), if they are involved in creating cooperative relations. Measure 1.6 is aimed at developing a network of economic relations thanks to the support for creation and development of clusters and cooperative relations among enterprises and between enterprises and the R&D sector. Thanks to this cooperation, the transfer of knowledge and exchange of experience increase and the operating expenses decline (inter alia, due to the shared infrastructure). PwC 10

11 2 Implications of legal regulations and documents for beneficiaries of JESSICA funds under Measure 1.6 Cluster projects supported by JESSICA under ROP MV Measure 1.6 are subject to regulations pertaining to JESSICA, ROP MV and state aid. This chapter discusses implications of individual regulations for JESSICA beneficiaries under Measure Regulations of the JESSICA Initiative The JESSICA Initiative is regulated by the following documents at the level of the European Union: 1. Council Regulation (EC) No. 1083/2006 of 11 July 2006 amended by: Council Regulation (EC No. 1989/2006 of 21 December 2006, Council Regulation (EC) No. 1341/2008 of 18 December 2008, Council Regulation (EC) No. 284/2009 of 7 April 2009, Regulation of the European Parliament and Council (EU) No. 539/2010 of 16 June Regulation (EC) No. 1083/2006 of 11 July 2006 sets out general rules pertaining, inter alia, to the European Regional Development Fund (ERDF). Funds received under the support from JESSICA and ROP MV Measure 1.6 come from ERDF. The document is the basis for the functioning of financial engineering instruments such as UDFs. The key provisions are included in Article 44. It enables financing expenditures of UDFs from the Structural Funds. 2. Commission Regulation (EC) No. 1828/2006 of 8 December 2006 setting out rules for the implementation of Council Regulation (EC) No. 1083/2006 laying down general provisions on the European Regional Development Fund, the European Social Fund and the Cohesion Fund and of Regulation (EC) No. 1080/2006 of the European Parliament and of the Council on the European Regional Development Fund (as amended). Commission Regulation (EC) No. 1828/2006 sets out detailed provisions arising from Council Regulation (EC) No. 1083/2006. Articles describe rules concerning financial engineering instruments (including UDFs). 3. Regulation (EC) of the European Parliament and of the Council No. 1080/2006 of 5 July 2006 on the European Regional Development Fund and repealing Regulation (EC) No 1783/1999 (as amended). This Regulation defines, inter alia, the tasks of the European Regional Development Fund (ERDF) and the scope of support granted by it. The key provisions are related to eligibility of expenditures and are stated in article Revised Guidance Note on Financial Engineering Instruments under Article 44 of Council Regulation (EC) No. 1083/2006 of 8 February The Note was prepared to provide guidelines and explanations on the creation and implementation of financial engineering instruments (under Art. 44 of Regulation (EC) No. 1083/2006, Art. 3 (2) (c), Art. 4 (1), Art. 5 (1) (d) and Art. 6 (2) (a) of Regulation (EC) No. 1080/2006, Art. 11 (1) of Council Regulation No. 1828/2006), to which the mechanism of operation of the UDFs relates. The document contains, inter alia, provisions demonstrating good practices for the Member States and in particular for managing authorities, to be applied for the existing and future instruments. The key provisions are included in Chapter 3.3 (a). PwC 11

12 JESSICA implementation in the Mazowieckie Voivodeship under Measure 1.6 is also subject to the following documents: 1. Decree of the Minister of Regional Development of 21 December 2010 on regional investment aid provided by urban development funds. (Journal of Laws of 2010 No. 254, item 1709, Decree on UDFs ) The Decree contains detailed information on granting regional investment aid, aid for preparatory work and advisory services related to the preparation of a new investment and aid for advisory services relating to the implementation of new investments, granted by UDFs. It also specifies the procedure for filing and evaluating applications. The Regulation defines new investment ( 9), eligible costs and maximum intensity of regional aid ( 11-13) and application procedure ( 22). 2. Call for Expression of Interest: JESSICA Holding Fund Mazowieckie, Selection of Urban Development Funds (call issued by the EIB in December 2011). This document was the basis for procurement of the UDF and among others it sets out general rules for evaluation of potential urban projects. The key provisions are included in Annex 3 IX-XX. The most important information for final recipients is also described in this Handbook. All documents and regulations mentioned above set out the basics of JESSICA parameters. In particular the general requirements for JESSICA projects at the final recipient level are derived from the above documents. These are the following: General: Compliance with the Structural Funds regulations (in this case, DDP), Reliability in respect of preparing the business model, cash flows, partners etc., Location in an area that is indicated as a degraded area covered by a revitalisation plan by an IPSUD (see below), Income generation (in accordance with the requirements pertaining to the Structural Funds) 7, Ensuring economic and/or social benefits. Financial, economic and social: In each case, the project must contain a financial plan that indicates and evidences sources and uses of project funds and proves the capability of the project to repay JESSICA financing, The detailed financial requirements are specified by the UDF. They can pertain to, e.g., the internal rate of return of the project (no higher than 15%), net present value (positive), payback period, cash flows, availability and form of collateral, Evaluation of economic criteria with regard to the following aspects: cost and benefits analysis (if possible), contribution to the ROP MV indicators, potential for obtaining additional funds from other sources (public and private) and attracting interest of investors in other projects that are complementary or ensure synergy at the economic or social level such as creating new jobs or enhancing the innovation potential of the region, 7 Detailed Description of Priorities of the Regional Operational Programme of Mazowieckie Voivodeship , schedule 8 PwC 12

13 Also, an evaluation of components of a social nature will be carried out, based on the economic and social benefits indicated in the project application, with potential for very socially advantageous projects to obtain a discounted interest rate on the loan. State aid (see section on state aid regulations). The available forms of JESSICA financing, as per the Call for Expression of Interest, are: Preferential loans at better-than-market interest rates and long financing terms (up to 20 years, depending on the project and repayment capability), Guarantees (not available in the first call, possibly to be offered later on if there is a market need). The Call for Expressions of Interest quoted above names equity investments as a UDF financing instrument as well. However, please note that the DDP in its current form (July 2012) does not allow for usage of equity investments as JESSICA financing under Measure 1.6 and nor do the state aid regulations on regional investment aid. Therefore the UDF will not offer equity instruments in the first call for projects. Any introduction of equity instruments in the future depends on both diagnosed market need and changes to the DDP and state aid regulations. At present there is no information about plans of the Ministry of Regional Development and/or the Managing Authority to introduce such changes, but they may be introduced if significant market need is diagnosed. The UDF for Measure 1.6 will publish detailed documentation designed to assist beneficiaries in preparing applications. The financial criteria that the UDF will apply while assessing projects may pertain to the internal return rate of the project, net present value, payback period, cash flows, availability and form of collateral (if necessary), as well as other criteria the UDF deems necessary, while the economic criteria for potential projects will include the following aspects: cost and benefits analysis (if possible), contribution to the ROP MV indicators, potential for obtaining additional funds from other sources (public and private) and attracting interest of investors in other projects that are complementary or ensure synergy at the economic or social level. The Decree on UDFs also states that the own contribution (from equity or other financing sources in a form that does not evidence support from public funds) should be at least 25% of eligible costs, which means that the maximum percentage of JESSICA financing for investment projects is 75% of eligible costs. Please note that the Decree on UDFs also has implications for eligibility of project costs for JESSICA financing and state aid regulations. Both are described further in this chapter. 2.2 Structural Funds regulations in Mazowieckie Voivodeship ROP MV and DDP The two main Structural Funds regulations important for beneficiaries of JESSICA financing under Measure 1.6 are ROP MV and DDP, as described below: 1 Regional Operational Programme of (ROP MV) and Detailed Description of Priorities of ROP MV (DDP) ROP MV is a general document, while the DDP contains precise instructions and regulations that have practical implications for beneficiaries of JESSICA/Measure 1.6. In particular it describes Measure 1.6 in terms of organisation, goals, product indicators and result indicators and potential beneficiaries. Please note that the DDP may be changed in the future by the Management Board of the Mazowieckie Voivodeship if the Marshall s Office of the Mazowieckie Voivodeship identifies a need for such changes 8. It is 8 Managing Authority implementation manual for ROP MV, 20 September 2011 (Zarząd Województwa Mazowieckiego: Instrukcja Wykonawcza Instytucji Zarządzającej Regionalnym Programem Operacyjnym PwC 13

14 recommended that project promoters consult the website of the Mazowieckie Voivodeship Self-Government ( and verify that their project preparation is in accordance with the newest available version of the DDP. The DDP in particular describes prospective beneficiaries under Measure 1.6 in detail. Support will be given to enterprises, organisations of enterprises, research units, higher education institutions and business environment entities connected with cooperative relations, located in the Mazowieckie Voivodeship (i.e. at least 50%, but no less than 5 cluster members, including the cluster coordinator, must be established in the Mazowieckie Voivodeship). The goal of the Measure is developing the cooperative relations network via support of the creation and development of clusters and cooperative relations, both between enterprises and between enterprises and research and development institutions. Funds under Measure 1.6 are dedicated to cluster initiatives. The definition of a cluster presented in the DDP is as follows: A cluster is a geographic concentration of similar businesses and associated institutions which ensure specialist skills, information, capital and infrastructure. Such businesses use similar outlays, technologies or other supply relations. For the purposes of projects implemented under ROP MV Measure 1.6, it is assumed that the geographical concentration of businesses referred to in the definition means companies operating within the Mazowieckie Voivodeship. There is no upper or lower limit on the number of entities within a cluster for the purposes of ROP MV 9. A cluster can also include institutions which provide the entrepreneurs with specialist skills, information, capital and infrastructure (e.g., a research entity, a business environment institution, higher education institution). In order to take advantage of Measure 1.6 and JESSICA funds, a cluster must be formalised via a contractual arrangement among the participating entities and/or the establishment of a formal structure coordinating the cooperation within the cluster (as a separate entity or via appointing one cluster member as cluster coordinator). The legal entity applying for JESSICA support (the prospective beneficiary) must be one of the following: Enterprise, Group of enterprises (including cluster and consortium), Research unit, Higher education institution, Non-governmental organisation, Business environment entity coordinating cooperative relations. Województwa Mazowieckiego , Załącznik do uchwały Nr 1996/88/11 Zarządu Województwa Mazowieckiego) 9 Please note that while the definition of clusters used by the Operational Programme Innovative Economy calls for a minimum of 10 participants, ROP MV uses its own definition and does not impose limits on the number of participants. PwC 14

15 The types of projects under JESSICA and Measure 1.6 include: Creation and development of regional clusters, Projects of this type involve adding new members to new and existing regional clusters, as well as organisational improvements in the functioning of clusters, such as establishing new methods of cooperation. Please note that these projects can only be financed by JESSICA if they constitute a new investment according to state aid regulations in section 2.3 of this Handbook and that according to the DDP JESSICA projects must generate revenues. Advisory on developing cluster development plans, These advisory projects involve purchasing consultancy services or developing cluster development plans by own means. The aim of this project is to develop a plan of action that will allow the cluster to operate more efficiently in the future and leverage the connections between cluster members. Please note that purchases of consultancy services not connected to a new investment and investments that do not impact the production process of cluster members enterprises are not eligible for JESSICA financing according to state aid regulations described in section 2.3 of this Handbook and that according to the DDP JESSICA projects must generate revenues. Therefore it is very probable that no projects in this category will be able to use JESSICA financing. Support of operations of cluster members, Projects of this type support ongoing commercial operations of the cluster members. These can be any investments that allow the cluster members to operate and cooperate more efficiently, such as construction or improvements in shared facilities. Promotional activities in order to expand cluster membership, These projects involve promotional activities conducted by clusters among potential new cluster members. These projects are often related to participation in trade conferences and other trade events and publications. Please note that due to state aid regulations, only expenses that are connected new investments according to the rules of the Decree on UDFs described in section 2.3 of this Handbook are eligible for JESSICA cofinancing, thus any projects that do not impact the production process of cluster members enterprises will not be eligible. Therefore it is very probable that no projects in this category will be able to use JESSICA financing. Implementation and commercialisation of innovative technologies and products, Projects in this category usually involve construction or adaptation of new facilities, purchase of fixed assets and/or intangible assets in the form of licenses for technology and software. The aim of such a project is to enable all cluster members to use the new technology and/or product to enhance their revenues, either directly (e.g. by selling the product) or indirectly (e.g. by offering technical support for a new product). In order to apply for support under Measure 1.6 and JESSICA scheme, it is necessary for the project to be located in an area covered by an IPSUD (should it not be the case, the promoter is obliged to submit an affidavit from the City/Town/Municipality Council that states that the Council plans to include the area of the project in the IPSUD). An IPSUD is any document approved by a resolution of the City/Town/Municipality Council that meets the following requirements 10 : Has been prepared in cooperation with social and economic partners, Is of a long-term nature (comprises at least the current financial perspective of the EU, i.e., the years ), 10 List of requirements taken from DPP, appendix 8 PwC 15

16 Has been subject to social consultation, Comprises characteristics of degraded areas meant for revitalization (location, selection criteria, indicators), Presents indicators of the achievement of goals and expected effects of implementation, Indicates an indicative financial plan, Has been prepared in line with the EU and Polish requirements regarding evaluation of environmental impact. Local Revitalization Programmes are an example of commonly existing IPSUDs. City Councils can also develop other programmes that correspond to the above requirements such as Investment Plans or Innovation Promotion Programmes, the exact name and content of such programmes depends on the decisions of the City Council. Please note that as explained in the DDP, some general regulations in the DDP regarding Measure 1.6 do not apply to JESSICA projects, which means using JESSICA funds in a project requires a different approach than previously applicable to grant financing under the same measure. In particular the differences are: There is no Implementing Authority/intermediate body for Measure 1.6 under JESSICA, Under JESSICA, the Measure 1.6 is targeted at urban projects (i.e. projects located in a degraded area indicated by an IPSUD, see above), JESSICA can take the form of a preferential loan or guarantee, JESSICA has additional eligibility criteria imposed by state aid regulation for UDFs (see section 2.3), Application procedure for JESSICA Measure 1.6 financing will be set by the UDF, The general assessment methodology defined for Applications for co-financing for Measure 1.6 does not apply to JESSICA projects, A separate allocation of funds ring-fenced for JESSICA projects under Measure 1.6 (EUR ), State aid rules apply to the final recipients according to the Decree on UDFs 11. The Managing Authority for the ROP MV is the Management Board of Mazowieckie Voivodeship (Zarząd Województwa Mazowieckiego). The Management Board is supported in particular by the Regional Strategy and Development Department, the Control Department and the Marshal s Office (Departament Strategii i Rozwoju Regionalnego, Departament Kontroli and Kancelaria Marszałka). In the case of the implementation of Measure 1.6 under the JESSICA Initiative, the UDF is responsible for accepting and assessing applications from beneficiaries, as well as disbursing financing. 11 Please note that while the DPP also indicates de minimis aid applied under the Decree of the Minister of Regional Development of 8 December 2010 on granting de minimis aid under regional operational programmes, this decree does not allow for granting aid as repayable financing. PwC 16

17 2 National Guidelines of the Minister of Regional Development of 17 December in respect of eligibility of costs under Structural Funds and the Cohesion Fund in the programming period Rules for Eligibility of Costs under the Regional Operational Programme of Mazowieckie Voivodeship (Rules for Eligibility) 4 Decree of the Minister of Regional Development of 21 December 2010 on regional investment aid provided by urban development funds The above documents describe in detail categories of project costs that are eligible for JESSICA financing. While the Rules for Eligibility of Costs under the Regional Operational Programme of Mazowieckie Voivodeship implement the National Guidelines of the Minister of Regional Development of 17 December in respect of eligibility of costs under Structural Funds and the Cohesion Fund in the programming period , the Decree on UDFs presents a narrower catalogue of eligible expenditures for investment projects. Eligible expenditures for JESSICA financing within Measure 1.6 must correspond to both lists of eligibility criteria. In particular expenses have to follow the Rules for Eligibility in terms of documentation, competitive procurement procedures and the catalogue of eligible expenditures for Measure 1.6 described in the Rules. Expenses also have to be eligible under the Decree on UDFs, which means that they have to be paid no earlier than January 1, 2009 for preparatory works and on application submission date for expenditures directly connected with the investment project (construction and contracts for purchase of non-real-estate fixed assets). The Decree on UDFs also imposes on the beneficiary the obligation to provide financing for 25% of eligible expenditures ( own contribution ). Own contribution may come from the beneficiary s own funds, or from external funding sources in a form that does not evidence support from public funds. These can be loans, equity financing, or other forms of obtaining funds. 2.3 State aid Despite the repayable nature of financing under the JESSICA Initiative, it falls under state aid regulations because the conditions of the financing are better for the beneficiary than market terms. This has a multitude of important implications for the beneficiaries of JESSICA financing. These are described below relating to each document. 1. Treaty on the functioning of the European Union (TFEU) 2. Commission Regulation (EC) No. 800/2008 of 6 August 2008 which accepts certain forms of aid as compatible with the common market in application of Art. 87 and 88 of the Treaty [Art. 107 and 108 TFEU] (EU OJ L 214 of 9 August 2008) The fact that Jessica financing constitutes aid for entrepreneurs from public funds on terms more beneficial than market terms, granted selectively and resulting in improvement of the competitive position of the beneficiaries of the financing, means that JESSICA financing is classified as state aid under the terms of Art. 107 of the Treaty on the Functioning of the European Union. This aid is allowed under Art. 107 point 3(a) of the same Treaty as regional aid. Under Commission Regulation (EC) No. 800/2008, the beneficiary of regional investment aid (for investment projects under Measure 1.6 and JESSICA) is obliged to demonstrate the incentive effect. It is assumed that an incentive effect occurs, if the potential beneficiary does not start any investment activities prior to submitting the application for the support to the UDF. Only preparatory work and advisory services related to the preparation of the project can be started earlier. PwC 17

18 Moreover, if the beneficiary is a large enterprise (employing more than 249 people and whose annual turnover exceeds EUR 50 million and/or the annual balance sheet total exceeds EUR 43 million) it is necessary for the beneficiary to submit documentation which indicates that at least one of the following criteria for accepting certain forms of aid as compatible with the common market must be met: The financing obtained will result in a material increase in the size of the project, The financing obtained will result in a material increase in the geographical scope of the project, The financing obtained will result in a material increase of the total amount spent by the beneficiary on the project, The financing obtained will result in a material acceleration of the implementation of the project, In the absence of the aid the project would not have been implemented in a given area covered by the aid (applies to the regional investment aid). The Regulation also defines project durability as maintaining the project in the same region (in this case, the Mazowieckie Voivodeship) for 5 years for large enterprises and for 3 years for micro-, small and medium enterprises. 3. Decree of the Council of Ministers of 11 August 2004 on the detailed method of calculating the value of state aid granted in various forms (Journal of Laws of 2004 No. 194, item 1983, as amended) The Decree determines the method of calculating the value of state aid depending on its form, including loans with various repayment mechanisms. The general principle is based on calculating the gross grant equivalent, which is converting the value of the state aid depending on its form into the value of a grant that would have the same effect if received by the recipient (not taking into account income taxes). This process uses discounting to calculate the present value of a stream of future benefits. In the case of a JESSICA loan from the UDF, the benefit for the beneficiary, compared to commercial loans, takes the form of lower interest. For each loan instalment the benefit is equal to the difference between hypothetical interest on a loan with an interest rate equal to the reference rate 12 and the forecasted interest on the JESSICA preferential loan. These benefits are then discounted at the discount rate 13 and the sum of discounted benefits is the gross grant equivalent for the JESSICA loan. The beneficiary calculates the gross grant equivalent based on forecasted repayments of the JESSICA financing and the current reference rate before applying for the loan. The gross grant equivalent is required to fill in the state aid documentation described in section of this Handbook. The Decree includes a series of mathematical formulas for the calculation of gross grant equivalents for loans with various repayment mechanisms. Prospective beneficiaries of JESSICA financing should refer to the Decree for the exact method and calculation formula applicable in their case, depending on the form of financing for which they are applying. 12 The reference rate for this calculation is a sum of the base reference rate determined periodically by the European Commission and the appropriate margin according to the Communication from the Commission on the revision of the method for setting the reference and discount of 19 January (2008/C 14/02). The values of reference rates and margins are published by the Office for Competition and Consumer Protection (Urząd Ochrony Konkurencji i Konsumentów, UOKIK). 13 The discount rate for this calculation is equal to the base reference rate plus 1 percentage point. PwC 18

19 4. Decree of the Minister of Regional Development of 21 December 2010 on regional investment aid provided by urban development funds under regional operational programmes (Journal of Laws of 2010 No. 254, item 1709) The Decree on UDFs regulates state aid provided by JESSICA UDFs under all regional operational programmes in voivodeships where JESSICA is implemented, including Measure 1.6 of ROP MV. At present it is the only state aid decree applicable to regional operational programmes that allows for repayable financing by UDFs, which means it is the only state aid decree that can be the basis for JESSICA financing. The Decree limits projects financed by UDFs to new investments only and beneficiaries to enterprises as per the definition in Annex I of Commission Regulation (EC) 800/2008, that is any entity engaged in an economic activity, irrespective of its legal form. The state aid beneficiary is the entity who applies for state aid (in this case, JESSICA financing). In the case of Measure 1.6 this can be a cluster member or a legal entity created to implement the JESSICA-financed project. A new investment according to the Decree is an investment which comprises: 1. An investment in fixed assets or intangible assets related to: a. the establishment of a new enterprise, b. expansion of an existing enterprise, c. diversification of the enterprise s production by introducing new additional products, or d. a profound change in the production process in an existing enterprise, 2. Purchase of fixed assets directly related to an enterprise which has been closed or would have been closed had the purchase not taken place, whereas the assets are purchased by an investor independent of the seller. The Decree allows for JESSICA financing for a closed catalogue investment costs (to be found in Article 11 of the Decree) and for creation of new jobs (two years of employment expenses for newly created jobs that directly increase the net number of employees compared to an average of the last 12 months before the job was created and that are maintained for a minimum of five years, or three years for micro-, small and medium enterprises). The Decree is also applicable to advisory services and preparatory works related to a new investment for micro-, small and medium enterprises. These services have to be related directly to the new investment, in particular preparation of the technical documentation, project analysis (including technical, financial, economic and specialised analyses, business plan, feasibility study and environmental impact assessment report). Aid is prohibited for endangered enterprises as per Art. 1 of Commission Regulation (EC) 800/2008. Aid is also prohibited for entities who are obliged by a decision of the European Commission to return previously-granted state aid. The Decree disallows JESSICA financing for the following sectors and types of activities, which means that clusters operating in these fields cannot apply for JESSICA financing: Fishery and aquaculture sector as per Council Regulation (EC) 104/2000, Iron and steel industry, the synthetic fibre sector and coal mining, Export transport, if the aid is directly connected to the quantity of products transported, to creating and operating the distribution network, or to other operating transport expenses, Primary agriculture products production as per Art. 1.3.b of Commission Regulation (EC) 800/2008, PwC 19

20 Processing and trading agricultural products in cases under Art. 1.3.c of Commission Regulation (EC) 800/2008. The Decree addresses the following forms of aid to be granted by UDFs: Loans at better-than-market rates for up to 75% of eligible costs as per the catalogue of eligible costs in the Decree, Guarantees for micro-, small and medium enterprises, not exceeding 80% of the outstanding loan or other financial obligation. The maximum level of regional investment aid for covering eligible expenditures of implementation of a new investment and creation of new jobs is calculated as a ratio of the gross grant equivalent (see Decree of the Council of Ministers of 11 August 2004 on the detailed method of calculating the value of state aid granted in various forms (Journal of Laws No. 194, item 1983, as amended), above) to eligible expenditures and amounts to 30% in the Mazowieckie Voivodeship. This level is increased by 10% for medium-sized enterprises and by 20% for micro- and small enterprises. For advisory services and preparatory works this level is 50%. Please note that since the gross grant equivalent is only equal to the benefit due to the preferential financing terms, it should not be a limitation for the amount of JESSICA financing in a Measure 1.6 project. An example of such a calculation is presented in section 3 of this Handbook. The Decree also regulates the information to be collected by the UDF as part of the application process. This includes: Beneficiary name, Title and location of the new investment, Goals of the new investment, Description of the new investment, Description of the results of the new investment, Planned start and finish of the new investment, Value of the new investment, Eligible expenditure, Amount of state aid applied for, with data necessary for its calculation, Financing sources for the new investment. 5. Act of 30 April 2004 on procedures in cases related to state aid (Journal of Laws of 2007 No. 59, item 404, as amended) PwC 20

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