Circular No. 50/2022/TT-BGTVT on the implementation of functions and tasks of competent authorities, contracting agencies, and project investment contracts under the Public-Private Partnership (PPP) model managed by the Ministry of Transport

CIRCULAR

Regulations on the implementation of functions and tasks of competent authorities, contracting agencies, and project investment contracts under public-private partnership (PPP) mode managed by the Ministry of Transport

rights, agencies signing and implementing the project investment contract

under the public-private partnership model managed by the Ministry of Transport  

Pursuant to the Public-Private Partnership Investment Law dated June 18, 2020;

Pursuant to Decree No. 35/2021/NĐ-CP dated March 29, 2021 of the Government detailing and guiding the implementation of the Law on Public-Private Partnership;

Pursuant to Decree No. 32/2014/NĐ-CP dated April 22, 2014 of the Government on management, operation, and maintenance of expressway works;

at the request of the Director of the Department of Planning and Investment;

The Minister of Transport issues this Circular stipulating the implementation of functions and tasks of competent authorities, contracting agencies, and project investment contracts under the public-private partnership (PPP) mode managed by the Ministry of Transport upon the proposal of the Director of the Department of Planning and Investment.

PART I

GENERAL PROVISIONS

Article 1. Scope of Regulation

This Circular stipulates the implementation of functions and tasks of competent authorities, contracting agencies, and project investment contracts under the public-private partnership (hereinafter referred to as PPP projects) managed by the Ministry of Transport.

Article 2. Applicability

This Circular applies to agencies and units assigned to carry out certain activities of competent authorities, contracting agencies, and other agencies, organizations, and individuals related to the implementation of PPP projects managed by the Ministry of Transport.

Article 3. Explanation of Terms

In this Circular, the following terms are understood as follows:

1. Specialized management agencies include: Vietnam Highway Administration, Vietnam Maritime Administration, Vietnam Civil Aviation Administration, Vietnam Railway Administration, Vietnam Inland Waterway Administration.

2. The PPP project preparation unit is the specialized management agency or the Project Management Board under the Ministry of Transport (hereinafter referred to as the Project Management Board).

Article 4. Competent Authority

The Ministry of Transport is the competent authority for PPP projects within its functions, tasks, and powers as prescribed in point a, Clause 1, Article 5 of the Law on Investment under Public-Private Partnership Mode (hereinafter referred to as the PPP Law).

Article 5. Contracting Agency

1. The Ministry of Transport delegates to the specialized management agency or the Vietnam Expressway Corporation (for expressway projects) to act as the contracting agency for PPP projects within the Ministry's jurisdiction (hereinafter referred to as the contracting agency).

2. Where a project involves two or more agencies, the agencies shall coordinate to report to the competent authority to decide on delegating one agency to be the contracting agency.

3. The delegation as prescribed in Clause 1 and Clause 2 of this Article shall be carried out in writing, specifying the scope, content, duration of the delegation, and the responsibilities of the delegated agency in signing and implementing PPP contracts. The delegation document must comply with the format and be stamped or signed electronically as prescribed.

Chapter II

STAGE OF PROJECT PREPARATION

Section 1. PPP Projects Initiated by the Competent Authority

Article 6. Authority to Approve Feasibility Study Reports and Selection of Consultants for Feasibility Studies

1. The Minister of Transport decides to approve the feasibility study reports for PPP projects within the scope of management as prescribed by the PPP Law.

2. The Department of Planning and Investment takes the lead in advising and submitting to the Minister of Transport to assign the PPP project preparation unit to organize the feasibility study reports.

3. The PPP project preparation unit assigned to organize the feasibility study reports shall perform the duties of the project owner and tenderer in accordance with the law during the selection of consultants for feasibility studies.

Article 7. Preparation and review of the feasibility study report, decision on investment orientation for the project

1. For projects within the authority to decide on investment orientation of the National Assembly, the Prime Minister

a) The unit preparing the PPP project shall organize the preparation of the feasibility study report according to the provisions of the law; submit it to the Ministry of Transport for consideration, and submit it to the competent authority for decision on investment orientation;

b) The Planning-Investment Department shall take the lead in advising the Minister of Transport to submit to the competent authority for decision on investment orientation.

2. For projects within the authority to decide on investment orientation of the Minister of Transport

a) The unit preparing the PPP project shall organize the preparation of the feasibility study report according to the provisions of the law; submit it to the Ministry of Transport for review;

b) The Planning-Investment Department shall take the lead in reviewing and advising the Minister of Transport to decide on investment orientation.

3. The procedures for review and decision on investment orientation shall be carried out in accordance with the provisions of Article 13 of the PPP Law.

Article 8. Adjustment of the Feasibility Study Report

In case of adjustment of the investment orientation of the project as provided for in Article 18 of the PPP Law, the procedures for submitting to the competent authority for decision on adjustment of the investment orientation of the PPP project shall be implemented in accordance with the provisions of Article 7 of this Circular for the adjusted content.

Article 9. Publicizing project information and surveying investor interest

The unit preparing the PPP project shall organize the publicizing of project information according to the provisions of Article 25 of the PPP Law, and survey investor interest in the PPP project according to the provisions of Article 25 of Decree No. 35/2021/ND-CP dated March 29, 2021 of the Government detailing and guiding the implementation of the Law on Investment under the Public-Private Partnership Model (hereinafter referred to as Decree No. 35/2021/ND-CP).

Article 10. Organizing the selection of consultants to prepare the feasibility study report

The unit preparing the PPP project shall perform the tasks of the project owner and the tenderer in accordance with the law.

Article 11. Preparation and review of the feasibility study report, approval of the project

1. The agency organizing the preparation of the feasibility study report

a) The Vietnam Highway Administration shall take the lead in advising and submitting to the Minister of Transport to assign the unit preparing the PPP project to organize the preparation of the feasibility study report for highway projects;

b) The Investment and Construction Management Department shall take the lead in advising and submitting to the Minister of Transport to assign the unit preparing the PPP project to organize the preparation of the feasibility study report for projects not covered by point a, Clause 1 of this Article.

2. Preparation and review of the feasibility study report for projects within the authority to approve the project of the Prime Minister

a) The unit preparing the PPP project shall organize the preparation of the feasibility study report according to the provisions of the law; submit it to the Ministry of Transport for consideration, and submit it to the competent authority for approval of the project;

b) The Vietnam Highway Administration shall take the lead in reviewing and advising the Minister of Transport to submit to the competent authority for approval of the project for highway projects;

c) The Investment and Construction Management Department shall take the lead in reviewing and advising the Minister of Transport to submit to the competent authority for approval of the project for projects not covered by point b, Clause 2 of this Article.

3. Preparation and review of the feasibility study report, approval of the project for projects within the authority to approve the project of the Minister of Transport

a) The unit preparing the PPP project shall organize the preparation of the feasibility study report according to the provisions of the law; submit it to the Ministry of Transport for review;

b) The Vietnam Highway Administration shall take the lead in reviewing and advising the Minister of Transport to approve the project for highway projects;

c) The Investment and Construction Management Department shall take the lead in reviewing and advising the Minister of Transport to approve the project for projects not covered by point b, Clause 3 of this Article.

4. The procedures for review and approval of the PPP project shall be carried out in accordance with the provisions of Articles 19, 20, 22, and 23 of the PPP Law.

Article 12. Adjustment of Feasibility Study Report

In cases where the project is adjusted according to Article 24 of the Public-Private Partnership Law, the procedures for examination and approval of the adjustment of the Public-Private Partnership project shall be carried out in accordance with Article 11 of this Circular regarding the adjusted contents.

Section 2. Projects Proposed by Investors

Article 13. Responsibilities of Agencies and Units for Projects Proposed by Investors

1. The Ministry of Transport shall assign the Vietnam Highway Administration to review and examine the project proposal documents submitted by investors for highway projects, or other specialized management agencies to review and examine such documents.

2. The agencies assigned to review and examine the project proposal documents as stipulated in Clause 1 of this Article shall report to the Ministry of Transport on their approval or disapproval of the investor's preparation of the pre-feasibility study report. The report shall include the contents prescribed in Article 22 of Decree No. 35/2021/ND-CP.

3. Based on the reports from the agencies assigned to review and examine the proposal documents, the Department of Planning and Investment shall take the lead in advising the Ministry of Transport to issue a document approving or disapproving the investor's preparation of the pre-feasibility study report as prescribed in point b, Clause 1, Article 27 of the Public-Private Partnership Law, and assign the project preparation unit to take charge of receiving, examining, and reviewing the project proposal documents.

4. The examination of the pre-feasibility study report and the decision on investment orientation of the project shall be carried out in accordance with Clause 2, Article 27 of the Public-Private Partnership Law and Clause 2, Article 7 of this Circular.

5. The examination of the feasibility study report and the approval of the project shall be carried out in accordance with Clause 3, Article 27 of the Public-Private Partnership Law and Clause 2, Article 11 of this Circular.

6. The announcement of the project shall be carried out in accordance with Clause 4, Article 27 of the Public-Private Partnership Law and Article 9 of this Circular.

Chapter III

SELECTION OF INVESTORS AND SIGNING OF PROJECT CONTRACTS

Article 14. Selection of Investors

1. The Minister of Transport is the authorized person under the laws on investment under the public-private partnership model and other relevant laws.

2. For highway projects, the Project Management Board has the following responsibilities:

a) Fulfilling the obligations and duties of the Tenderer as prescribed by the laws on investment under the public-private partnership model and other relevant laws; performing other tenderer tasks as prescribed by law;

b) Implementing the disclosure of information as prescribed in point b, Clause 1, Article 9 of the Public-Private Partnership Law.

3. For projects not covered by Clause 2 of this Article, the specialized management agency has the following responsibilities:

a) Fulfilling the obligations and duties of the Tenderer as prescribed by the laws on investment under the public-private partnership model and other relevant laws; performing other tenderer tasks as prescribed by law;

b) Implementing the disclosure of information as prescribed in point b, Clause 1, Article 9 of the Public-Private Partnership Law.

4. In cases where the tender documents for selecting investors are based on detailed design and budget estimates as prescribed in point e, Clause 1, Article 49 of Decree No. 35/2021/ND-CP, the Tenderer shall organize the selection of consultants and prepare the detailed design and budget estimate documents. The organization of examination and approval shall be conducted at the appropriate level or referred to the Ministry of Transport for examination and approval as prescribed before selecting investors.

5. The Ministry of Transport authorizes the Tenderer to approve the following contents:

a) Preliminary tender documents as prescribed in point d, Clause 3, Article 38 of Decree No. 35/2021/ND-CP;

b) Preliminary selection results as prescribed in Clause 4, Article 42 of Decree No. 35/2021/ND-CP;

c) Negotiation tender documents as prescribed in point d, Clause 3, Article 43 of Decree No. 35/2021/ND-CP;

d) List of investors meeting technical requirements as prescribed in Clause 2, Article 57 of Decree No. 35/2021/ND-CP.

6. The Vietnam Highway Administration for projects as stipulated in Clause 2 of this Article; the Construction Investment Management Agency for projects as stipulated in Clause 3 of this Article shall take the lead in examining and advising the Ministry of Transport to approve the following contents:

a) Tender documents as prescribed in Clause 5, Article 49 of Decree No. 35/2021/ND-CP.

b) Investor selection results as prescribed in Clause 2, Article 62 of Decree No. 35/2021/ND-CP;

7. The documents for examination, contents, and examination reports shall be carried out in accordance with Articles 71 and 72 of Decree No. 35/2021/ND-CP.

Article 15. Negotiation of project contracts

1. The Vietnam Expressway Corporation shall negotiate and finalize contracts for expressway projects in accordance with Clauses 1, 2, 3, 4, and 6 of Article 64 of Decree No. 35/2021/NĐ-CP.

2. In case negotiations and finalization of contracts fail

a) For expressway projects: based on the report from the Tenderer, the Vietnam Expressway Corporation shall take the lead in advising the Ministry of Transport to consider and decide to cancel the investment selection results and invite the next-ranked investor to negotiate and finalize the contract;

b) For projects other than those specified in point b, Clause 2 of this Article: based on the report from the Tenderer, the Investment and Construction Management Department shall take the lead in advising the Ministry of Transport to consider and decide to cancel the investment selection results and invite the next-ranked investor to negotiate and finalize the contract.

3. In case negotiations and finalization of contracts with investors in the shortlist who meet the requirements of the tender documents fail

a) For expressway projects: based on the report from the Tenderer, the Vietnam Expressway Corporation shall take the lead in advising the Ministry of Transport to consider and decide to terminate the bidding process according to point a, Clause 1 of Article 34 of the Public-Private Partnership Law;

b) For projects other than those specified in point a, Clause 3 of this Article: based on the report from the Tenderer, the Investment and Construction Management Department shall take the lead in advising the Ministry of Transport to consider and decide to terminate the bidding process according to point a, Clause 1 of Article 34 of the Public-Private Partnership Law.

Article 16. Signing of project contracts

1. Project contracts shall be signed between the contracting authority and the investor, project enterprise in accordance with laws on public-private partnership and related regulations.

2. The contracting authority shall be responsible for publicly disclosing information about the project contract in accordance with Clauses 2, 3, and 4 of Article 65 of Decree No. 35/2021/NĐ-CP.

Chapter IV

IMPLEMENTATION OF PROJECT CONTRACTS

Article 17. Responsibilities of the contracting authority during the construction phase

The Vietnam Expressway Corporation (for expressway projects), the specialized management agency shall organize the performance of the responsibilities of the contracting authority during the construction phase in accordance with the law and the project contract, including:

1. Regarding the selection of contractors participating in the implementation of the project by the project enterprise

a) Reviewing the requirements regarding the capacity and experience of contractors in the tender documents or request documents and reviewing the results of contractor selection for project packages (if applicable);

b) Performing tasks as prescribed by law and the project contract.

2. Regarding the work of design review and approval after basic design and construction cost estimate

a) Based on the provisions of the construction law, the project contract shall check and review the outline of tasks, cost estimates of consulting packages, and submit them to the specialized construction management agency to organize the review process;

b) For construction works under PPP component projects using state investment capital: checking, reviewing, and submitting to the specialized construction management agency to organize the review and adjustment of technical design documents in three-step design cases, construction drawing documents in two-step design cases, and construction cost estimates according to Article 82 of the Construction Law, point a, Clause 5 of Article 13 of Decree No. 10/2021/NĐ-CP dated February 9, 2021 of the Government on managing construction costs for PPP projects and relevant laws; receiving and reviewing construction design and construction cost estimate documents approved by the project enterprise, promptly addressing any discrepancies with the review results of the specialized construction management agency;

3. Regarding land clearance work

a) Cooperating with the investor, project enterprise, and project sponsor in land clearance and resettlement work in accordance with the project contract and legal provisions;

b) Checking the implementation of compensation, support, and resettlement, reporting to the competent authority to resolve related issues in accordance with the Land Law;

c) Monitoring and urging the investor, project enterprise, and project sponsor to fulfill their responsibilities in managing, paying, and settling land clearance funds in accordance with the law;

d) Cooperating with local authorities to complete the settlement of land clearance work and reviewing the value of land clearance settlements to submit to the competent authority for consolidation into the total settlement value of the construction investment project.

4. Regarding management and supervision of the implementation of the project contract

a) Reviewing and examining supplementary and amended contract annexes (if any);

b) Monitoring the implementation of the project contract by the investor and project enterprise during the investment implementation and warranty period in accordance with the law and the project contract. If the investor or project enterprise shows signs of violating the project contract or the law, timely measures shall be taken or reported to the Ministry of Transport if beyond the authority;

c) Checking the legality and management to ensure the implementation of the contract by the investor in accordance with the law; monitoring the guarantee period for contract implementation to ensure it aligns with the project implementation schedule as stipulated.

5. Regarding management of project capital

a) Developing annual capital plans for state budget funds and other lawful sources of the project to report to the Ministry of Transport. Tracking and reporting periodically on the progress of capital mobilization and disbursement of the project;

b) For state capital in the project: receiving state capital in the project and making payments according to the law and the project contract; urging and guiding the investor and project enterprise to refund investment preparation support costs and other costs (if any) according to the law and the project contract;

c) For the project implementation capital of the investor, the project enterprise: check the progress of financial arrangement for the implementation of the project in accordance with the schedule stipulated in the project contract for the owner's equity, loan capital, and other lawful sources of capital. Review and provide comments on compliance with regulations on sources of capital and financial plans as specified in the project contract and legal provisions.

6. On construction quality management

a) Perform tasks as prescribed in Article 59 of the Public-Private Partnership Law; Points b, c, d, đ of Clause 8 of Article 19 of Decree No. 06/2021/NĐ-CP dated January 26, 2021 of the Government detailing certain contents on construction quality management, construction works, and maintenance of construction projects (hereinafter referred to as Decree No. 06/2021/NĐ-CP);

b) Check the construction process and construction quality according to the provisions of the project contract and relevant legal regulations;

c) Check compliance with technical procedures, standards, and norms applicable to the construction project, and technical regulations of design documents during the construction process as stipulated in the project contract;

d) Supervise the implementation of measures to ensure environmental hygiene, labor safety, construction safety, and traffic safety during the construction process as stipulated in the project contract;

đ) In case of necessity, report to the Ministry of Transport for approval of construction inspection and load-bearing capacity testing of the construction project structure as stipulated in Point c of Clause 2 of Article 5 of Decree No. 06/2021/NĐ-CP.

7. On acceptance of construction works, completion of individual construction works, and commissioning of construction projects

a) Participate in the acceptance of construction works or parts of construction projects (if any), completion of individual construction works, and commissioning of construction projects for use as prescribed in Articles 22 and 23 of Decree No. 06/2021/NĐ-CP and legal regulations on construction;

b) Check and evaluate the quality of construction projects based on documents provided by the project enterprise, and report to the Ministry of Transport to serve the inspection work of competent state agencies for the acceptance of construction projects for commissioning as stipulated in Article 123 of the Construction Law and Article 24 of Decree No. 06/2021/NĐ-CP;

c) Sign the acceptance certificate for the completion of individual construction works and the commissioning of construction projects for use as stipulated in Clause 7 of Article 23 of Decree No. 06/2021/NĐ-CP.

8. Warranty work for construction projects

Check and supervise the implementation of warranty responsibilities for construction projects by the project enterprise and contractors as stipulated by law and the project contract.

9. On final settlement of investment capital for construction projects

a) In cases where public investment capital in PPP projects is managed and utilized as prescribed in Point a of Clause 5 of Article 70 and Clause 2 of Article 72 of the Public-Private Partnership Law, implement the final settlement of public investment capital in PPP projects as prescribed in Point a of Clause 1 of Article 60 of the Public-Private Partnership Law, and Chapter IV of Decree No. 28/2021/NĐ-CP dated March 26, 2021 of the Government on financial management mechanisms for PPP projects (hereinafter referred to as Decree No. 28/2021/NĐ-CP);

b) In cases where public investment capital in PPP projects is managed and utilized as prescribed in Point b of Clause 5 of Article 70 of the Public-Private Partnership Law, compile the value of funds disbursed to the PPP project enterprise, which has been independently audited, as the basis for the final settlement of public investment capital in PPP projects as prescribed in Point a of Clause 1 of Article 60 of the Public-Private Partnership Law, and Chapter IV of Decree No. 28/2021/NĐ-CP.

10. Carry out other tasks as prescribed by law and the project contract.

11. In cases where issues arise beyond authority, report to the Ministry of Transport for consideration and resolution or report to the competent authority.

Article 18. Tasks of the contracting agency during the operation and exploitation phase

1. The Vietnam Expressway Corporation (for expressway projects), the specialized management agency shall perform the functions and tasks of the contracting agency during the operation and exploitation phase of the project in accordance with the provisions of the law and the project contract.

2. In cases where issues arise beyond their authority, report to the Ministry of Transport for consideration and resolution, or report to the competent authority.

Article 19. Tasks of the contracting agency during the transfer and acceptance phase of the project works, contract termination

The Vietnam Expressway Corporation (for expressway projects), the specialized management agency shall perform the functions and tasks of the contracting agency during the transfer and acceptance phase of the project works, contract termination, including:

1. Confirming completion of the works and infrastructure systems: inspect and issue a completion confirmation certificate to the project enterprise in accordance with Article 61 of the Public-Private Partnership Law and Article 76 of Decree No. 35/2021/NĐ-CP.

2. Transfer and acceptance of works and infrastructure systems

a) For PPP projects applying BOT or BLT contracts: implement the procedures for transferring and accepting works and infrastructure systems as prescribed in Clause 1, Article 78 of Decree No. 35/2021/NĐ-CP;

b) For PPP projects applying BTO or BTL contracts: implement the procedures for transferring and accepting works and infrastructure systems as prescribed in Clause 2, Article 78 of Decree No. 35/2021/NĐ-CP.

3. Terminate the project contract in accordance with the agreement stipulated in the contract

a) At least one year before the date of terminating the PPP project contract as specified in the contract, coordinate with the investor and the project enterprise to review and implement the contents as prescribed in Clause 2, Article 80 of Decree No. 35/2021/NĐ-CP;

b) Report to the Ministry of Transport on the contents as prescribed in Clause 4, Article 80 of Decree No. 35/2021/NĐ-CP.

4. Terminate the project contract ahead of schedule

a) In case there is evidence to terminate the contract ahead of schedule as prescribed in Clause 2, Article 52 of the Public-Private Partnership Law, report to the Ministry of Transport, clearly stating the reasons, conditions, rights and obligations fulfilled, rights and obligations not yet fulfilled, and the handling plan for terminating the contract ahead of schedule;

b) Organize negotiations on the conditions for terminating the contract ahead of schedule as prescribed in Clause 2, Article 81 of Decree No. 35/2021/NĐ-CP;

c) Perform other tasks as prescribed by law and the project contract.

5. Liquidate the project contract: implement the contents as prescribed in Article 68 of the Public-Private Partnership Law, and promptly report to the Ministry of Transport any issues beyond their authority (if any) during the implementation process.

Chapter V

RESPONSIBILITIES OF THE AGENCIES AND UNITS

Article 20. Responsibilities of agencies and units entrusted to prepare pre-feasibility study reports, feasibility study reports, and accept project proposal files proposed by investors

1. Be responsible for the procedures, formalities, accuracy of data, and content of the pre-feasibility study report file, feasibility study report file; post-design and budget estimate (if any); the duties and powers of the Project Owner, Inviting Tenderer as prescribed by laws on public-private partnership investment and related laws in the work of selecting contractors during the project preparation phase; Inviting Tenderer in the work of selecting investors.

2. Be responsible for checking, reviewing, and coordinating with the proposing investor in establishing the tasks and cost estimates for preparing the project proposal, cost estimates for preparing the feasibility study report.

3. Be responsible for performing the functions, tasks, and powers as prescribed by law and this Circular.

Article 21. Responsibilities of the Specialized Management Agency, Vietnam Expressway Corporation

1. Shall be responsible for performing functions, tasks, and authorities as prescribed by law and this Circular.

2. When exercising rights and obligations of the contracting agency, shall be accountable to the competent authority and law regarding the implementation of entrusted tasks.

Chapter VI

IMPLEMENTING PROVISIONS

Article 22. Transitional provisions

1. Projects that have signed contracts before the effective date of this Circular shall continue to be implemented according to the provisions of the project contracts already signed. In cases where contracts were signed before the effective date of this Circular but supplementary agreements were signed after its effective date, the signing of supplementary agreements shall comply with the provisions of this Circular.

2. For projects assigned, authorized, transferred to competent state agencies or contracting agencies before the effective date of this Circular, they shall continue to be implemented according to the assignment, authorization, transfer documents from the Ministry of Transport to competent state agencies or contracting agencies.

3. For projects not authorized before the effective date of this Circular, the Vietnam Expressway Corporation shall take the lead in reviewing and compiling a list to submit to the Ministry of Transport for implementing authorization in accordance with the provisions of this Circular.

Article 23. Effectiveness of Implementation

1. This Circular takes effect from March 1, 2023.

2. This Circular replaces Circular No. 50/2018/TT-BGTVT dated September 11, 2018, issued by the Minister of Transport on the organization of implementing functions and tasks of state agencies authorized to sign and implement contracts for public-private partnership investment projects managed by the Ministry of Transport.

1. For investment projects to operate rest area facilities under the management authority of provincial People's Committees directly under the central government, they may refer to the provisions of this Circular to organize implementation but must comply with the bidding laws and relevant laws to ensure competitive, fair, transparent, and economically efficient objectives.

Article 24. Implementation Organization

The Director of the Office of the Ministry, the Inspector General of the Ministry, Heads of Departments, Directors of the Investment and Construction Management Agency, Director of the Vietnam Highway Administration, Director of the Vietnam Expressway Corporation, Director of the Vietnam Maritime Administration, Director of the Vietnam Civil Aviation Administration, Director of the Vietnam Railway Administration, Director of the Vietnam Inland Waterways Administration, Heads of relevant agencies, organizations, and individuals are responsible for implementing this Circular./.