THE MINISTRY OF INDUSTRY AND TRADE -------	THE SOCIALIST REPUBLIC OF VIETNAM Independence - Freedom - Happiness ---------------
No. 05/2019/TT-BCT	Hanoi, March 11, 2019

 

CIRCULAR

ON AMENDMENTS TO CIRCULAR NO. 16/2017/TT-BCT DATED SEPTEMBER 12, 2017 OF THE MINISTER OF INDUSTRY AND TRADE ON DEVELOPMENT OF SOLAR POWER PROJECTS AND STANDARD FORM POWER PURCHASE AGREEMENT (PPA) THEREOF

Pursuant to Law on Electricity No. 28/2004/QH11 dated December 3, 2004; the Law on the amendments to Law on Electricity dated November 20, 2012;

Pursuant to the Government's Decree No. 98/2017/ND-CP dated August 18, 2017 on functions, tasks, powers and organizational structure of the Ministry of Industry and Trade;

Pursuant to Decision No. 11/2017/QD-TTg dated April 11, 2017 of the Prime Minister on incentives for development of solar power projects in Vietnam and Decision No. 02/2019/QD-TTg dated January 8, 2019 on amendments to Decision No. 11/2017/QD-TTg dated April 11, 2017 of the Prime Minister on incentives for development of solar power projects in Vietnam;

At the request of Director of Electricity and Renewable Energy Authority,

The Minister of Industry and Trade promulgates a Circular on amendments to Circular No. 16/2017/TT-BCT dated September 12, 2017 of the Minister of Industry and Trade on development of solar power projects and standard form power purchase agreement (PPA) thereof.

Article 1. Amendments to Circular No. 16/2017/TT-BCT dated September 12, 2017 of the Minister of Industry and Trade on development of solar power projects and standard form power purchase agreement (PPA) thereof

1. Article 16 shall be amended as follows:

"Article 16. Feed-in Tariff (FiT) of rooftop PV power projects

1. Before January 1, 2018, Feed-in Tariff (FiT) shall be VND 2,086/kWh (VAT exclusive, equivalent to U.S. cent 9.35/kWh, according to the central exchange rate of VND over USD quoted by the State Bank of Vietnam on April 10, 2017, which is VND 22,316/USD);

2. From January 1, 2018, FiT prescribed in Clause 1 of this Article shall be adjusted according to the central exchange rate of VND over USD quoted by the State Bank of Vietnam on the last day of quoting rate of the previous year.”.

2. Add provisions in Annexes of this Circular to the standard form PPA of rooftop PV power projects.

Article 2. Annulment of Clause 2, Article 18 and Appendix 3 of Circular No. 16/2017/TT-BCT dated September 12, 2017 of the Minister of Industry and Trade on development of solar power projects and standard form power purchase agreement (PPA) thereof.

Article 3. Entry in force

This Circular comes into force as of April 25, 2019.

 

MINISTER Tran Tuan Anh

 

ANNEX

STANDARD FORM POWER PURCHASE AGREEMENT FOR ROOFTOP PV POWER PROJECTS
(Issued together with Circular No. 05/2019/TT-BCT dated March 11, 2019 of the Minister of Industry and Trade on amendments to Circular No. 16/2017/TT-BCT dated September 12, 2017 of the Minister of Industry and Trade on development of solar power projects and standard form power purchase agreement (PPA) thereof)

THE SOCIALIST REPUBLIC OF VIETNAM
Independence - Freedom - Happiness
---------------

STANDARD FORM POWER PURCHASE AGREEMENT FOR ROOFTOP PV POWER PROJECTS

Pursuant to Law on Electricity No. 28/2004/QH11 dated December 3, 2004; the Law on the amendments to Law on Electricity dated November 20, 2012;

Pursuant to Decision No. 11/2017/QD-TTg dated April 11, 2017 of the Prime Minister on incentives for development of solar power projects in Vietnam and Decision No. 02/2019/QD-TTg dated January 8, 2019 on amendments to Decision No. 11/2017/QD-TTg dated April 11, 2017 of the Prime Minister on incentives for development of solar power projects in Vietnam;

Circular No. 16/2017/TT-BCT dated September 12, 2017 of the Minister of Industry and Trade on development of solar power projects and standard form power purchase agreement (PPA) thereof and Circular No. …../2019/TT-BCT dated…..2019 of the Minister of Industry and Trade on amendments to Circular No. 16/2017/TT-BCT:

Based on demands for electricity purchase and sale of both parties,

Today, on ……………..[date], at……………..[location]

We are:

The seller (Part A):

Address:

Telephone: ____________________ Email:_________ Fax:__________

TIN: _________________________ Business registration certificate:

Account No. ___________________ opened at Bank ___________________

Represented by:

Citizen identity/Identity/Passport number:

Position: ___________ (Authorized by _____________________ under the Power of Attorney No. _______dated____________).

The Buyer (Party B):

Address:

Telephone: ____________________ Email:_________ Fax:__________

TIN: _________________________ Business registration certificate:

Account No. ___________________ opened at Bank ___________________

Represented by:

Position: ___________ (Authorized by _____________________ under the Power of Attorney No. _______dated____________).

hereby agree to conclude a Power Purchase Agreement (hereinafter referred to as Agreement) to sell and buy electricity produced from the Rooftop PV Power Project (hereinafter referred to as Project), total installed capacity of ….kW with parameters in the Annex (form of Annex issued by Party B), built and operated by Party A at [location of the project] with the following terms and conditions:

Article 1. Sold power

1. From [commercial operation date], Party A agrees to sell to Party B and Party B agrees to buy from Party A electricity generated from the feeding electricity to grid project of Party B measured by the meter mentioned in the record of installing and removing electricity meter enclosed with this Agreement. The record of installing or removing electricity meter is an integral part of the Agreement and is replaced (on a periodic basis or because of breakdown during the power purchase between the two Parties.

2. Party B is obliged to pay for the amount of electricity from the Project of Party A fed into the grid of Party B according to the FiT prescribed in Article 2 of this Agreement.

3. The electricity that Party A receives from the grid of Party B will be stated in a separate power purchase agreement (PPA) beyond the scope of this Agreement.

Article 2. Feed-in Tariff

1. Before January 1, 2018, FiT shall be VND 2,086/kWh (VAT exclusive, equivalent to U.S. cent 9.35/kWh, according to the central exchange rate of VND over USD quoted by the State Bank of Vietnam on April 10, 2017, which is VND 22,316/USD).

2. From January 1, 2018, FiT prescribed in Clause 1 of this Article shall be adjusted based on fluctuation of the exchange rate of VND over USD according to the central exchange rate of VND over USD quoted by the State Bank of Vietnam on the last day of quoting rate of the previous year.

3. FiT prescribed in Clause 1 and Clause 2 of this  Article shall be applicable within 20 years from the date on which the project is put into commercial operation.

Article 3. Confirmation of meter readings, electricity fed into grid and billing

1. Confirmation of meter readings, electricity fed into grid

- Party B shall take meter readings on the … day every month.

- Within 1 (one) working day from the on which the meter reading is taken, Party B will notify Party A of meter readings and amount of electricity from the feeding electricity to grid project within the payment period via any of methods below:

□ Web ………….. □ Email…[email address]………… □ Zalo/Viber…[phone number]……..

- If Party A disagrees with meter readings and amount of electricity fed into grid notified by Party B, Party A must give a feedback within 1 (one) working day from the date on which Party B’s notice is received, via any of the following methods:

□ Web ………….. □ Email…[email address]………… □ Zalo/Viber…[phone number]……..

- After above-mentioned time limit, if Party A gives no feedback to Party B, it shall be construed to mean that Party A agrees with the meter readings and amount of electricity fed into grid notified by Party B.

2. Electricity bill:

a. Electricity payment: According to the electricity output as agreed upon by the two Parties in Clause 1 of this Article and FiT mentioned in Article 2 of this Agreement, every month, Party B shall pay Party A for electricity (VAT exclusive) as follows:

T(n)= Ag (n) x G (n)

Where:

T(n): Electricity payment in month n (VND).

Ag (n): Electricity Party A fed into Party B’s grid in month n (kWh).

- Regarding single tariff meter, Ag() is the electricity output Party A feeds into the grid of Party B, recorded by the electricity meter.

- Regarding 3-tariff meter, Ag(n) is the total electricity of 3 tariffs (shoulder, peak, off-peak time) Party A feeds into the grid of Party B, recorded by the electricity meter.

G(n): Electricity price applied to month n prescribed in Article 2 (VND/kWh).

b. VAT: Apart from the electricity payment prescribed in section a Clause 2 of this Article, Party B must pay Party A for VAT if Party A earns revenues from solar power projects, which is subject to tax in accordance with applicable regulations and laws. Upon completion of the last meter reading cycle of a year, Party B shall make a statement of electricity bills from solar power project in the year and make a VAT statement for Party A depending on the revenues generated from the solar power project.

Article 4. Payment

1. Payment dossier:

a) If Party A issues monthly invoices:

The list of monthly meter readings and electricity Party A feeds in the grid of Party B provided by Party B;

Sales invoices as prescribed provided by Party A with the electricity bills determined in Clause 2 Article 3 of this Agreement.

b) If Party A does not issue monthly invoices:

Monthly:

According to the list of meter readings and electricity Party A feeds in the grid of Party B, Party B will pay Party A the electricity bill, which is determined in section a Clause 2 Article 3 of this Agreement.

Annually:

Within 15 days from the end of the year or termination of the Agreement, whichever comes first, Party B makes a “record of confirmation of electricity amount and electricity bill” of the year and send it to Party A for confirmation, using the form in the Annex (issued by Party B) of this Agreement.

If Party A’s revenue reaches the amount subject to the tax prescribed in section b Clause 2 Article 3, Party A shall send Party B the sales invoices inclusive of taxes and fees as prescribed.

2. Methods of payment:

□ Wire transfer (Party A bears the wire transfer’s cost).

Transfer information:…………………………….

3. Payment time limit:

a) Within 7 (seven) working days from the date on which Party A agrees with the meter readings and electricity fed into grid (notified by Party B) and submit adequate payment dossier prescribed in Clause 1 of this Article.

b) If Party B fails to pay Party A after the above-mentioned time limit, Party B must pay interest on late payment, commencing from the date succeeding the payment deadline to the payment date of Party B. Late payment interest shall be considered as 1-month inter-bank interest rate quoted by the State Bank of Vietnam at the time when Party B makes payment.

Article 5. Rights and obligations of parties

1. Rights and obligations of Party A

a) Ensure technical standards for solar electricity; ensure solar power quality as prescribed in Clause 1 Article 15 of Government's Decree No. 137/2013/ND-CP dated October 21, 2013 on guidelines for Law on Electricity and the Law on the amendments to Law on Electricity; Article 40, 41 of Circular No. 39/2015/TT-BCT dated November 18, 2015 of the Ministry of Industry and Trade on distribution electrical system (hereinafter referred to as Circular No. 39/2015/TT-BCT) or amended or replacing documents, unless the parties have agreed otherwise.

b) Record, agree on, and keep track of electricity fed into grid of Party B together with Party B.

c) Operate the project as prescribed in Article 52 of Circular No. 39/2015/TT-BCT.

d) Party A may not connect other sources of electricity, apart from the project agreed in this Agreement, through the measuring system without consent of Party B.

e) Party A is obliged to fulfill tax liabilities as prescribed of the state.

2. Rights and obligations of Party B

a) Invest and install two-way electricity meter at the delivery point to Party A if Party A meets connection standards prescribed in section a Clause 1 of this Article.

b) Record, notify, agree on and keep track of electricity fed into grid of Party B together with Party A.

c) Inspect and supervise operation and take actions as prescribed in Article 52 of Circular No. 39/2015/TT-BCT.

d) Party B is entitled to refuse the payment when Party A does not comply with provisions prescribed in sections a, c, d, e Clause 1 of this Article.

Article 6. Other agreements

……………………………………………………………………………

Article 7. Implementation

1. Unless the Agreement is extended or terminated before expiry date, the Agreement shall take effect from the date of signing and remain valid for 20 years from [commercial operation date].

2. During the contract execution, either Party is entitled to revise or terminate the Agreement, the Party making such a request shall notify the other Party 15 days in advance for handling.

3. This Agreement is made in 2 copies with equal legal value, each Party holds 1 copy.

 

Party A (Signature, full name and seal)

Party B (Signature, full name and seal)