D.3 Holding company of related consortium members

• If the related party's group policy requires approval of the proposal at a holding company level (or other board level, e.g. ultimate parent level), the holding company (or parent company) must establish a board subcommittee for each respondent, with authority to make final decisions.

• Where a board subcommittee is required to be established, the full board cannot be shown any information of any individual proposals.

• No person can be a member of more than one board subcommittee.

• All holding company board members (whether members of a board subcommittee or not) and executive managers may be required to sign process and confidentiality agreements.

• Immediately prior to, and as a condition precedent to, contract execution, all holding company board members and executive managers must sign statutory declarations confirming compliance with obligations under any relevant process and confidentiality agreements.

• The holding company is to have all required measures in place to prevent access to confidential information relating to one proposal by any person who is not a Consortium member or a member of the board subcommittee for the relevant respondent.

• The holding company is also subject to oversight by an additional independent Probity Practitioner appointed by government. These Probity Practitioner costs will be met by the holding company.

• The holding company will be required to enter into a process agreement satisfactory to government. The process agreement will include detailed commitments from the holding company to ensure compliance with these principles.

• Participation in the tender process is conditional on receiving signed process agreements and confidentiality agreements from the holding company before commencement of the RFP phase.

• Government has the right to disqualify a respondent if a breach of the process or the agreements by the holding company occurs at any time during the process and may result in the calling in of some or all of any bid bond (or other security). No compensation will be payable.

• If the highest ranked respondents include related parties, the Procuring Agency reserves the right to shortlist the highest ranked independent respondent ahead of higher ranked related party respondents.