Fund Manager for the Future Carbon Fund, Asian Development Bank

Objective/Purpose of the Assignment:
The Asian Development Bank (ADB) is the Trustee and Manager of the Future Carbon Fund (the Fund) which became operational in January 2009. The Fund forms an integral component of ADB’s Carbon Market Program (CMP) designed to promote greater take up and development of low-carbon project activities in the Asia-Pacific region (see The Fund has funding commitments of $115 million from the governments of Belgium (Flemish region), Finland, the Republic of Korea, and Sweden, as well as from two private companies, namely POSCO (Republic of Korea) and Eneco Energy Trade (Netherlands). The Fund seeks to invest primarily in clean energy, energy efficiency, and methane utilization projects which qualify as Clean Development Mechanism (CDM) projects in developing member countries (DMCs) of ADB. To carry out the duties as Trustee and Manager of the Fund, ADB wishes to appoint a Fund Manager to lead a high caliber Fund Management Team.

Scope of Work:
The Fund Manager is a senior level position and will play a lead role in assisting ADB discharge its fiduciary and other duties as Manager and Trustee of the Fund as outlined in Section 2 of the Fund Operations and Financial Management Guidelines (“Guidelines”). The role of the Fund Manager is to select suitable projects in accordance with the Portfolio Guidance as agreed by
the Fund Board and amended from time to time, investigate their relative merits, negotiate transaction documentation and make recommendations to the Fund Board in relation to entering into Emission Reduction Purchase Agreements (ERPAs) and make available upfront payments for project financing. Once the Fund makes the decision to provide financing, the Fund Manager
executes the necessary transaction documentation, makes payments in accordance with agreed payment regime and maintains an active role in the project including overseeing the issuance of credits from the projects and distribution to Fund Participants. The Fund Manager must select projects that comply with the Project Criteria set out in the Fund Regulations and do
not place the Fund in breach of the Portfolio Restrictions.

The Fund Manager’s role will include a high level of involvement with ADB’s operational staff, members of other CMP teams, project entities and officials from DMCs, in order to identify suitable projects, analyze transaction risks and manage each ERPA transaction efficiently. The Fund Manager also has a reporting obligation to the Fund Participants, including the Fund Board of Directors (BOD).

Detailed Tasks:
The Fund Manager shall:

1. Make requests for contributions from Participants.

2. Facilitate the interaction between the Participants, and ADB.

3. Prepare the following reports for submission to the Participants and BOD:
(i) Annual Budget; and
(ii) Summary of the Fund’s activities for the previous fiscal year;

4. Carry out the day to day operations under the Fund transaction cycle outlined in Section 4 of the Guidelines, as amended from time to time. These include, but are not limited to:
(i) Identifying CDM opportunities from the ADB portfolio, including the use of the Clean Energy and Environment Database System and consultation with operational departments and the Asia Pacific Carbon Fund (APCF) management team as well as from the broader market with support from ADB’s Technical Assistance;
(ii) Screening the commercial viability of projects that are directly proposed to CMP without initial assessment by ADB’s operational departments;
(iii) Supervision and management of the Fund Management Team in the broader operation and management of the Fund, including servicing the needs of Fund Participants;
(iv) Managing the Fund’s investment portfolio during the operational life of CDM projects in receipt of “cofinancing” from the Fund;
(v) Ongoing collaboration and liaison with ADB professional and support staff and staff consultants, in particular the members of CMP including the APCF, Technical Support Facility, and the Credit Marketing Facility;
(vi) Contribute toward the ongoing development of clean energy and greenhouse gas mitigation projects in ADB’s DMCs, as required by the Senior Advisor, Climate Change Program Coordination Unit, RSDD (RSDD-CC), the Deputy Director General (DDG), and DG of RSDD.

5. Identify potential Participants of the Fund and lead the preparation and implementation of Participation Agreements in case there is a second closing of the Fund as authorized by the Director General (DG), Regional and Sustainable Development Department

6. Other tasks as required from time to time.

The Fund Manager should possess a degree or recognized tertiary qualifications, plus at least 15 years of professional experience in financing, which a minimum of 3 years should be directly related to carbon finance. Among other requirements the Fund Manager shall have:

General Qualification
(i) a proven transaction completion track record involving multiple parties stakeholders;
(ii) positive reputation among industry experts including deal sourcing and stakeholder management capabilities;
(iii) superior communication and negotiation skills including excellent written and oral communications skills in English;
(iv) operational knowledge of computer database and analytical systems;
(v) motivation and a willingness to work in and contribute to a team environment;

Financial and Technical Expertise
(vi) experience in structuring project finance, including syndication of various financial partners;
(vii) experience as a fiduciary in managing institutional capital and ability to meet reporting requirements and administer funds.
(viii) experience and track record in providing value-added post-investment services to its investees so as to support investment success;
(ix) proven track record in performing risk analysis and investment due diligence on CDM projects, particularly those in the renewable energy, energy efficiency and methane utilization sectors;
(x) broad understanding of renewable energy, energy efficiency and methane utilization technologies and processes relevant to the CDM market;
(xi) understanding of the international and primary regional emissions trading markets, in particular; (i) the legal regime established under the United Nations Framework Convention on Climate Change and its subsidiary agreements; and
(ii) the European Emissions Trading Scheme;
(xii) a detailed understanding of the regulations, processes, procedures and institutions regulating the CDM, and practical experience in working with such institutions;
(xiii) experience in managing or overseeing CDM development of project design document, project registration, and credit issuance;

Asia-Pacific and Development
(xiv) experience living in developing parts of Asia and the Pacific;
(xv) track record in making long-term investments in emerging Asian markets;
(xvi) previous CDM related transaction experience among ADB’s DMCs;
(xvii) relationships with Designated National Authorities and CDM technical experts in DMCs;

Management and Reporting
(xviii) advanced Project management skills and experience in managing complex commercial transaction in a time-efficient manner;
(xix) experience in hiring (and in cases firing) and managing staff as well as procuring external technical services; and,
(xx) minimum 5 years experience in managing multinational teams composed of different expertise/TORs.

Output/Reporting Requirements:
The Fund Manager, in carrying out the day-to-day operations of the Fund Management Team, shall report to the Senior Advisor, RSDD-CC and the DDG, RSDD, as well as the DG, RSDD as required. The Fund Manager also has a reporting obligation to the Fund Participants, including the BOD. The assignment will be based in Manila, Philippines, and will require frequent travel to
ADB member countries as determined by the DDG, RSDD. The assignment is for 13.5 personmonths (continuous), from 1 September 2011 to 16 October 2012.

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