PPP structuring
Structuring public-private partnerships
A public-private partnership succeeds when the government’s approval pathway and the investor’s conditions are designed together. We guide sponsors and governments through expression of interest, appraisal, negotiation and approval.
The problem it solves
PPP frameworks in Kenya, Tanzania and the wider region set out a clear sequence: project identification, feasibility, procurement, negotiation and approval by the Treasury, the PPP unit and Cabinet. Most delays happen when the private side arrives with a structure the framework cannot approve, or the public side cannot say what it will guarantee, pay or contribute.
We structure the case so that each side’s requirements are visible from the start: the procurement route, the payment mechanism, the risk allocation, the government contribution, the incentives and concessions available, and the approvals and timelines that follow.
What Ephesus delivers
- Review of the project against the host country’s PPP Act, regulations and procurement rules, with counsel
- Expression of interest and concept proposal aligned to the PPP unit’s templates and evaluation criteria
- Structuring options: concession, availability payment, joint venture, lease, or a hybrid; DBFOM and DBFOMT scopes
- Risk-allocation matrix and government-support schedule (land, guarantees, viability-gap funding, incentives)
- Negotiation support: term sheet, heads of terms and the approvals pathway through Treasury, PPP unit and Cabinet
- Coordination of counsel, technical advisers and lenders to definitive agreements and conditions precedent
Who we work alongside
Government PPP units and ministries; the sponsor’s and the investor’s legal counsel; transaction advisers appointed by the public side; lenders and DFIs; technical, environmental and social consultants.
Illustrative mandate
Adviser to a consortium lead on a toll-road PPP in Tanzania (about US$330 million construction cost, 2023 basis; concession under the PPP Act with an availability-style unitary payment from a ring-fenced toll fund). Stage 1: expression of interest prepared; consortium being assembled.
Client: confidential. Figures and stage as of October 2026.
Discuss a mandate
We respond to every enquiry within three working days.
