102 Yakubu Gowon Crescent         Telephone: (+234) 703 583 0641-4
                                         Asokoro District                             (+234) 708 999 6090-1
                                         P.M.B. 339, Garki                           Fax: (+234) 9 314 5267
                                         Abuja, FCT Nigeria




                                                                      December 12, 2024
                                                  Ref: FMOFIER-241209-DARES-NEP-G146

Mr. Wale Edun
Honorable Minister of Finance and Coordinating Minister for Economy
Federal Ministry of Finance
Central Business District, Abuja, FCT

ATTENTION: Mr. Stanley Nyeso George, Director, International Economic Relations

     Nigeria Distributed Access through Renewable Energy Scale-up (DARES) Project
                     Nigeria Electrification Project (Credit No. 62910)
                  Implementation Support Mission (November 4-12, 2024)
                          Management Letter and Aide Memoire

        I would like to thank the Federal Government of Nigeria (FGN) for the cooperation
extended to the World Bank team that carried out the Implementation Support Mission for the
US$750 million Nigeria Distributed Access through Renewable Energy Scale-Up (DARES)
Project and the US$350 million Nigeria Electrification Project (NEP).

        The key objectives of the missions were to (i) ensure implementation kicks off for
Nigeria DARES by affirming the readiness of all critical implementation arrangements, (ii)
ensure the completion of all necessary analytical work and facilitate the commencement and
progression of crucial activities including the National Electrification Strategy and
Implementation Plan (NESIP) and the REA business plan, and (iii) commence closure
processes of the NEP, take stock of program achievements, and assess progress to completion
of the Energizing Education Phase II distributed renewable energy plants at the seven federal
universities and two teaching hospitals.

         Distributed Access through Renewable Energy Scale-Up (DARES): We would also
like to acknowledge the adoption of the project implementation manual (PIM) by the Rural
Electrification Agency (REA) on November 1, 2024. Furthermore, we are pleased to inform
you that the DARES project achieved effectiveness on the 15 November 2024, following the
countersignature of the letter for the loan reinstatement and declaration of effectiveness of the
Financing Agreement.

         The mission discussed key issues related to DARES implementation readiness and to
closure of the NEP, including: (i) the REA business plan focusing on the staffing plan of the
project management unit to ensure sufficient capacity for seamless implementation of the
two (2) key funding windows – Performance Based Grant (PBG) and Minimum Subsidy
Tender (MST); (ii) the preparation and adoption of a national electrification strategy and
implementation plan (NESIP), including clarification on the mandate and role of federal
institutions such as the Federal Ministry of Power (FMoP), the REA and that of State
Governments; and (iii) the closure processes of the NEP program including critical actions
across fiduciary, procurement, environmental and social aspects of the project that need to
be concluded before project closing date of December 31, 2024.
Mr. Wale Edun                                  2                              December 12, 2024


       The mission also discussed the preparedness of critical digital and geospatial platforms
and the need to conclude contract arrangements with platform service providers as well as the
urgency of finalizing template agreements for project implementation, such as the grant
agreement and data sharing agreement.

         Nigeria Electrification Project (NEP): The NEP has disbursed 85 percent of available
financing, with the remaining financing (US$49.76 million) fully committed. Three (3) of the
four (4) PDO level indicator targets have been exceeded. This performance is linked to
achievements under components 1 and 2 of the project, which are considered to be Highly
Satisfactory. As a result, the Project Development Objective (PDO) and Implementation
Progress (IP) ratings are currently Satisfactory and Moderately Satisfactory, respectively. The
Energizing Education Phase II component is on track to complete all critical aspects of solar
plant construction and installation activities before the revised project closing date of
December 31, 2024. Therefore, a project closing date extension is not envisaged. Further, the
sustainability plan of the Energizing Education Phase II solar plant was discussed, with focus
on operations and maintenance of the plants including spare parts stocking and management,
budgeting and funding post-commissioning, plant governance, life cycle assessments, and end-
of-life activities.

        We wish to reiterate the need for deepened efforts by the project implementing agency
to ensure outstanding works across all Energizing Education Phase II sites are completed before
the revised project closing date of December 31, 2024.

        I would greatly appreciate your support in facilitating the achievement of these critical
steps. The Aide Memoire, which details the discussions and outcomes of the mission, is
enclosed. Please feel free to reach out to the Task Team Leads, Arsh Sharma
(asharma15@worldbank.org), Collins Chukwuma Obi (cobi2@worldbank.org) and Ashish
Shrestha (ashrestha1@worldbank.org), for any clarification.

        We remain committed to supporting the FGN’s universal access target and energy
transition plan through implementation of the DARES project.


                                           Sincerely,




                                        Ndiame Diop
                                  Country Director, Nigeria
                              Western and Central Africa Region




 Attached: Aide Memoire
Mr. Wale Edun                              3                              December 12, 2024


CC:

Presidency
• Ms. Olu Verheijen, Special Adviser on Energy, Office of the President

Nigeria Electricity Regulatory Commission
• Mr. Sanusi Garba, Chairman, Nigeria Electricity Regulatory Commission
• Mr. Musiliu Oseni, Vice-Chairman, Nigeria Electricity Regulatory Commission
• Mr. Nathan Shatti, Commissioner, Nigeria Electricity Regulatory Commission
• Mr. Yusuf Ali, Commissioner, Nigeria Electricity Regulatory Commission

Rural Electrification Agency
• Abba Aliyu, Managing Director/CEO
• Olufemi Akinyelure, Head, Program Management Unit (NEP)

Lagos State Government
• Mr. Biodun Ogunleye, Honorable Commissioner, Lagos State Ministry of Energy and
  Mineral Resources
• Engr (Mrs.) Abiola Kosegbe, Permanent Secretary, Lagos State Ministry of Energy and
  Mineral Resources

Federal Ministry of Power
• Chief Adebayo Adelabu, Honourable Minister of Power, Federal Ministry of Power
• Alhaji Mamudah Mamman, Permanent Secretary, Federal Ministry of Power
• Mr. Sule Abdulaziz, Managing Director, Transmission Company of Nigeria
• Engr. Amin Tahir, Program Coordinator, Transmission Company of Nigeria
• Engr. Tukur Musa Bamalli, Project Manager, Transmission Company of Nigeria

Federal Ministry of Finance
• Mrs. Jafiya S. Lydia, Permanent Secretary (Finance)
• Mr. Stephen Ohaeri, Director, IERD, Federal Ministry of Finance
• Mr. Yomi Lawal, Assistant Director, IERD, Federal Ministry of Finance

IDA-IBRD
• Ms. Zainab Ahmed, Executive Director for Nigeria, Angola and South Africa, IDA-IBRD
• Mr. Pedro Fonseca, Alternate Executive Director for Nigeria, Angola and South Africa,
  IDA-IBRD
• Ms. Gladys Anthony Ekwere, Senior Advisor to the Executive Director, Nigeria, Angola
  and South Africa, IDA-IBRD
                                             NIGERIA
                      Distributed Access through Renewable Energy Scale-Up
                                  Project (P179687 - DARES) and
                          Nigeria Electrification Project (P161885 – NEP)
                                 Implementation Support Mission

                                             AIDE MEMOIRE

     I. INTRODUCTION

1.   A World Bank mission1 was conducted from November 4 - 12, 2024 to provide
     implementation support to the Nigeria Distributed Access through Renewable Energy Scale-
     Up (DARES) Project and the Nigeria Electrification Project (NEP). The objectives of the
     mission were to: kick off the implementation of Nigeria DARES by affirming the readiness
     of all critical implementation arrangements; review the status of necessary analytical work;
     assess progress towards achievement of performance based conditions comprising of policy
     and regulatory actions and process improvements; take stock of NEP achievements, assess
     progress to completion of the Energizing Education Phase II distributed renewable energy
     plants at the seven federal universities and two teaching hospitals, and commence closure
     processes of the NEP.

2.   The mission held meetings with the officials of the Rural Electrification Agency (REA) and
     NEP/DARES Project Management Unit (PMU), Nigeria Electricity Regulatory Commission
     (NERC), Lagos State Government (LASG) – Ministry of Energy and Mineral Resources
     (MEMR) and Lagos State Electricity Board (LSEB). In addition to regular mission meetings,
     special roundtable meetings, including a pre-application meeting/workshop, were organized
     by REA and the World Bank to engage with the private sector and other stakeholder on
     DARES program offerings and eligibility, including a detailed walk through of program
     application processes, grant claim, and disbursement mechanism. The key participants and
     agenda for the two (2) day roundtables/workshops are provided in Annex C.

3.   This Aide Memoire summarizes key findings and recommendations of the mission. Annex A
     presents the agreed DARES and NEP Action Plan. Annex B presents the list of officials met
     and the composition of the Bank team. The final version of this Aide Memoire was endorsed
     by World Bank management, and the document will be publicly disclosed.




1
 The mission members included Arsh Sharma (Senior Energy Specialist, TTL), Ashish Shrestha (Energy Specialist,
co-TTL), Collins Obi (Energy Specialist, co-TTL), Ifunanya Nwandu (Consultant), Arigu Kudu (Financial
Management Specialist), Akeem Bello (Procurement Specialist), Christopher Mays Johnson (Senior Social
Development Specialist), Elijah Abiodun Siakpere (Senior Social Development Specialist), Hadija Kamayo (Senior
Financial Sector Specialist), Lucky Erhaze (Environmental Specialist), Ufang John Ufang (Team Assistant), Olateju
Abimbola (Senior Investment Officer, IFC), Hanning Bi (Investment Officer, IFC), Sarah Afridi (Investment Officer,
IFC).


                                                                                                                1
   II. SUMMARY SNAPSHOT OF NEP AND IMPLEMENTATION STATUS

 KEY INDICATOR            SUMMARY DATA
                            • Approved June 2018
                            • Effective June 2019
 Project Age                • Closing December 31, 2024
                            • 99% of the way toward closing date
 Status of Financing          •   $274.22 million disbursed out of $350 million (85%)
                              •   1.15 million households provided with new or improved
                                  electricity service (target 1.06 million) (105%)
                              •   1.08 million households and MSMEs electrified with stand-
 Results                          alone solar solutions (verified and paid connections)
                              •   107,519 households and MSMEs electrified via 173 mini grids.
                              •   Installation of hybrid captive power solutions complete at all
                                  of 100 COVID-19 isolation and treatment centers (100%)

4. Transition of Projects from NEP to DARES. The mini grid Performance Based Grant (PBG)
   budget is fully committed and almost fully disbursed, with disbursement prioritized for projects
   ready for commissioning and for commissioned projects completing all targeted connections.
   There is a much larger pipeline of projects that are partially completed, for which there remain
   insufficient budget under the NEP for the grants due to these projects. The mission team
   discussed extensively with the REA and the World Bank fiduciary, environmental and social
   safeguards teams on modalities for these partly completed projects to receive the remaining
   grant due to them under DARES. It was agreed these partially completed projects will need to
   be compliant with the new Environmental and Social Framework in order to be eligible for
   grants under DARES.

5. Progress update on Energizing Education Programme II component: The mission noted
   the disbursements to date for this component is $110.73 million. Procurement of equipment across
   all sites has been completed, and all payment requests made for 70% of contract sum, for shipped
   equipment have been processed and paid, for Lots 1- 7. Factory Acceptance Test (FAT) of major
   equipment has been concluded for Lots 1- 7. Overall progress of construction works (power plant,
   streetlights, workshop and training center and rehabilitation of distribution network) is over 74%.
   Nonetheless, a key issue noted by the Project Owners Engineers (POE), is the outage management
   hurdle with the DISCOs which hinders rehabilitation works on the distribution lines evacuating
   power from the solar plant from proceeding at a faster pace. Further, a sustainability plan to ensure
   the continued operation of the plant through its life cycle was discussed during the mission.

6. Procurement. The mission team noted that the cleared procurement activities, being carried out
   by the PMU, are in line with the approved procurement methods on STEP and procurement
   guiding principles. In addition, the procurement performance systems regarding internal controls,
   record-keeping, and implementation of the project align with the PAD, PIM, and FA. Overall, the
   Procurement Risk Rating following the Implementation Support Mission (ISM) is assessed as
   Substantial as a result of the complex nature of the Goods and Services. However, the Procurement
   Performance Rating is rated Satisfactory. Further, given project closing date of December 31, 2024,



                                                                                                      2
   the REA was advised to (i) review NEP procurement workplan and provide a post project
   procurement report documenting activities completed, activities pending, and lessons learnt and
   (ii) ensure that all undocumented activities be documented and entered on the STEP platform.

7. Financial Management. From the discussion held, the FM risk rating (residual) during the
   mission is retained as Moderate while the FM performance rating is sustained as Moderately
   Satisfactory because of timely submission of interim financial report, quick resolution of critical
   FM agreed actions in the last FM supervision mission, and resolution of some of the issues
   identified in the FY23 external audit review from the management letter. However, noted, is the
   delay in submitting Q2 internal audit report. These ratings will be revised depending on the FM
   performance of the project in the next FM review/discussion, and implementation completion
   report (ICR). As part of NEP project closure procedure, the REA team was advised to: (i) prepare
   a payment/disbursement schedule and submit to the Bank before project closing date; (ii) ensure
   that all invoices from consultants and performance guarantee for closure Audit are delivered to the
   Bank by December 31, 2024; and (iii) ensure that all expenditure incurred are documented and
   reflected on client connection to avoid ineligible expenditures. It was noted that payments to
   contractors, consultants, and other project beneficiaries beyond the project closing date is possible
   for up to 4 months grace period for only invoices and obligations incurred and submitted to the
   Bank prior to project closing date of December 31, 2024. Details of FM discussions during the
   Implementation Support Mission (ISM) are captured in Annex D.

8. Environmental & Social Safeguards. The PMU has been constituted with the required E&S staff
   with experience in safeguards / ESF implementation. The Bank E&S team will continue to provide
   the needed support to expedite implementation of on-going project activities and aid seamless
   implementation of closure procedures. The overall safeguards rating is Satisfactory. Transiting to
   the DARES project, the required E&S instrument for implementation readiness have been prepared
   and disclosed in readiness for implementation. As part of NEP closure procedure, the REA team
   were advised to prepare a schedule of outstanding works and projected completion timeline to
   enable comprehensive review of E&S aspects of outstanding activities.

   III. DARES IMPLEMENTATION READINESS STATUS

   Solar Hybrid Mini Grids Component

9. The mission reached agreement with REA on the grant design and delivery mechanism for
   the solar hybrid mini grids component. The REA team leveraged the output of detailed
   analytical work including sensitivity analysis, cost benchmarks, and technical assessment to
   provide a grant framework that fine-tuned and improved upon the PBG and MST mechanisms for
   mini grids under the NEP. Key features of the DARES grant framework agreed with REA include
   (i) A differentiated PGB grant structure for mini-grid and mesh -grid sites categorized into three
   major groups based on a scoring methodology that considers the number of structures in a proposed
   mini-grid site, population density, income levels, solar resource potential, proximity to a hub, and
   mini-grid penetration. (ii) A one -stage MST process for interconnected mini-grids with two sub-
   steps – pre-qualification and RFP issuance. The private sector developers are expected to compete
   on the basis of subsidy calibrated in US$ per MW or kW under a fixed entry tariff amount per site
   in a portfolio of projects with pre-defined minimum technical and service standards.



                                                                                                      3
10. The mission team was informed of the progress made on sites preparatory works for the
    MST for interconnected mini grids. 10 out of 11 DISCOs in Nigeria have submitted over 600
    sites across 33 States for technical assessment, evidencing significant interest in the DARES
    program by DISCOs. REA has executed a memorandum of understanding with participating
    DISCOs and has commenced the 1st Phase of site assessment for over 300 sites. 40 sites of the
    assessed 300 plus sites were prioritized based on some criteria including demand for electricity,
    security and accessibility, distribution network health, cluster metering status, DISCOs interest
    level and track record in facilitating DER deployment.

11. The mission noted the need to roll-out the PBG window for interconnected mini-grids swiftly
    as highlighted by key stakeholders including NERC. Whilst further assessments and analytical
    work will be performed for the pre-identified 40 sites, REA and NERC highlighted the need to
    leverage output of the analytical works on the 40 sites to calibrate the grant structure for the PBG
    interconnected mini-grids window and enable its roll-out by 2025. This is because (i) some projects
    are already negotiated with the DISCOs by developers and will require incentives to reach financial
    close and commence construction on the ground (ii) DISCO collaboration with the private sector
    is very dynamic and flexibility should be allowed for private sector developers that successfully
    secure projects with the DISCOs to participate on the DARES program without road blocks (iii)
    Despite the gains of the MST process including its price discovery potential, the MST process
    turnaround time could be lengthy even in the absence of delays and may not align with the urgency
    required to drive the electrification agenda of the Federal Government of Nigeria.

12. The mission reiterated the need for regulatory waivers and fast-track processes for projects
    under the DARES program whilst highlighting key risk areas that should be resolved in
    advance with the DISCOs and other stakeholders. As larger projects are deployed under the
    DARES program, regulatory waivers including raising the cap for mini-grid permit to 10MW and
    agreeing on some potential issues with key stakeholders like the Federal Ministry of Environment
    in advance is crucial to enable seamless and swift project roll-out under DARES. Some key areas
    amongst others are (i) a clear regulatory guideline to determine and calculate the energy tariff
    charge to the project developer for energy wheeled by the DISCOs to the ring-fenced project cluster
    (ii) the Distribution Use of System (DUOS) fees payable by the project developer for energy
    wheeled through the DISCO network (iii) the legacy debt recovery framework in the project cluster
    post DER project commissioning (iv) Requirement of an ESIA for projects above 1MW, attendant
    turnaround time, and potential impact on project development timeline as a result of the wet and
    dry season assessment expectation.

13. The procurement process for the minimum subsidy tender (MST) for interconnected mini
    grid commenced with the issuance of an Initial Selection Document (ISD). The ISD issued on
    November 4, 2024 outlines eligibility criteria, technical and financial capability requirement
    expected from prospective bidders. The application submission deadline is December 16, 2024.
    Pre-qualified developers will be sorted into 2 tiers during initial selection step according to the
    ability to execute Embedded Generation projects and larger portfolio of interconnected mini grids.
    Embedded generation (EG) projects require additional financial and technical capabilities
    compared to interconnected mini grid projects due to larger expected generating capacities.
    Requirements have been designed to ensure selected bidders are well capitalized and can execute
    the project lots.



                                                                                                      4
14. Direct disbursement of grant due to a developer to a designated offshore account of project
    developers and/or its third party financiers, investors or agents: Whilst direct disbursement to
    offshore account is a practice acceptable to the World Bank and was implemented under the NEP,
    it was unclear in the DARES project implementation manual (PIM) if this practice will allow grant
    due to a developer to be assigned to a designated third party financiers, OEM, investor or parent
    entities. Put differently, it was unclear if grant due to a developer could be disbursed to an offshore
    account of a third-party entity designated by the developer to receive payments on its behalf. The
    mission clarified the above with REA and guidance was provided that such arrangements are
    acceptable to the government of Nigeria provided that relevant documentation were provided
    including board resolution and deed of assignment. Thereafter, it was agreed that the clarification
    provided will be detailed in the draft grant agreement currently undergoing the final stages of
    review.

15. The mission team continued engagement with the Lagos State Ministry of Energy and
    Mineral Resources on Solar roof top implementation in life saving critical public hospitals
    across Lagos State. The mission team met with the Commissioner of Energy and members of the
    Lagos State Electricity Board to discuss the implementation model options for solar roof top
    deployment; emphasizing the need to pursue a sustainable delivery option under an “Energy As a
    service” (EAAS) arrangement. The mission team assessed the DARES effectiveness preparedness
    of the LSEB team and agreed with the LSEB team on timelines for the following critical activities:
    (i) execution of the on-granting agreement with REA in two (2) weeks (ii) provision of an
    organogram and staffing plan for the project implementation unit (PIU) by December 15, 2024 (iii)
    confirm the suitability of the LASG e-procurement platform and possibility to integrate with
    Odyssey platform in two (2) weeks. (iv) procurement of technical and transaction advisors for the
    project sites tender process, PPA negotiations, project implementation supervision and hands-on
    technical support by December 2024. The progression of the on-going technical assessments at the
    hospital sites across Lagos State was also discussed.

     Stand Alone Solar Component

16. The mission team reached agreement with REA on the grant design and delivery mechanism
    for aspects of the Stand Alone Solar (SAS) component. The REA team utilized the output of
    detailed analytical work including technical and market assessment to provide a grant framework
    that fine-tuned and improved upon the OBF mechanisms under the NEP for standalone solar
    system. Key features of the DARES grant framework agreed with REA include (i) a differentiated
    OBF grant structure for solar home systems (SHS) with tiers of fixed incentives as a percentage of
    retail price discounted uniformly and matched with reduced affordability in remote and more
    vulnerable communities based on the SHS index (ii) a premium and incentive for PayGo sales as
    compared to cash sales (iii) a proposed restructuring of the component to include solutions for
    public sector institutions after first year of implementation.

17. Under the Stand-alone Solar component, the grant delivery mechanism for the Productive
    Use of Energy (PUE) is still under further review. While subsidy will be allocated by
    categorization based on appliance type, solar and system capacity, and price, with funds distributed
    through PUE suppliers, the REA team recommended further analytical work and reviews that will



                                                                                                         5
   help provide detailed clarity on deployment framework. This deployment framework will guide a
   phased and targeted approach with initial focus on demand clusters like markets, agro-processing
   centers, and cottage industries whilst seeking synergistic opportunities with other World Bank
   funded programs in the agro-processing and mobility sectors. These measures will assist to drive
   sustainable energy access and support Federal Government of Nigeria’s economic growth
   agenda and job creation. Further, the mission noted REA’s request to (i) consider interventions
   in public health institutions under the existing solar-roof top sub-national intervention in
   component 1 of the DARES program (ii) proceed with reverse auction for PUE equipment
   focusing on matured technologies like solar water pumps, irrigation, and cold storage (iii)
   mainstream Solar Business System (SBS) solutions under an energy-as -a-service (EAAS) or
   other long term financing options arrangement targeting agro-clusters and MSME’s (iv)
   explore emerging technologies like rural telephony and e-mobility (v) discontinue catalytic
   grant window and reallocate funds to program components given already existing working
   capital facilities in the ecosystem. REA and the mission agreed not to prioritize preparation of
   a demand side subsidy program for now, given that the national social registry may not be
   ready to be utilized, and instead rely on existing agencies like Nigerian Consumer Credit
   Cooperation to bridge the affordability gap.

   IV. SUMMARY OF PROGRESS TOWARDS DARES’ EFFECTIVENESS, KEY
       DISCUSSIONS, AND AGREEMENTS

18. Subsidiary Agreement and on-granting Agreement: The mission noted that the subsidiary
    agreement between the Federal Ministry of Finance and the Rural Electrification Agency of
    Nigeria for the US$750 million was executed on July 18, 2024. Out of the program fund of
    US$750 million, the REA has agreed to on-grant US$20 million to Lagos State Government
    for the implementation of the solar roof top component in addition to a technical assistance
    package. The on-granting agreement may possibly necessitate a future amendment to the
    earlier executed financing agreement.

19. Project Implementation Manual (PIM): The PIM was adopted on 1 November 2024
    technically ushering in the effectiveness of the DARES project. The World Bank internal
    administrative steps are on-going to operationalize the project effectiveness, following the
    countersignature of the letter for the loan reinstatement and declaration of effectiveness of the
    Financing Agreement, on 15 November 2024.

20. Evaluation and Compliance Requirement: The mission team discussed with REA the
    evaluation and compliance requirement for developers willing to participate on the DARES
    program which largely mirrors that of the NEP program but with stricter measures including
    (i) the requirement to provide a productive use strategy for each site application and
    commitment to connect productive loads (ii) the requirement to include PUE and capacity
    utilization threshold in the financial model accompanying business proposal and (iii) evidence
    of state government approval for proposed projects in recognition of increasing roles of state
    government under the Electricity Act 2023.




                                                                                                   6
21. The National Electrification Strategy and Implementation Plan (NESIP) and Role of
    States. The mission also discussed the role of States given the Electricity Act 2023. REA is
    proactively coordinating with multiple stakeholders including the Presidency, the National
    Economic Council (NEC) and the Nigeria Governors Forum (NGF) to discuss how this
    transition will be managed, and technical assistance requirements. Further engagement was
    expected to take place before the end of December 2024 to agree on templates that will be
    shared to states, specifying baseline data requirements to serve as inputs to the NESIP. More
    so, REA has commenced discussions with the Bank team on the Multi-Tier Framework
    Assessment for nationwide collation of data in collaboration with the National Bureau of
    Statistics (NBS). The outcome of this activity will serve as inputs to the NESIP and other
    geospatial platform. The NESIP is the strategic document that will provide a clear road map
    for achieving universal electrification of Nigeria. On a similar note, the procurement process
    for the consultant that will assist with the NESIP preparation is at award stage and final
    decision on the process will be made before the end of December 2024.

22. REA Business plan. A key issue of concern has been REA’s mandate and its institutional and
    staffing capacity to fit into its elevated role of the apex electrification agency driving the FGN’s
    universal access agenda. The mission team was informed of progress made in closing
    institutional capacity gap and preparing a new business plan to meet the performance-based
    condition (PBC) of the DARES program in record time. Competitive recruitment of a
    consultant to assist with business plan have been concluded and consultant is scheduled to
    commence work after aligning task outline with REA given evolving operational landscape.

23. Distributed Renewable Energy Enhancement Facility (DREEF): Programmed under
    Component 3. Technical Assistance, Sub-Component 3.2: DARES Ecosystem and
    Implementation of the DARES Project, DREEF - a partnership with InfraCredit - seeks to
    operationalize an innovative model that will unlock, expedite, and scale access to long-term
    local currency capital for DRE projects while propelling project developers up the RESCO
    maturity curve, in a streamlined manner. It presents a first of its kind combined approach
    towards targeting the technical, operational, and financial hurdles encountered along the
    preparation, development, and construction phases of DRE projects to increase the flow of
    local currency institutional investment and ultimately enhance DRE access in the country, at
    scale. In discussions with InfraCredit, it is noted that the DREEF business plan and governance
    structures have been finalized. Following effectiveness of the DARES project, and in
    consultation with the REA, operational efforts will be triggered on a phased basis, focusing on
    Sponsor Support and Development to strengthen the institutional, technical capacity and
    corporate governance of DRE developers/sponsors in Nigeria.




                                                                                                      7
24. Regulatory Cap of 1MW for mini grids: A detailed discussion was held with NERC and
    REA on the case to increase regulatory capacity cap for mini grids from 1MW to 10 MW.
    NERC team noted some concerns constraining their desire to grant the request as follows (i)
    the electricity law in Nigeria mandates a license to be issued for projects above 1MW and not
    a permit (ii) altering this requirement will require a parliamentary approval and amendment to
    the law. (iii) the compliance requirement - technical, environmental, and social safeguards for
    projects above 1 MW are more stringent to guarantee health and safety in communities where
    the projects are deployed. (iv) The financial implication of these compliance requirement may
    be burdensome for mini-grid developers and could translate to high tariff for end-users.
    However, given the strategic objectives of the government of Nigeria and the need to scale the
    deployment of grid connected DER’s to keep the lights on in the event of national grid
    dysfunction, the NERC team are in the process of granting regulatory waivers by increasing
    the capacity cap for mini grids to 10MW. Whilst this will be applicable to only grid connected
    DER projects deployed under the DARES program, this regulatory waiver will be subject to
    REA demonstrating that (i) the selected sites for grid connected DERs under the DARES
    program has load demand in excess of one (1) mega-watt (ii) there is sufficient funding under
    the DARES program to cater for the grant incentives to finance, build and operate these large
    projects via private sector led efforts (iii) the project’s technical requirements and service
    standards complies with the grid code.

   V.     NEXT STEPS

25. Action Plan. The agreed Action Plan for DARES and NEP is presented in Annex A. The
    Action Plan will be monitored through weekly and bi-weekly meetings with relevant
    stakeholders.




                                                                                                 8
                                         Annex A: Agreed DARES and NEP Action Plan

                                                             DARES ACTION PLAN
#                                               Action                                                Responsibility             Deadline
 General
 1    Counter-sign the memo reinstating the financing agreement and declaration of DARES            FMOF, REA               Earliest date
      effectiveness
 2    Conclude the grant agreements and data sharing agreement for all program components           REA                     November 15, 2024
 3    Clarify working relationship between REA and LASG                                             REA, LASG               November 30, 2024
 4    Execute on-granting agreement between REA and LASG                                            REA, LASG               December 15, 2024
 5    Conclude procurement process for consultants that will assist with the NESIP                  REA, World Bank         November 30, 2024
 6    Finalize on state government engagement templates in preparedness for DARES                   REA, World Bank         November 30, 2024
      effectiveness
 7    Firm-up arrangements with strategic communications team to support public and social          REA                     November 15, 2024
      media campaign for the DARES program components
 8    Facilitate meeting with Dalberg to align on task outline for the REA Business plan            World Bank              December 20, 2024
      given changing operational landscape
 9    Clarify direct disbursement clause and include in the DARES grant agreement                   REA                     November 15, 2024
 Solar Hybrid Mini-grid component
10    Commence site assessment activities for isolated mini grids for an MST process                REA                     November 30, 2024
      leveraging data from synergistic programs like Energizing Economies targeting demand
      and productive use clusters that aligns with government economic growth agenda.
11    Commence procurement document preparation for the RFP stage of the MST for                    REA, RMI, World Bank,   November 30, 2024
      interconnected mini grids                                                                     DISCOs
12    Conclude 1st Phase of technical assessment activities for the initial 40 sites selected for   REA, RMI                December 31, 2024
      the MST process
13    Commence analytical work and sensitivity analysis to optimize grant amount, project           REA, RMI, INENSUS       November 30, 2024
      cost and tariff for final subsidy determination under the PBG window for interconnected
      mini grids
14    Revert to the World Bank with PIU organizational structure, staffing plan and                 LSEB                    November 30, 2024
      qualifications of PIU staff
15    Commence procurement of technical/ transaction adviser for the solar roof top                 LSEB                    December 31, 2024
      implementation.
16    Confirm the suitability of the LASG e-procurement platform and assess possibility to          LSEB, World Bank        November 30, 2024
      integrate with Odyssey platform.


                                                                                                                                            9
17    Clarify E&S compliance requirements for sites selected under DARES MST program          REA E&S team, World   November 15, 2024
      and outline strategies to engage stakeholders and manage potential risk areas where     Bank, RMI
      requirements could impact project implementation timelines
 Stand Alone Solar (SAS) component
18    Review the reverse auction framework for PUE and align with government priority to      REA, OCA              November 30, 2024
      electrify productive use clusters and demand centers
19    Draft TOR to develop a reverse auction framework for PUE and align with government      REA, World Bank       December 6, 2024
      priority to electrify productive use clusters and demand centers
20    Award contract to a qualified consultant to develop a reverse auction framework for     World Bank            January 15, 2025
      PUE
21    Agree on scope for further analytical work on solar business systems and emerging PUE   REA, World Bank       December 6, 2024
      technologies to inform the design of subsequent windows under this component, and
      draft TOR
22    Award contract to a qualified consultant for an assessment of emerging PUE              World Bank            January 15, 2025
      technologies and solar business systems




                                                                                                                                   10
                                                                NEP ACTION PLAN
                                               Action                                                Responsibility             Deadline
     General
1    Provide a post project procurement report documenting activities completed, activities        REA                      November 30, 2024
     pending, and lessons learnt
2    Prepare a payment/disbursement schedule and submit to the Bank before project closing date    REA                      December 31, 2024
3    Ensure that all invoices from consultants and performance guarantee for closure Audit are     REA                      December 31, 2024
     delivered to the Bank
4    Ensure that all expenditures incurred are documented and reflected on client connection to    REA                      November 30. 2024
     confirm eligibility of expenditures
5    Prepare a schedule of outstanding works under EEP Phase II component and projected            REA                      November 23, 2024
     completion timeline to enable comprehensive review of E&S aspects of outstanding activities
6    Resolve deficiencies in Q3 IFR and timely submission of Q4 2024 IFR.                          REA Project Accountant   February 15, 2025
7    Periodically submit Withdrawal applications to document advance received.                     REA Project Accountant   April 30, 2025
8    Resolve remaining issues in 2023 audit review letter.                                         REA Project Accountant   June 30, 2025
9    Submit final audit of the project covering 14 months (January 2024 to April 30, 2025)         REA Project Accountant   June 30, 2025
     Energizing Education Project (EEP) Phase II
10   Complete all outstanding works (Lot 1 - University of Abuja)                                  REA, EPC contractor      November 30, 2024
11   Complete all outstanding works (Lot 2 - Micheal Okpara University of Agriculture Umudike)     REA, EPC contractor      November 30, 2024
12   Complete all outstanding works (Lot 3 - University of Calabar & Teaching Hospital)            REA, EPC contractor      November 30, 2024
13   Complete all outstanding works (Lot 4 - University of Maiduguri & Teaching Hospital)          REA, EPC contractor      November 30, 2024
14   Complete all outstanding works (Lot 5 - Federal University of Agriculture Abeokuta)           REA, EPC contractor      November 30, 2024
15   Complete all outstanding works (Lot 6 - Federal University Gashua)                            REA, EPC contractor      November 30, 2024
16   Complete all outstanding works (Lot 7 - Nigeria Defense Academy)                              REA, EPC contractor      November 30, 2024




                                                                                                                                            11
                                       ANNEX B
                          List of Officials and Counterparts Met
REA
          Name                                         Title
Abba Aliyu                  Managing Director/CEO
Umar Abdullahi              Executive Director Technical Services
Selbyen Gambo               Senior Advisor, Office of the MD/CEO
Ebun Mesaiyete              Senior Advisor, Office of the MD/CEO
Muzzamil Waziri             Technical Advisor, Office of the MD/CEO
Edith Ibeh                  Head Protocol

 NEP PMU
            Name                                         Title
Olufemi Akinyelure          Head, Project Management Unit
Hadiza Katagum              Project Manager, PBG/Acting Component Lead, Mini Grid
Lande Abudu                 Component Lead, SHS
Engr. Joro Sallau           Component Lead, EEP
Clinton Amaji               M & E Specialist
Tunde Seriki                Procurement Specialist
Blessing Agbabokha          Project Accountant
Engr. Jaafar Dikko          Senior Technical Design Expert
Engr. Timothy Shekarau      Senior Technical Advisor
Susan Igata                 Social Specialist
Michael Okoh                Environmental Specialist
Chinonso Njoku              Liaison Officer EEP
Tosin Ipaye                 Project Officer EEP
Chidera Achinanya           Data Management Officer EEP
Bello Salman                Senior Technical Project Manager
Tobi Ogunlesi               Project Manager OBF SHS
Nabila Maida                Data Analyst SHS
Olakunle Owoeye             Technical Specialist
Stanley Onwunumah           Project Manager, COVID 19 & beyond
Paul Iyogun                 Project Manager MST
Michael Peter               Private Sector Liaison, Mini Grids
Ali Lawan                   Internal Auditor
Muheez Dawodu               Desk Officer at NERC
Odegua Ofoegbu              Due Diligence Officer at NERC
Atinuke Odofin              Partner ALP
Adejoke Odumosu             Project Intergovernmental Relations Lead
Abdulganeey Opeloyeru       Project Procurement Officer
Nkeiruka Ekenwa-Charles     Project Finance Officer
Okekene Chimaobi            Asst. Project Accountant
Makinde Vivian Ejiro        Finance Support
Ikenna Obi-Emeruwa          Procurement Data Filing Officer


                                                                                    12
           Name                                           Title
Khadija Imam                Procurement Support
Umar Jega                   Procurement Support
Suleiman Gimba              Financial Support Officer
Gbolahan Temilorun          Ministry of Environment Portal Management Officer
Elisha Awojuola             Ministry of Environment Portal Management Officer
Abdullahi Sulaiman          DISCO & Stakeholder Engagement Consultant

NERC
           Name                                          Title
Abba Ibrahim Terab          Deputy General Manager, Markets Rates and Competition
Abdulsalam Yusuf            Deputy General Manager, Planning, Research and Strategy
Friday Sule                 Assistant General Manager, Markets Rates and Competition
Olisa Chukwuma              Senior Manager, Markets Rates and Competition
Sharfudden Mahmood          General Manager, Market Competition and Rates
Chigozie Azikiwe            Assistant General Manager, Market Analysis and Competition
Chinedu Onyegbule           Market Analysis and Competition
Ibrahim Tajudeen            Principal Manager, Tariffs and Rates
Muhammad Yadudu             Principal Manager, Market Competition and Rates

Ministry of Energy and Mineral Resources, Lagos State
           Name                                        Title
Mr. Biodun Ogunleye        Honorable Commissioner of Energy
Engr (Mrs.) Abiola Kosegbe Permanent Secretary
Engr. Salako               Senior Special Adviser on Energy
Ajibola M.A                Assistant Director, Power
Amodu Titilola M.          Assistant Chief Geologist

Lagos State Electricity Board
           Name                                           Title
Engr. K.A.T. Balogun            General Manager
Adesokan Esther O.              Assistant Director, Procurement
Adetokunbo Ladeja               Assistant Director, Legal
Engr. Babalola A.M.             Deputy Director, Renewable
Olukoya Mariam                  Team member, Power Department
Adekemi Adeniji Adams           Assistant Director, Power Department
Hafeez Momoh                    Head of Department, Power
Engr. Orunsolu G. A.            Power Department
Oseni Wahab S.A.                Power Department

 German Development Agency (GIZ)
Name                                    Title
Heine Eckhard                           Head of Component, Sustainable Energy Access
Sharon Kaburuk                          Head of Component, Capacity Development
Alexander Akolo                         Technical Advisor, Sustainable Energy Access

                                                                                         13
Jennifer Oluchi Francis                Technical Advisor, Sustainable Energy Access
Ifeoma Obiasogu                        Technical Advisor, Electrification Planning and Data
                                       Management
Victor Chimere                         Technical Advisor, Sustainable Energy Access


The World Bank Group Task Team
Name                                   Title
Arsh Sharma                            Senior Energy Specialist, TTL
Ashish Shrestha                        Energy Specialist, Co-TTL
Collins Chukwuma Obi                   Energy Specialist, Co- TTL
Arigu Kudu                             Financial Management Specialist
Akeem Bello                            Procurement Specialist
Christopher Mays Johnson               Senior Social Development Specialist
Elijah Abiodun Siakpere                Senior Social Development Specialist
Lucky Erhaze                           Environmental Specialist
Hadija Kamayo                          Senior Financial Sector Specialist
Ifunanya Nwandu                        Consultant
Olateju Abimbola                       Senior Investment Officer, IFC
Hanning Bi                             Investment Officer, IFC
Sarah Afridi                           Investment Officer, IFC
Ufang Ufang John                       Team Assistant


In addition, the Task Team attended workshop sessions and pre-application meeting with
representatives of the following organizations and entities:

    -   Representatives of RMI
    -   Representatives of Infracredit
    -   Representatives of Odyessy Energy Solutions




                                                                                              14
                                                ANNEX C

         Distributed Access through Renewable Energy Scale-up (DARES) Project
                              Virtual Roundtable/Workshop
                                   November 6- 7, 2024
I.     Participants
The Roundtables/Workshops were attended by private sector developers, OEMs, EPC contractors,
investors, financiers and other stakeholders from the public and private sector. Over 1,100
registrations were recorded, but not all interested parties were able to join due to the maximum
capacity caps of the online meeting platforms. The number of unique participants for each session
are presented in the table below:

 S/N   Session                                                                Number of participants
 1     Stand Alone Solar (SAS) Component – Solar Home Systems                 740
 2     Isolated Mini Grids                                                    500
 3     Interconnected Mini Grids and Pre-application meeting/workshop         500

The pre-application meeting for the MST for interconnected mini grid is a requirement of a
competitive procurement process that commenced on November 4, 2024, and answers to all
questions raised during the sessions will be collated, published on the Odyssey procurement
platform and disseminated to attendees of the pre-application meeting. Furthermore, the recordings
of all sessions and presentations utilized therein will be circulated to all attendees.

II.    Agenda
                                  Day 1 – Wednesday, November 6, 2024

               Session 1 - Stand Alone Solar (SAS) Component – Solar Home Systems
       Time            Activity                                Speaker

10:00-10:05   5 Mins   Welcome address/Opening remarks         Abba Aliyu, MD/CEO REA

10:05-10:15   10 Mins Presentation of DARES Overview           Femi Akinyelure, Head of NEP Project
                                                               Management Unit, REA

10:15-10:35   20 Mins Presentation on the DARES SAS            Lande Abudu, Stand Alone Solar System
                       Component (SHS)                         Component Coordinator, NEP REA

10:35-10:55   20 Mins DEMO of SAS Geospatial mapping and       Nabin Raj Gaihre, Co-founder of VIDA
                       grant rate

10:55-11:15   20 Mins DEMO of Project Management Platform      Susan Smith, Vice President, Concessional
                                                               Finance Solutions, Odyssey Solutions

11:15-12:00   45 Mins Q&A Session                              Tobi Ogunlesi, Project Manager SHS, NEP
                                                               REA (Anchor)

                                      Session 2 – Isolated Mini Grids



                                                                                                         15
1:00 – 1:25    25 Mins Presentation on the NEP Legacy projects Hadiza Katagum, Mini Grid Component
                        and DARES Isolated Mini Grid               Coordinator, NEP REA
                        Component

1:25 – 1:45    20 Mins DEMO of Mini grid Geospatial mapping        Nabin Raj Gaihre, Co-founder of VIDA
                        and site analysis (Including Mesh Grids)

1:45 – 2:05    20 Mins DEMO of Project Management Platform         Susan Smith, Vice President, Concessional
                                                                   Finance Solutions, Odyssey Solutions

2:05-2:55      50 Mins Q&A Session                                 Stanley Onwunumah, Project Manager
                                                                   Mini Grid, NEP REA (Anchor)

2:55-3:00      5 Mins   Closing Remarks                            Femi Akinyelure, Head of NEP Project
                                                                   Management Unit, REA



                                   Day 2 – Thursday, November 7, 2024

                          Interconnected Mini Grids Pre-Application Workshop
        Time            Activity                                   Speaker

1:00 – 1:10    10 Mins Welcome address/Presentation of             Abba Aliyu, MD/CEO REA
                        DARES Overview                             Femi Akinyelure, Head of NEP Project
                                                                   Management Unit, REA

1:10 – 1:30    20 Mins Presentation on the DARES                   Paul Iyogun, Project Manager Mini Grid,
                        Interconnected/MST-IMG Pre-Bid             NEP REA
                        Application                                Rep from RMI

1:30 – 1:50    20 Mins DEMO of Project Management Platform         Susan Smith, Vice President, Concessional
                                                                   Finance Solutions, Odyssey Solutions

1:50-2:55      55 Mins Q&A Session                                 Susan Igata, Senior Social Specialist, NEP
                                                                   REA (Anchor)

2:55-3:00      5 Mins   Closing Remarks                            Femi Akinyelure, Head of NEP Project
                                                                   Management Unit, REA




                                                                                                                16
                                             ANNEX D

   Detailed Financial Management (FM) discussion during the Implementation Support
                                   Mission (ISM)
•FM staffing. FM staffing under this project consist of 1 Project Accountant, 1 Assistant Project
Accountant, 1 Finance officer, 1 Internal Auditor and support staff. The FM staff are academically
and professionally qualified and are performing satisfactorily. Staff turnover on the project is low.
FM staff working on this project perform their function effectively, but the accountant needs to
prepare more IFRs. The mission noted that the internal auditor will be retiring from government
service in November 2024. Arrangement needs to be put in place to replace him to ensure internal
audit function on the project does not suffer. There exists adequate coordination between the FM
team and the project team members.
•Financial Reporting and Budgeting. The discussion held confirmed that the project uses
flexible accounting software to prepare its interim financial reports (IFRs). The quarter 3 IFR
delivered to Bank was accepted, but deficiencies were noted in the uses of fund by project activity,
hence the variances in the report cannot be relied upon, including deficiency in the sources and
uses of fund. The accountant who provides FM support to the project could not exercise due
diligence in ensuring that budgeted figures are inputted in uses of funds by project activities and
accuracy of financial data before uploading the IFR in client connection, resulting in poor quality
IFR. The accountant was advised to ensure that IFRs prepared are reviewed by the federal project
financial management department (FPFDM) for quality review before submitting to the Bank. The
Bank discussed the identified challenges with the accountant to ensure that high quality and
acceptable IFR is delivered in quarter 4, by February 15, 2024. The Bank will monitor to ensure
this is done. The mission noted that implementation of activities has continuously been based on
the 2023 updated and approved work plan and Bank’s No Objections obtained for activities not
included in the workplan.
•Accounting and Records Keeping. The mission confirmed that flexible accounting is being used
to post financial transaction, and maintenance of financial record meets the need, size and
complexity of the project. The meeting noted that project expenditures are coded using charts of
accounts, and financial data are backed up in web cloud with IT supports. In addition to the back-
up supports, records are well-kept manually to safeguard against loss of data in the accounting
software. The mission encouraged the FM staff to ensure that accounting records such as the
accounting software, cash books, bank statements including reconciliation, and fixed assets
register are regularly updated as part of their routine function.
•Internal Control and Internal Audit. The discussion noted that internal control on the project
need to continuously be strengthened. The accountant confirmed that there is adequate segregation
of duties, approval and authorization, and that the internal control process complies with the
project’s legal requirements. Also, the accountant confirmed that the FM manual prepared by the
government and the Bank is in place and is being complied with by the project in the daily financial
operation. The mission established that oversight internal audit function on the project is
inadequate. At the time of this discussion, the mission noted that the Q2 project’s internal audit
                                                                                                  17
report was finalized only on August 19, 2024. The internal auditor who provides oversight internal
audit function on the project does not pay attention to meeting deadlines, resulting in the delay in
preparing internal audit report, thereby not adding value to the project. The need for Q3 internal
audit report that will be due by November 14, 2024, to be prepared and a copy of it shared with
the Bank by the deadline via email was emphasized. The FM team of the Bank will monitor this
to ensure there is compliance by the internal auditor.
•Funds Flow: Funds flow from the Bank to Project is adequate. As of November 8, 2024, with
less than two months (December 31, 2024) to project closure, overall amount disbursed to the
project was US$272,096,635.88 (84.6%) of total credit of $321,443,776.00. The project is
encouraged to fast track the implementation of activities to ensure 100% disbursement of allocated
fund. The mission noted that issues identified in the last FM mission report, such as the wrong
credit of $2,371.544.62 to the project account by the CBN, since December 2023, was reversed on
September 2, 2024, bringing this matter to a close; this was confirmed through the project’s Bank
statement shared via an email with the Bank on September 19, 2024, and the balance of
N204,320,301.42 in the drawdown account meant for payments to contractors of some Nigerian
Universities for energizing evaluation program (EEP) including payment of outstanding taxes has
been utilized for intended purpose. Furthermore, the need for the project to periodically submit
withdrawal applications to document advances from the Bank by application deadline of April 30,
2025, was emphasized.
•External Audit. At the time of this discussion, the accountant confirmed that one of the issues
noted in the 2023 audit review letter, that is, the differences that exists between the closing balances
of 2022 audit and the opening balances in the 2023 general ledger remained unresolved. The
mission noted that the accountant did not pay attention to ensuring that this matter was resolved.
The need to ensure this is resolved by December 31, 2024, and handled in 2024 audit with external
auditors was stressed by the Bank. Considering that the project will close on December 31, 2024,
it was clarified that the project could deliver to the IDA final audit for period covering of January
2024 to April 30, 2025 (end of grace period) by June 30, 2025. It was further clarified that since
NEP is a federal project, to avoid the challenge of opening escrow account in CBN, it is appropriate
for the project to obtain a Bank guarantee from the auditors by the closing date for the final audit
to conducted as required. The FM team will monitor this process and follow up with the project to
ensure timely submission of the remaining audit report.




                                                                                                     18