Short-term Consultancy- To conduct the third Independent Review of the Implementation of the Biodiversity Offset Agreement by Black Mountain Mining

Request for Proposals (RfP)

Title: Short-term Consultancy- To conduct the third Independent Review of the Implementation of the Biodiversity Offset Agreement by Black Mountain Mining Pty (Ltd)

South Africa , Project, Programme or other requisitioning unit

RfP Reference: IUCN-2026-01-01

Welcome to this Procurement by IUCN. You are hereby invited to submit a Proposal. Please read the information and instructions carefully because non-compliance with the instructions may result in disqualification of your Proposal from this Procurement.

1. REQUIREMENTS

1.1. A detailed description of the services and/or goods to be provided can be found in Attachment 1.

2. CONTACT DETAILS

2.1. During the course of this procurement, i.e. from the publication of this RfP to the award of a contract, you may not discuss this procurement with any IUCN employee or representative other than the following contact. You must address all correspondence and questions to the contact, including your Proposal.

IUCN Contact tenders.sa@iucn.org

3.PROCUREMENT TIMETABLE

3.1. This timetable is indicative and may be changed by IUCN at any time. If IUCN decides that changes to any of the deadlines are necessary, we will publish this on our website and contact you directly if you have indicated your interest in this procurement (see Section 3.2).

DATE-ACTIVITY

23 January 2026-Publication of the Request for Proposals

29 January 2026-Deadline for expressions of interest

5 February 2026-Deadline for submission of questions

9 February 2026-Planned publication of responses to questions

26 February 2026-Deadline for submission of Proposals to IUCN (“Submission Deadline”)

6 March 2026-Clarification of Proposals

20 March 2026-Planned date for Contract Award

20 March 2026-Expected contract start date

Please email the IUCN contact to express your interest in submitting a Proposal by the deadline stated above. This will help IUCN to keep you updated regarding the procurement.

4. COMPLETING AND SUBMITTING A PROPOSAL

4.1. Your Proposal must consist of the following four separate documents:

Signed Declaration of Undertaking (see Attachment 2)
Pre-Qualification Information (see Section 4.3 below)
Technical Proposal (see Section 4.4 below)
Financial Proposal (see Section 4.5 below)

Proposals must be prepared in English.

4.2. Your Proposal must be submitted by email to the IUCN Contact (see Section 2). The subject heading of the email shall be [RfP Reference – BMM South Africa]. The bidder name is the name of the company/organisation on whose behalf you are submitting the Proposal, or your own surname if you are bidding as a self-employed consultant. Your Proposal must be submitted in PDF format. You may submit multiple emails suitably annotated, e.g. Email 1 of 3, if attached files are too large to suit a single email transmission. You may not submit your Proposal by uploading it to a file-sharing tool.

IMPORTANT: Submitted documents must be password-protected so that they cannot be opened and read before the submission deadline. Please use the same password for all submitted documents. After the deadline has passed and within 12 hours, please send the password to the IUCN Contact. This will ensure a secure bid submission and opening process. Please DO NOT email the password before the deadline for Proposal submission.

4.3. Pre-Qualification Criteria

IUCN will use the following Pre-Qualification Criteria to determine whether you have the capacity to provide the required goods and/or services to IUCN. Please provide the necessary information in a single, separate document.

Pre-Qualification Criteria

1. 3 relevant references of clients similar to IUCN / similar work

2. Confirm that you have all the necessary legal registrations to perform the work

3. State your annual turnover for each of the past 3 years

4. How many employees does your organisation have who are qualified for this work?

5. Confirm that your organisation has formal policies and/or procedures for the following environmental management, legal compliance, quality assurance, stakeholder engagement, and transformation. Where formal policies do not exist, bidders must provide a written statement outlining internal procedures and controls addressing the relevant requirements

4.4. Technical Proposal

The Technical Proposal must address each of the criteria stated below explicitly and separately, quoting the relevant criteria reference number (left-hand column).

Proposals in any other format will significantly increase the time it takes to evaluate, and such Proposals may therefore be rejected at IUCN’s discretion.

Where CVs are requested, these must be of the individuals who will actually carry out the work specified. The individuals you put forward may only be substituted with IUCN’s approval.

IUCN will evaluate Technical Proposals with regards to each of the following criteria and their relative importance:

Criterion -Description-Information to provide-Relative weight

1.Proposed methodology to conduct review-45
Description:

Soundness, clarity and feasibility of the proposed methodology to undertake the BO review
Information to provide:

1.1 Detailed approach to document review, analysis, rating methodology, and clarification of findings-15
1.2 Approach to drafting the review report, including structure, content, format, and internal/external review process-10
1.3 Proposed approach to stakeholder engagement and interaction with relevant parties during the review- 10
1.4 Methodology and scope for conducting the site visit(s), including verification methods -10

2. General Expertise and Skills (Biodiversity Offsets & Mining Context)-30
Description:

Technical expertise and experience relevant to biodiversity offsets and mining-related biodiversity impacts
Information to provide:

2.1 Years and type of experience in the design and implementation of Biodiversity Offsets (BO) and relevant policies, guidelines, and international best practice-10
*2.2 Years and type of experience working at the interface of **mining and biodiversity conservation-*10
*2.3 Years and type of experience with **No Net Loss (NNL) target development and implementation-*5
*2.4 Relevant past experience in **reviewing biodiversity offset agreements and offset implementation performance-*5

3. General Expertise and skills with environmental compliance and implementation-10
Description:

Legal, compliance and audit-related expertise relevant to BO implementation and enforcement
Information to provide:

3.1 Years and type of experience and expertise in environmental law-3
3.2 Years and type of experience and expertise in contract law, particularly related to environmental or offset agreements-3
3.3 Years and type of experience and expertise in conducting environmental and compliance audits-4

4. National/Local content-10
Description:

Contribution to national and local economic participation and transformation objectives
Information to provide:

4.1 Is the company registered in South Africa? Or the consultant in South Africa?-2.5

4.2 Is it a company or a consultant based in the Northern Cape?-2.5

4.3 Ownership & control profile of the company (Black-Owned, Community, women, South African, BEE Status)-5

5. Knowledge of the South African context, policy and legal framework for BOA and protected areas-5
Description:

Understanding of South Africa’s regulatory, institutional and policy environment for biodiversity offsets and protected areas
Information to provide:

5.1 Type and duration of professional experience working in South Africa- 2.5
5.2 Years and type of experience and demonstrated expertise with South African policies, legislation, and legal frameworks relevant to Biodiversity Offset Agreements (BOA) and protected areas-2.5

TOTAL-100%

4.5. Financial Proposal

4.5.1. The Financial Proposal must be a fixed and firm price for the provision of the goods/services stated in the RfP in their entirety.

4.5.2. Prices include all costs

Submitted rates and prices are deemed to include all costs, insurances, taxes (except VAT, see below), fees, expenses, liabilities, obligations, risk and other things necessary for the performance of the Terms of Reference or Specification of Requirements. IUCN will not accept charges beyond those clearly stated in the Financial Proposal. This includes applicable withholding taxes and similar. It is your responsibility to determine whether such taxes apply to your organisation and to include them in your Financial Proposal.

4.5.3. Applicable Goods and Services Taxes

Proposal rates and prices shall be exclusive of Value Added Tax.

4.5.4. Currency of proposed rates and prices

All rates and prices submitted by Proposers shall be in ZAR

4.5.5. Breakdown of rates and prices

Description-Information to provide- Relative weight

Total- 100

4.6. Additional information not requested by IUCN should not be included in your Proposal and will not be considered in the evaluation.

4.7. Your Proposal must remain valid and capable of acceptance by IUCN for a period of 90 calendar days following the submission deadline.

4.8. Withdrawals and Changes

You may freely withdraw or change your Proposal at any time prior to the submission deadline by written notice to the IUCN Contact. However, in order to reduce the risk of fraud, no changes or withdrawals will be accepted after the submission deadline.

5. EVALUATION of PROPOSALS

5.1. Completeness

IUCN will firstly check your Proposal for completeness. Incomplete Proposals will not be considered further.

5.2. Pre-Qualification Criteria

Only Proposals that meet all of the pre-qualification criteria will be evaluated.

5.3. Technical Evaluation

5.3.1. Scoring Method

Your Proposal will be assigned a score from 0 to 10 for each of the technical evaluation criteria, such that ‘0’ is low and ‘10’ is high.

5.3.2. Minimum Quality Thresholds

Proposals that receive a score of ‘0’ for any of the criteria will not be considered further.

5.3.3. Technical Score

Your score for each technical evaluation criterion will be multiplied with the respective relative weight (see Section 4.4) and these weighted scores added together to give your Proposal’s overall technical score.

5.4. Financial Evaluation and Financial Scores

The financial evaluation will be based upon the full total price you submit. Your Financial Proposal will receive a score calculated by dividing the lowest Financial Proposal that has passed the minimum quality thresholds (see Section 5.3.2) by the total price of your Financial Proposal.

Thus, for example, if your Financial Proposal is for a total of CHF 100 and the lowest Financial Proposal is CHF 80, you will receive a financial score of 80/100 = 80%

5.5. Total Score

Your Proposal’s total score will be calculated as the weighted sum of your technical score and your financial score.

The relative weights will be:

Technical: 70%

Financial: 30%

Thus, for example, if your technical score is 83% and your financial score is 77%, you will receive a total score of 83 * 70% + 77 * 30% = 58.1% + 23.1% = 81.2%.

Subject to the requirements in Sections 4 and 7, IUCN will award the contract to the bidder whose Proposal achieves the highest total score.

6. Explanation of procurement procedure

6.1. IUCN is using the Open Procedure for this procurement. This means that the contracting opportunity is published on IUCN’s website and open to all interested parties to take part, subject to the conditions in Section 7 below.

6.2. You are welcome to ask questions or seek clarification regarding this procurement. Please email the IUCN Contact (see Section 2), taking note of the deadline for submission of questions in Section 3.1.

6.3. All Proposals must be received by the submission deadline in Section 3.1 above. Late Proposals will not be considered. All Proposals received by the submission deadline will be evaluated by a team of evaluators in accordance with the evaluation criteria stated in this RfP. No other criteria will be used to evaluate Proposals. The contract will be awarded to the bidder whose Proposal received the highest Total Score. IUCN does, however, reserve the right to cancel the procurement and not award a contract at all.

6.4. IUCN will contact the bidder with the highest-scoring Proposal to finalise the contract. We will contact unsuccessful bidders after the contract has been awarded and provide detailed feedback. The timetable in Section 3.1 gives an estimate of when we expect to have completed the contract award, but this date may change depending on how long the evaluation of Proposals takes.

7. Conditions for participation in this procurement

7.1. To participate in this procurement, you are required to submit a Proposal, which fully complies with the instructions in this RfP and the Attachments.

7.1.1. It is your responsibility to ensure that you have submitted a complete and fully compliant Proposal.

7.1.2. Any incomplete or incorrectly completed Proposal submission may be deemed non-compliant, and as a result you may be unable to proceed further in the procurement process.

7.1.3. IUCN will query any obvious clerical errors in your Proposal and may, at IUCN’s sole discretion, allow you to correct these, but only if doing so could not be perceived as giving you an unfair advantage.

7.2. In order to participate in this procurement, you must meet the following conditions:

Free of conflicts of interest
Registered on the relevant professional or trade register of the country in which you are established (or resident, if self-employed)
In full compliance with your obligations relating to payment of social security contributions and of all applicable taxes
Not been convicted of failing to comply with environmental regulatory requirements or other legal requirements relating to sustainability and environmental protection
Not bankrupt or being wound up
Never been guilty of an offence concerning your professional conduct
Not involved in fraud, corruption, a criminal organisation, money laundering, terrorism, or any other illegal activity.

7.3. You must complete and sign the Declaration of Undertaking (see Attachment 2).

7.4. If you are participating in this procurement as a member of a joint venture, or are using sub-contractors, submit a separate Declaration of Undertaking for each member of the joint venture and sub-contractor, and be clear in your Proposal which parts of the goods/services are provided by each partner or sub-contractor.

7.5. Each bidder shall submit only one Proposal, either individually or as a partner in a joint venture. In case of joint venture, one company shall not be allowed to participate in two different joint ventures in the same procurement nor shall a company be allowed to submit a Proposal both on its behalf and as part of a joint venture for the same procurement. A bidder who submits or participates in more than one Proposal (other than as a subcontractor or in cases of alternatives that have been permitted or requested) shall cause all the Proposals with the bidder’s participation to be disqualified.

7.6. By taking part in this procurement, you accept the conditions set out in this RfP, including the following:

It is unacceptable to give or offer any gift or consideration to an employee or other representative of IUCN as a reward or inducement in relation to the awarding of a contract. Such action will give IUCN the right to exclude you from this and any future procurements, and to terminate any contract that may have been signed with you.
Any attempt to obtain information from an employee or other representative of IUCN concerning another bidder will result in disqualification.
Any price fixing or collusion with other bidders in relation to this procurement shall give IUCN the right to exclude you and any other involved bidder(s) from this and any future procurements and may constitute a criminal offence.

8. Confidentiality and data protection

8.1. IUCN follows the European Union’s General Data Protection Regulation (GDPR). The information you submit to IUCN as part of this procurement will be treated as confidential and shared only as required to evaluate your Proposal in line with the procedure explained in this RfP, and for the maintenance of a clear audit trail. For audit purposes, IUCN is required to retain your Proposal in its entirety for 10 years after then end of the resulting contract and make this available to internal and external auditors and donors as and when requested.

8.2. In the Declaration of Undertaking (Attachment 2) you need to give IUCN express permission to use the information you submit in this way, including personal data that forms part of your Proposal. Where you include personal data of your employees (e.g. CVs) in your Proposal, you need to have written permission from those individuals to share this information with IUCN, and for IUCN to use this information as indicated in 8.1. Without these permissions, IUCN will not be able to consider your Proposal.

9. Complaints procedure

If you have a complaint or concern regarding the propriety of how a competitive process is or has been executed, then please contact procurement@iucn.org. Such complaints or concerns will be treated as confidential and are not considered in breach of the above restrictions on communication (Section 2.1).

10. Contract

The contract will be based on IUCN’s template in Attachment 3, the terms of which are not negotiable. They may, however, be amended by IUCN to reflect particular requirements from the donor funding this particular procurement.

11. About IUCN

IUCN is a membership Union uniquely composed of both government and civil society organisations. It provides public, private and non-governmental organisations with the knowledge and tools that enable human progress, economic development and nature conservation to take place together.

Headquartered in Switzerland, IUCN Secretariat comprises around 1,000 staff with offices in more than 50 countries.

Created in 1948, IUCN is now the world’s largest and most diverse environmental network, harnessing the knowledge, resources and reach of more than 1,300 Member organisations and some 10,000 experts. It is a leading provider of conservation data, assessments and analysis. Its broad membership enables IUCN to fill the role of incubator and trusted repository of best practices, tools and international standards.

IUCN provides a neutral space in which diverse stakeholders including governments, NGOs, scientists, businesses, local communities, indigenous peoples organisations and others can work together to forge and implement solutions to environmental challenges and achieve sustainable development.

Working with many partners and supporters, IUCN implements a large and diverse portfolio of conservation projects worldwide. Combining the latest science with the traditional knowledge of local communities, these projects work to reverse habitat loss, restore ecosystems and improve people’s well-being.

www.iucn.org

https://twitter.com/IUCN/

12. ATTACHMENTS

Attachment 1 Specification of Requirements / Terms of Reference

Attachment 2 Declaration of Undertaking (select 2a for companies or 2b for self-employed as applicable to you)

Attachment 3 Contract Template

Terms of reference :

To conduct the third Independent Review of the Implementation of the Biodiversity Offset Agreement by Black Mountain Mining Pty (Ltd)

Objective of the Consultancy

The purpose of this request for proposal (RFP) is to appoint an independent auditor to conduct the third independent review of the implementation of the biodiversity offset contemplated in the biodiversity offset (Offset) agreement (BOA) entered into between Black Mountain Mining Pty (Ltd) (BMM) and the erstwhile Northern Cape Department of Environment and Nature Conservation, now known as the Department of Agriculture, Environmental Affairs, Rural Development and Land Reform (DAERL) on 16 October 2014.

Background

Project Reference: P03719

About the IUCN

The International Union for Conservation of Nature (IUCN) is a membership union uniquely composed of both government and civil society organisations. It provides public, private and non-governmental organisations (NGOs) with the knowledge and tools that enable human progress, economic development and nature conservation to take place together.

Created in 1948, the IUCN is now the world’s largest and most diverse environmental network, harnessing the knowledge, resources and reach of more than 1,400 member organisations and around 15,000 experts. It is a leading provider of conservation data, assessments and analysis. Its broad membership enables the IUCN to fill the role of incubator and trusted repository of best practices, tools and international standards.

The IUCN provides a neutral space in which diverse stakeholders including governments, NGOs, scientists, businesses, local communities, indigenous peoples’ organisations and others can work together to forge and implement solutions to environmental challenges and achieve sustainable development.

Working with many partners and supporters, the IUCN implements a large and diverse portfolio of conservation projects worldwide. Combining the latest science with the traditional knowledge of local communities, these projects work to reverse habitat loss, restore ecosystems and improve people’s well-being.

www.iucn.org

https://twitter.com/IUCN/

About the Project

BMM received an environmental authorization for its Gamsberg Mining Project (Gamsberg) in terms of section 24 of the National Environmental Management Act, 107 of 1998, as amended, from the then Northern Cape Department of Environment and Nature Conservation, now known as DAERL, on 13 August 2013, with reference numbers: NC/BA/NAM/KHA/AGG/2012 and NCP/EIA/0000155/2012 (Gamsberg EA). The Gamsberg EA was subsequently amended on 1 December 2014 and 2 December 2014.

Conditions 50 to 60 of the Gamsberg EA sets out the special biodiversity offset conditions, which required BMM to, among other things, secure in perpetuity, through one or more of the mechanisms provided for in section 20 or 23 of the National Environmental Management: Protected Areas Act, 57 of 2003, as amended (NEMPAA), areas and/or portions of properties which individually or collectively comprise at the least the following areas of sustainably intact habitat that house the following vegetation types:

3 700ha of land comprising Aggeneys Gravel Vygieveld, including those component habitats supporting quartz gravel communities and those that are range restricted or which support localised and endemic plant species;
2 200ha of Bushmanland Inselberg Shrubland, including those habitat units supporting large succulent plants on the south facing aspects;
4 000ha of Bushmanland Arid Grassland, including those component habitats supporting calcrete gravel communities; and
2 000ha of Azonal vegetation types compromising Bushmanland ephemeral river courses and outwash plains.

Condition 57 of the Gamsberg EA also required BMM to enter into a legal agreement with the DAERL in order to regulate the manner in which the Offset obligations are discharged and managed. The BOA was accordingly entered into between DAERL and BMM on 16 October 2014.

It is a requirement under the Gamsberg EA, and under clause 14.7 of the BOA, for an independent review (IR) of the implementation of the BOA to be undertaken by an independent auditor or team of independent auditors every five years, with the first review to be undertaken upon the expiry of the five year period - calculated from the date of signature of the BOA, being 16 October 2014.

The first IR was conducted over the period of September to November 2019 by an independent auditor. The draft report prepared by the independent auditor following the initial IR (published in November 2019) (Draft Report), highlighted substantial implementation challenges as well as differences between BMM and DAERL (collectively, the Parties) regarding the interpretation of the BOA.

In this context, the Parties, under the guidance of the steering committee established in terms of clause 12 of the BOA (SC), required further assistance from the independent auditor to assist the Parties in better understanding the compliance related findings, the implementation challenges, as well as the interpretational difficulties that were identified in the Draft Report. The Parties also required the independent auditor to undertake a follow up/closing review which was completed in May 2020. The first and follow up review, are both regarded by the Parties as the “First Review”. A copy of the First Review report will be provided to the independent auditor upon appointment.

The Parties further agreed for the second review to be conducted in 2022 (Second Review), two years earlier than required in terms of the BOA, as per the recommendations of the First Independent Review. The Second Review occurred between October 2022 and February 2023. The final report in respect of the Second Review was published in February 2023. Several recommendations to the SC were made in the Second Review in respect of, inter alia,improving and/or enhancing the implementation of the Offset.

In the second review, one of the recommendations called to consider conducting an independent review in 2024 once the Second Time Period has lapsed. That Second Time Period was further extended of a year (to 1 March 2025) and it was therefore decided by the parties to have the third independent review after the 1 March 2025 deadline.

The purpose of this RFP is to appoint a suitable qualified independent auditor or team of auditors to conduct the third independent review of the BOA.

Description of the Assignment

The requirements of the review are prescribed by clauses 14.7 to 14.10 of the BOA. The purpose of the review is set out in clause 14.8 of the BOA, which is to:

clause 14.8.1: determine compliance with the provisions of the BOA by the Parties (being, BMM and DEARL). In this regard, we note that the independent reviewer must focus in particular on the provisions of those clauses in respect of which the Parties were found to be partially compliant and/or non-compliant in the Second Review, and on those clauses which the Parties were not assessed against during the Second Review. The independent auditor is also expected to determine whether the recommendations made in the Second Review report have been implemented by the relevant Party/ies;
clause 14.8.2: determine the adequacy of the implementation of the Offset in terms of the BOA; and
clause 14.8.3: provide recommendations to the SC on, inter alia, improving and/or enhancing the implementation of the Offset, including recommendations to adjust the financial provisions in terms of clause 10 of the BOA, where required.

It is also required of the reviewer to provide initial suggestions and insights on the following points during the review process:

The readiness of the Parties to undertake the verification of completion of the Offset in terms of clauses 14.3 to 14.6 of the BOA, as well as the actions still to be taken to achieve completion of the Offset (and what is meant by completion of the biodiversity offset?)
Recommended measures to be implemented by the Parties to ensure the financial sustainability of the Gamsberg Nature Reserve beyond BMM’s financial contributions under this BOA
The adequacy of the current suretyship provided by BMM (Was there a resolution of the directors/Board of the company providing the suretyship? Is there a quantification of the financial value of the suretyship? Should it be reflected as a conditional liability in the audited financial statements of the company providing the suretyship?)
The actual duration of the financial provisions to be made by BMM in terms of BOA
What are the rehabilitation responsibilities of BMM in terms of BOA and what should be understood by rehabilitation in the context of the BOA? and
Guidance managing the respective governance requirements of the BOA, the Integrated Management Plan of the nature reserve, and the Gamsberg Nature Reserve Trust, to ensure effective, efficient, and integrated management of the Gamsberg nature reserve while avoiding duplication of governance structures.

The following documents are annexed to this RFP:

the Gamsberg EA;
the BOA;
the draft First Review report, dated November 2019;
the First Review follow-up report, May 2020;
the Second Review report, dated 20 February 2023;

Proposals should be divided into two parts, technical and financial, two separate documents.

The technical proposal should at least address the following points:

Proposed methodology to conduct review;
Proposed timeframes, including project flow;
Relevant past experience;
General expertise and skills with biodiversity offsets, mining and biodiversity "No Net Loss" target implementation;
Relevant past experience with offset agreements reviews;
General expertise and skills with environmental compliance and implementation (including expertise with environmental law, contract law, and audit);
Knowledge of the South African context, policy, guidelines and legal framework for biodiversity offsets and protected areas;
Composition and skills of the IR team and their CVs; and
Confirmation of lack of conflict of interest.

The financial proposal should contain a detailed costing to undertake the review and an overview/summary page with the following information:

Overview of Hourly/daily rates of auditor(s) per skills set;
Total number of days (hours) per auditor per skills set;
Total number of persons for review per skills set, estimated hours and hourly rate per person;
Cost of site visit - Travelling and accommodation;
By Weekly meetings with IUCN – 15 to 30mn as needed
Management costs; and
Total Budget

The proposal should also contain a statement regarding any conflict of interest, in which the auditor should state any potential direct or indirect conflict of interest. The independent auditor should specifically outline the specific services he/she has provided to DAERL, Vedanta Zinc International or BMM regarding the development and/or implementation of the BOA and highlight any risk of conflict of interest in this context.

Duration of the IR

The IR will take place over a period of 3 months, commencing in March 2026 and concluding in May 2026.

Deliverables and Activities

The independent auditor will provide the following deliverables and carry out the following activities as part of the IR:

Deliverable/Activity- Description-Deadline

Inception report and project meeting - 1 week – expected start date 25 March 2026

A detailed inception report outlining the independent auditor's understanding of the scope of the IR, the proposed methodology, work plan, timelines, proposed outline of report, review matrix and any logistical or data requirements. Presentation of key elements during inception meeting (2 hours), including clarification of any questions – followed by submission of final work plan and schedule

Independent Review Process-4 weeks from starting date
Review process

Initial meeting with Parties and IUCN
- Review of documentation submitted by Parties
- Interviews with Parties (face to face or online)
- Site visit with IUCN and parties (2/3 days)
- Submission of clarification to Parties in writing
- Parties submit clarification information
- Possibility for further online clarification meetings
- Regular online project management meetings with IUCN – every two weeks or when necessary for planning purpose

IR Report – Draft for comment-6 weeks from starting date

Draft IR Report for comment
The IR report (draft and final) will be aligned with the format, content, style and approach used in the previous review processes and reports (please consult them), to ensure consistency. The report will at least include the following:

Executive summary;
Acronyms, abbreviations; definitions;
Introduction and project background;
Scope of work and objectives;
Report limitations and assumptions;
Methodology and approach;
Document review;
Independent review framework;
Findings and observations;
Discussion; and
Recommendations.

The IR (draft and final) report must also include a compliance summary table in respect of the Parties' compliance with their obligations in terms of the BOA, an assessment and rationale for compliance categorization, including at least the information:

a clause description;
compliance assessment (Compliance, Non-Compliance, Compliant but Late, Partially Compliant, Non Applicable, Non Compliance Obligations); and
brief rationale for compliance assessment.

(Please consult previous reports to see previous summary tables).

The IR report (draft and final) must summarize each finding, rating and recommendation from the third IR, with supporting evidence.

The IR report (draft and final) will also include an assessment of the financial provisions, adequacy and compliance with financial requirements under clause 10 of the BOA, including recommendations to adjust the financial provisions in terms of clause 10 of the BOA, where required.

The IR report (draft and final) will also include the independent auditor's views on the following matters during the review process:

The readiness of the Parties to undertake the verification of completion of the Offset in terms of clauses 14.3 to 14.6 of the BOA, as well as the actions still to be taken to achieve completion of the Offset (and what is meant by completion of the biodiversity offset?)
Recommended measures to be implemented by the Parties to ensure the financial sustainability of the Gamsberg Nature Reserve beyond BMM’s financial contributions under this BOA
The adequacy of the current suretyship provided by BMM (Was there a resolution of the directors/Board of the company providing the suretyship? Is there a quantification of the financial value of the suretyship? Should it be reflected as a conditional liability in the audited financial statements of the company providing the suretyship?)
The actual duration of the financial provisions to be made by BMM in terms of BOA
What are the rehabilitation responsibilities of BMM in terms of BOA and what should be understood by rehabilitation in the context of the BOA? and
Guidance managing the respective governance requirements of the BOA, the Integrated Management Plan of the nature reserve, and the Gamsberg Nature Reserve Trust, to ensure effective, efficient, and integrated management of the Gamsberg nature reserve while avoiding duplication of governance structures.

The executive summary should also be presented as a separate document that could be published on the website of both parties. The executive summary should also be translated in Afrikaans.

IR Report - Clarification meeting with Parties and IUCN on draft report (Online)

Clarification meeting with Parties and IUCN – 4 hours

Parties will submit to the reviewer their comments on draft report in writing, and this will be followed by a meeting with IUCN, parties and auditors to finalise any queries on the draft report.

Final IR Review Report -2 weeks after submission of draft report

Final IR report-2 weeks after clarification meeting

A final report incorporating the comments received from the Parties, as well as the IUCN.

Payment Schedule

The table below summarises the chronological order of deliverables and indicates milestones at which the IUCN will pay the independent auditor.

Deliverabl-Milestone payment

Deliverable1 -A detailed inception report -10%

Deliverable 1 and 2- Draft Review Report -40%

Deliverable 3-4 Final report and presentation to SC and approved -50%

Skills and Experience

The independent auditor must have the following skills, education and experience as a minimum:

The independent auditor, or team of independent auditors, should possess an advanced degree (Master’s or higher) in environmental conservation biology, environmental/biodiversity management, environmental law or a related field;
Demonstrable experience and expertise in biodiversity management, biodiversity offset design, implementation, and/or evaluation; understanding of the "No Net Loss" principle – preferably within the mining or extractive industries – is essential;
General Expertise: experience and skills with environmental compliance, audit and implementation (including expertise with environmental law, contract law, and compliance auditing);
Any previous experience with independent review of offset agreement or obligations;
Knowledge of the South African context, policy, guidelines and legal framework for biodiversity offsets and protected areas;
Excellent analytical, writing, and communication skills are essential, with a proven ability to synthesize complex legal, technical, and financial information into clear, actionable recommendations; and
The independent auditor must be fully independent, with no conflict of interest with regards either Party to the BOA, to ensure an objective, unbiased review process.

Supervision and coordination

The independent auditor will report to and work under the supervision of Vhalinavho Khavhagali, Country Representative, South Africa and Rachel Asante Senior Programme Coordinator, Just Transition (Energy) of the IUCN.

It is planned that the review process will start on 1 March 2026 and that the final audit report will be released on 15 May 2026, including draft audit report by 15 April 2026.

The review process will include the following stages:

Inception project meeting with IUCN – 2 hours
Submission of final workplan and schedule from reviewer
Introduction meeting with parties, IUCN and reviewer – 1 hour
Review of the synthesis report and supporting documents and supporting documentation as submitted by the parties
Site visit with IUCN and parties
Written submission of clarification questions to parties after perusal of documentation
Written response by parties to questions
Clarification online workshop
Regular online update meetings with IUCN as required by auditor but at least every two weeks, 30min
Draft review report submitted for comments
Written response (including clarification points and questions) to draft report from parties
Virtual Engagement workshop, IUCN, Parties and reviewer, to finalise report
Final report submitted

The compliance ratings used should be the same as those used in the first and second review as outlined in the table below.

Compliant (C)

All actions outlined in the clause were completed and where a specific timeframe was stipulated in the BOA activities were completed within the required timeframe. A clause was only assessed as compliant if the IP were fully compliant with the clause

Completed but Late (C-L)

The objective of the clause was achieved and all necessary activities were completed. No further actions were required. However, the IP did not complete the required actions within the timeframe specified by the BOA. *Note: This category was added after the Initial IA Report was completed

Partially Compliant (P-C)

Some of the activities in the clause had been completed but not all and further actions were required to achieve compliance. The IP were assessed as P-C with a clause if more than 50% of the requirements had been met and these were tangible. Since large areas of sensitive habitat had been secured clauses 6.3.1 to 6.3.4 were assessed as P-C. Where the IP had taken considerable steps to progress compliance this was noted in the report

Not Compliant (N-C)

Where the parties had made some progress in the right direction but there was still nothing tangible i.e. although the correct paperwork existed for fencing, no fencing had taken place on the ground yet so this was assessed as N-C. Where part of any clause was non-compliant the IR generally assessed the whole clause as not compliant

Not Assessed (N-A)

Where there was no implementation obligation to either IP and/or information was missing preventing the clause from being assessed i.e. the MP could not be assessed since it had not yet been developed at the time of the Initial IA; or if a time frame had not yet been reached and therefore the clause could not yet be assessed.

No Compliance Obligation (NCO)

Where clauses did not have compliance obligations;

The structure and format of the report should also be aligned with the previous independent review reports.

It should be noted that the procurement process is undertaken by IUCN on behalf of the SC, comprised of BMM and DAERL representatives. The IUCN will be the project manager for the review process, and therefore, the service provider (independent auditor) will report directly to the IUCN during this process. The IUCN will oversee the entire process and will be copied on all communication related to the review from or to the service provider (independent auditor).

The service provider (independent reviewer) should schedule and include in its costing proposal at least one site visit to Gamsberg.

Documents used to conduct the IR will be centralised by IUCN and provided to the selected auditor, once appointed, under a strict confidentiality agreement. Requests for additional documents will be channelled through IUCN. Interviews with representatives of the Parties, if needed, will be scheduled early in the audit process, in collaboration with IUCN. Such interviews can be done virtually. Representatives from the parties are located in Johannesburg, Gamsberg (Aggeneys in the Northern Cape Province) and Kimberley.

Declaration of Undertaking in relation to Short-term Consultancy- To conduct the third Independent Review of the Implementation of the Biodiversity Offset Agreement by Black Mountain Mining Pty (Ltd)

I, the undersigned, hereby confirm that I am an authorised representative of the following organisation:

Registered Name of Organisation (the “Organisation”): _______________________

Registered Address (incl. country): _______________________________________

Year of Registration:__________________________________________________

I hereby authorise IUCN to store and use the information included in the attached Proposal for the purpose of evaluating Proposals and selecting the Proposal IUCN deems the most favourable. I acknowledge that IUCN is required to retain the Proposal in its entirety for 10 years after then end of the resulting contract and make this available to internal and external auditors and donors as and when reasonably requested.

Where the Proposal includes Personal Data as defined by the European Union’s General Data Protection Regulation (GDPR), I confirm that the Organisation has been authorised by each Data Subject to share this Data with IUCN for the purposes stated above.

I further confirm that the following statements are correct:

The Organisation is duly registered in accordance with all applicable laws.
The Organisation is fully compliant with all its tax and social security obligations.
The Organisation and its staff and representatives are free of any real or perceived conflicts of interest with regards to IUCN and its Mission.
The Organisation agrees to declare to IUCN any real or perceived emerging conflicts of interests it or any of its staff and representatives may have concerning IUCN. The Organisation acknowledges that IUCN may terminate any contracts with the Organisation that would, in IUCN sole discretion, be negatively affected by such conflicts of interests.
None of the Organisation’s staff has ever been convicted of grave professional misconduct or any other offence concerning their professional conduct.
Neither the Organisation nor any of its staff and representatives have ever been convicted of fraud, corruption, money laundering, supporting terrorism or involvement in a criminal organisation.
The Organisation acknowledges that engagement by itself or any of its staff in fraud, corruption, money laundering, supporting terrorism or involvement in a criminal organisation will entitle IUCN to terminate any and all contracts with the Organisation with immediate effect.
The Organisation is a going concern and is not bankrupt or being wound up, is not having its affairs administered by the courts, has not suspended business activities, is not the subject of proceedings concerning those matters, or in any analogous situation arising from a similar procedure provided for in national legislation or regulations.
The Organisation complies with all applicable environmental regulatory requirements or other legal requirements relating to sustainability and environmental protection.
The Organisation is not included in the UN Security Council Sanctions List, EU Sanctions Map, US Office of Foreign Assets Control Sanctions List, or the World Bank listing of ineligible firms and individuals. The Organisation agrees that it will not provide direct or indirect support to firms and individuals included in these lists.
The Organisation has not been, is not, and will not be involved or implicated in any violations of Indigenous Peoples’ rights, or injustice or abuse of human rights related to other groups or individuals, including forced evictions, violation of fundamental rights of workers as defined by the International Labour Organization’s (ILO) Declaration on the Fundamental Principles and Rights at Work, child labour, sexual exploitation, sexual abuse, or sexual harassment.

______________________________________________________

< Name and position of authorised representative of the Proposer >

Declaration in relation to <IUCN-2026-01-01>

I, the undersigned, hereby confirm that I am self-employed and able to provide the service independent of any organisation or other legal entity.

Full name (as in passport):

Home or Office (please delete as appropriate) Address (incl. country):

I hereby authorise IUCN to store and use the information included in the attached Proposal for the purpose of evaluating Proposals and selecting the Proposal IUCN deems the most favourable, including Personal Data as defined by the European Union’s General Data Protection Regulation (GDPR). I acknowledge that IUCN is required to retain my Proposal in its entirety for 10 years after then end of the resulting contract and make this available to internal and external auditors and donors as and when reasonably requested.