Réalisation d'une évaluation complète de la gouvernance d'entreprise des entités du secteur public

Project: P146788 - Second Power Transmission Project Reference: UE/34 Procurement method: Consultant Qualification Selection Financing: World Bank REQUEST FOR EXPRESSION OF INTEREST (Consulting Services) UKRAINE SECOND POWER TRANSMISSION PROJECT (PTP-2) Loan No. IBRD-84620 Assignment Title: Conducting a comprehensive assessment of corporate governance of public sector entities Reference No.: UE/34 I. INTRODUCTION NPC “Ukrenergo” (hereinafter called “the Client”) has received financing from the World Bank toward the cost of the Second Power Transmission Project, and intends to apply part of the proceeds for consulting services for Conducting a comprehensive assessment of corporate governance of public sector entities. The consulting services (hereinafter called “the Services”) must be provided in accordance with the current legislation of Ukraine and in accordance with Order of the Cabinet of Ministers of Ukraine No.1223-r dated 13.11.2025 "Issues of comprehensive analysis of the activities of certain business entities of the public sector of the economy". A comprehensive assessment is carried out with the involvement of audit companies and/or international consulting companies in accordance with the requirements of the aforementioned Order. During the assessment, the following are to be taken into account: Methodological recommendations on the organisation of the internal control system, approved by the Order of the Ministry of Economy of Ukraine No. 5484 dated 30 April 2026; OECD recommendations on corporate governance of public entities; international standards of internal control, risk management and internal audit; other international and national practices in the field of corporate governance. II. SCOPE OF WORK Purpose and main areas of the comprehensive assessment is analysis of: the state of corporate governance; the state of control over the executive body’s activities; compliance with the anti-corruption programme, the code of corporate ethics (corporate integrity); procurement procedure, financial and budgetary discipline, procedure for making decisions on transactions; functioning of the internal control, risk management, compliance and internal audit system, in particular, regarding the degree of their compliance with applicable international standards (OECD, ISO, COSO, IPPF, etc.). A comprehensive assessment shall cover: corporate governance in the company, including analysis of the activities of the supervisory board; exercising control over the activities of the executive body by the supervisory board; compliance with anti-corruption legislation, anti-corruption programme and corporate integrity; assessment of the procedure for procurements and control over their conduct; the state of financial and budgetary discipline; the procedure for making decisions on the execution of transactions; analysis of the internal control system as a whole and its main components: risk management, internal audit, compliance; mechanisms for responding to law enforcement reports. III. DELIVERABLES It is anticipated that the Consultant would complete the work over a maximum duration of 3 months. The report on the results of the comprehensive assessment must be submitted to the Client no later than 30 November 2026 and submitted to the Ministry of Economy and the State Audit Service by 31 December 2026. IV. Requirements for the Consultant A comprehensive assessment is carried out by audit companies that are part of the international audit network and, in accordance with national legislation, have the right to conduct a statutory audit of the financial statements of enterprises of public interest and/or international consulting companies that have experience in the field of corporate governance of public sector entities, in accordance with the requirements of the aforementioned Government Ordinance. The Consultant must have professional certifications, including ACCA, CIA, etc., to confirm the compliance of the ICS with international standards. The consultant should demonstrate a proven track record in independent assessments of corporate governance, internal control systems, risk management, internal audit, compliance, anti-corruption, anti-fraud, procurement controls and significant transaction approval processes in large state-owned enterprises or public-sector entities, preferably in the energy, infrastructure, utilities, extractive or other high-risk sectors, and in Ukraine or comparable jurisdictions. The proposed team should include senior specialists with relevant professional qualifications and practical experience in internal audit, enterprise risk management, compliance, anti-corruption, anti-fraud, procurement, forensic or investigative work, legal and regulatory analysis, IT controls and data analytics. Relevant certifications may include CIA, CISA, CRISC, CPA, ACCA, CFE or equivalent qualifications. The consultant should be able to allocate sufficient senior-level and in-country capacity, including per