Republic v Public Procurement Administrative Review Board, Kenya Marine & Fisheries Research Institute, Attorney General & Lyape Investments Ex-parte Furniture Elegance Limited [2017] KEHC 906 (KLR) | Judicial Review | Esheria

Republic v Public Procurement Administrative Review Board, Kenya Marine & Fisheries Research Institute, Attorney General & Lyape Investments Ex-parte Furniture Elegance Limited [2017] KEHC 906 (KLR)

Full Case Text

REPUBLIC OF KENYA

IN THE HIGH COURT OF KENYA AT NAIROBI

MISCELLANEOUS CIVIL APPLICATION NO. 621 OF 2016.

IN THE MATTER OF: AN APPLICATION FOR JUDICIAL REVIEW ORDERS OF CERTIORARI AND PROHIBITION

AND

IN THE MATTER OF: THE PUBLIC PROCUREMENT AND ASSET DISPOSAL ACT, 2015

AND

THE PUBLIC PROCUREMENT REGULATIONS, 2006

AND

IN THE MATTER OF: THE PUBLIC PROCUREMENT ADMINISTRATIVE REVIEW    BOARD

AND

IN THE MATTER OF: APPLICATION NO. 94 OF 2016 OF 10th NOVEMBER, 2016;

CONCERNING

TENDER NO. KMFRI/03/ 2016/2017 THE SUPPLY ANDDELIVERY OF VARIOUS OFFICE FURNITURE AND FITTINGS

REPUBLIC ……………....................................................................APPLICANT

-VERSUS-

PUBLIC PROCUREMENT

ADMINISTRATIVE REVIEW BOARD................................1ST RESPONDENT

KENYA MARINE & FISHERIES

RESEARCH INSTITUTE……………...…………………...2ND RESPONDENT

ATTORNEY GENERAL……………...………..….………..3RD RESPONDENT

LYAPE INVESTMENTS……...………………………….INTERESTED PARTY

EXPARTE

FURNITURE ELEGANCE LIMITED

JUDGMENT

1. On 13th December 2016 the exparte applicant Furniture  Elegance Limited was granted leave  of court to institute Judicial Review  proceedings  and  on  11th January  2017  the  exparte  applicant filed  a notice of motion dated  10th January  2017  seeking for  the following  Judicial Review  orders:

1) An order of Certiorari removing to this court for the purposes of being quashed the decision of the Public Procurement   Administrative  Review Board  made on the 1st  December , 2016  in Application No. 94/2016  of  10th November  2016.

2) An order of Prohibition  to prohibit and  restrain  the second  respondent from acting upon the  decision made  by the 1st  respondent made on  1st December 2016 or and/or  signing  any contract with any persons or entity other than the applicant in respect to the  tender in question.

3) The costs of this application be provided for.

2. The notice of motion is predicated  on the grounds  set out in the  statutory statement and verifying affidavit and annextures  accompanying  the  chamber summons  dated  9th  December, 2016 for leave. The verifying affidavit is sworn by Firoze Bachu.

Exparte applicant’s case

3. The exparte applicant’s case as set out  in the statutory statement  and  verifying  affidavit  sworn on 9th December  2016  is that on  10th November  2016  the interested  party Lyape  Investments  filed a  Request for Review  before the  1st respondent  Review Board challenging the award of the Tender No.  KMFRI/03/2016-2017 for supply and delivery of various office furniture and fittings.

4. After receiving  the  Request  for  Review from  the  interested party, the   1st respondent  served  a copy  on the  2nd  respondent  procuring entity Kenya Marine and Fisheries Institute notifying it of the pending review and  requiring it to make an  appearance  for the hearing  of the  Review in accordance with Regulation 74(1) and (2) of the Public Procurement  and  Disposal Regulation, 2006. The Request for Review   was heard interpartes and a decision made on 1st December 2016 allowing the Request for Review by the interested party.

5. It is  alleged that  previously, the  interested party  had filed  a Request  for Review  No. 83 of  2016  of  28th October 2016  wherein  the award  by the  Procuring Entity annulled  the award of the  tender made  to the exparte  applicant  and directed  the interested party to be re-admitted back into the procurement  process  and  that  a fresh Technical and Financial Evaluation of all the tenderers that had made it past the Preliminary Evaluation Stage be carried out  by the second  respondent Procuring  Entity  and  an award be  made to the  lowest  evaluated bidder within  fourteen (14)  days  of the date of  the  decision.

6. The  exparte applicant  claims that  the  aforesaid  decision  was  adhered to  although the  Procuring Entity  in carrying out   the  re-evaluation   process used   copies of bid documents  instead  of the original documents and that it  proceeded to award  the  tender to the exparte applicant using the parameters set out in the tender document, while  acknowledging that the tender  document  did not   contain the  criteria for technical  and  financial  evaluation.

7. The  interested party being  aggrieved  by the decision of the  Procuring Entity  awarding the tender to the  exparte applicant, filed a  Request for Review  No. 94/2016 and on  1st December  2016 the Review Board annulled the tender  which  was  awarded to the applicant  and  substituted the  decision of the Procuring Entity  with that of the Review Board, awarding  the tender  to the applicant  (interested party) at the quoted price  of  kshs  14,667,770  and  directed the  Procuring Entity  to issue  a letter of  notification of the award to the applicant  on or before  6th December, 2016,   and  file a copy of the letter  with the Board by the said 6th December  2016.

8. It is alleged that  albeit the  interested party  had lamented  in its grounds for review  that there  was no criteria for technical  and  financial  evaluation  and praying inter alia, for  the  process to start afresh, that instead, the Review Board proceeded  in its  aforesaid  ruling to award  the tender to the interested party herein.

9. The exparte applicant  challenges  the  Review Board’s  decision made on  1st December  2016   on grounds of illegality in that as there  was  consensus  by all parties that the technical  and  financial  criteria  were lacking  in the tender documents, there  was no basis for  an award to be made  to the interested party and to  punish the  procuring entity   to pay costs.  It was averred that in any event, the interested party was not the lowest evaluated bidder.

10. The exparte applicant further alleges that the Review Board violated the  applicant’s legitimate  expectation  that the  Review Board  shall abide  by the  law and that the Review Board considered  irrelevant  facts  and  failed to  consider  relevant ones.  In this case,  it  was  claimed that  the Review Board’s awarding  of the tender to the interested party who was not the lowest evaluated  bidder violated  Section  86(1) (a)  of the Public Procurement and Asset Disposal Act  and  that by so doing, acted  irrationally.

11. Further, the exparte applicant claimed that the decision of the Review Board  was capricious, arbitrary, oppressive and unfair and cannot be justified within the law.

The interested party’s case

12. The interested party  Lyape  Investments Ltd filed  a replying  affidavit sworn  by Andrew Kuria  Wangunyu  on 27th January  2017  deposing that  its complaint  before the Review   Board  in  the  application No.  83/16  of  7th October  2016  was that the Procuring Entity had refused to award the tender to the interested party despite  the latter being the lowest  tenderer  with a financial quotation of kshs 14,667,770 after the Procuring Entity had earlier awarded  the  tender to the exparte applicant  herein at a sum of kshs  21,700,000.

13. According  to the interested party, despite  the  Procuring  Entity’s Tender Committee being ordered by the Review Board  to readmit the  interested  party into the Technical  and Financial  Evaluation, the Committee disregarded  the  directive  and  instead wrote to  the  interested party on 9th November  2016  informing it  that:

i. Technical literature not provided  as required  and therefore conformity  to specifications could not  be verified;  and

ii. Has no  similar  contract  which is above  11,000,827 so ( 75% tender sum)  provided  a  copy of duplicate LPO of 11,200,500 supplied in  2012 and  11,497,500  which is not  dated, not  referenced  or signed.

14. The interested party denied the allegations that it did not provide the technical literature required or that it had no similar contracts  as stipulated  in the letter  of notification, because it  provided Local Purchase Orders  obtained  and supplied.

15. It was further contended that   it  was  the  above situation that prompted  the interested party to file the second Request for Review seeking for  annulment and setting aside of the tender award  to the applicant  and seeking  that the interested party  be declared  the  lowest  evaluated bidder and  be  awarded  the subject  tender, which request  for  review was determined  in its favour  on  1st December  2016.

16. It was also contended that  Mr Nderitu the Accounting Officer of the Procuring Entity  appeared before the Review Board and conceded  that the Procuring Entity did not readmit the interested party  into the bidding  process and neither did it  subject the  interested party’s bid  to financial and  technical evaluation as earlier  ordered  by Review Board  on  28th October  2016.

17. Further, the interested party claimed that an evaluation of  a tender  or a reevaluation of the tender  can only be done by analyzing , assessing and  reviewing  the primary tender documents which documents the Procuring Entity refused  and  failed to  collect from the Review Board’s  office.

18. The interested party further claimed that when it presented  its first  Request  for Review,  the exparte applicant in opposing  the  request  defended  the  award  of the tender to  the interested party arguing  that the latter had lawfully  won the tender  after being  subjected  to financial  and  technical  evaluation by the  2nd  respondent  Procuring Entity.

19. The interested party maintained that the applicant having defended the tender process and tender document, cannot in law approbate and   reprobate after losing the matter before the Review Board.

20. Further, that  the  Review Board  acted within its powers  in ordering  the  2nd  respondent  to readmit   the  interested party  into the bidding  process  and  to further conduct  a  technical  and  Financial  Evaluation of its  bid, using  the  same parameters as had  been applied  in the award of the  tender to the   applicant  and  in line with  the  prayers  sought by  the  interested party  in its  request for Review.

21. The interested p[arty contended further that the Review  Board  having ordered  the  Procuring Entity  to readmit  the interested party into the bidding  process  and to  subject its bid to the technical  and Financial Evaluation, the Review Board could  not sit on its own appeal  over its  decision by making contrary orders when considering the second  request for Review No 94/2016.

22. On the issue of costs, the interested party contended that Section 173 of the PPAD Act gives to the Review Board wide powers and discretion to order the payment of costs as between parties in litigation before it.

23. Further, that under Section 176 of the Act,  any person who  contravenes or disobeys the orders of the Review Board  commits an  offence  and is  liable to severe sanctions including surcharge, imprisonment and  heavy costs hence, the Review Board was well within the law to punish the 2nd  respondent  Procuring Entity with payment   of costs as  the  2nd  respondent  had willfully disregarded its orders hence the decision of the Review  Board  made on  1st December 2016, was  meritorious  and  based on the  applicable  law.

24. It  was  also contended  by the interested party that the contract entered into on  13th December 2016 between the  interested party  and  the Procuring Entity for supply of office furniture and fittings for shs  14,667,770 is a valid  contract  as it  was  entered  into within   60 days  and that  the  said furniture have already  been procured by the interested  party from China  as per the  contract  at  USD 72,099 and that by the time  the stay orders of this court were served on the interested party’s advocates, the agreement  had already  been  executed  and the interested party had procured the furniture only to learn of the stay orders on 29th December 2016  upon his return  to Kenya   hence these  proceedings have been overtaken  by events.

25. It  was  deposed on behalf of the interested party that the applicant  had not satisfied  the  legal requirements for grant  of  the judicial review orders  sought  and therefore  the court  was urged to disallow  the exparte  applicant’s  application.

The 1st Respondent’s case.

26. The  1st respondent Review Board filed a  replying  affidavit  sworn by Henock  K. Kirungu on 8th March  2017  deposing  that the Review Board  received a request  for  review  from the interested party  and  in accordance with Regulation 74(1) and (2) of the 2006  Regulations made under the repealed Act, notified the Procuring Entity  and that the Review Board considered  the request interpartes on 25th and 29th November 2016  and  delivered  its decision  on 1st December  2016,  annulling  the  award of the subject  tender to the applicant  by the Procuring Entity, while allowing the Request for Review by the interested party and substituting the decision of the Procuring Entity with the Review Board’s own decision awarding the tender to the interested party at the  quoted  price  of shs 14,667,770; and  directing  the  Procuring  Entity  to issue  a letter  of notification  of the award  to the  interested party on or before  6th December  2016  and  file  a copy of the letter  with the Board  by the said  6th December  2016.

27. The Review Board also conceded that it ordered that the interested  party to be  paid ksh  313,330 as costs by the procuring entity and directed the matter  to be  mentioned  on 6th December  2016  at 4. 30 pm  to confirm  compliance with the Review Board’s  orders and for any further  orders  and  directions.

28. The Review Board  contended  that in making  its decision, it  considered  all documents  of  evidentiary  value  placed before  it  and submissions  by all parties  on each  of the issues  raised.

29. It was further contended that the Review Board’s decision was made within its mandate under Section 173 of the Act and that the exparte applicant had not demonstrated that the impugned   decision  is ultravires  or that  the  Review Board  is guilty of  any illegality; malafides,  malicious, whimsical  or  was made for  ulterior  or improper  motive.

30. It  was  therefore  contended by the 1st Respondent Review Board that the application  herein is made in  bad faith, unmeritorious, and only  calculated to discredit  the credibility  of the respondent’s  mandate  and  functions, while ultimately eroding the public confidence in procurement  procedures  and  processes.

31. It  was further  contended that  it  had not been demonstrated  that the Review Board in  arriving  at its decision acted irresponsibly, capriciously, unreasonably, unprocedurally and or that its conduct  was aimed  at  frustrating the  applicant’s  legitimate  expectation that the  due process and  law would be followed.

32. Further, it was contended that the applicant had not demonstrated that the Review Board’s conduct exhibited bias and partiality incompatible with its roles and duties.

33. The 1st  respondent therefore urged  this court to  dismiss the  exparte  applicant’s  application for  Judicial Review for want of merit while maintaining that the Board’s  decision  was   nothing short of  reasonable,  consistent  and  in line  with the  exercise  of its powers  and the  provisions  of  the Public Procurement and  Asset Disposal  Act, 2015.

The 2nd Respondent’s case.

34. The 2nd  respondent Procuring Entity  filed its  replying  affidavit  sworn by  Patrick Onchonga  Ogamba its  Head of  procurement  deposing that the 2nd respondent  is a  recipient  of donor funding through International Bank for Reconstruction and Development  for  purposes of the tender subject of these Judicial  Review proceedings.

35. According  to the 2nd respondent,  there are  violations of the law   and the Constitution arising  from the 1st respondent (Review Board’s) decision made on  1st December  2016  awarding  the  tender to the  interested party and these violations are that:

i. in  annulling the  tender  awarded  to the  exparte applicant  and  awarding it to the interested party, the Review Board conducted  an evaluation  based on  a criteria  not set out  in the tender document and therefore breached clear mandatory  provisions  of Section  80(2)  of the Public Procurement and Asset Disposal Act.

ii. the  Review Boards’ decision  was only based on  financial value  of bids whilst ignoring  all other  aspects of the tender  process which the interested party had not met more  particularly  instructions  to bidders  at clause 30:1.

iii. the  Review Board failed  to appreciate   that the Procuring Entity  is under an obligation  to  consider all  other aspects  of the tender  document  as  provided  for in the tender  and  where the  bid does not comply, to reject  them.

iv. the Review Board’s consideration of the lowest bidder  as a form of cost effectiveness does not infer that the  Procuring  Entity must go  for the lowest  tender  no matter  the  results of the evaluation bid.

v. in  the  circumstances, it   was unlawful  for the  1st  respondent Review Board to award the tender  simply on the basis  that the bid is the lowest as the evaluation must be the lowest  evaluated  in accordance  with  the tender.

vi. the  1st  respondent  acted  unreasonably and  substituted  itself  for the Procuring Entity in matters that the Procuring Entity  had addressed  itself  correctly.

vii. the award to the interested party was riddled with procedural impropriety in that it amounted to by passing an important and critical stage in the tender process.

viii.  the Review Board took into account matters which were irrelevant while ignoring instructions to bidders and that it had no authority to substitute its decision with that of the Procuring Entity.

ix. when the  Board  made  a determination in Application No. 83 of 2016  it made  no orders  as to costs but on  1st December  2016  while it  was  functus  officio revisited  the  issue of costs  and  ordered  the  Procuring Entity  to bear  costs  in addition  to surcharging  its officials  without  according  them a hearing.

x. the officials of the 2nd respondent were not afforded an opportunity to be heard fairly and a decision to surcharge them was made on expediency.

xi. there  having been  concession that there  was  no criteria for  technical and  financial  evaluation of the tender, the  award  by the Review Board  was illegal.

xii. the Board acted ultra  vires  in recalling  its earlier  decision and  ordering  for  costs against  the Procuring Entity  yet it  had earlier  ordered in Application  No.83/2016  that each  party  do bear their own costs hence the decision was irrational and  unreasonable.

xiii. the Review Board treated the exparte applicant unfairly and impartially in failing to award it costs;

xiv. the decision of the Review Board  was ultra vires, illegal, made in bad faith, malicious, whimsical  and is for  an ulterior  or improper motive; that the Review Board  acted  irresponsibly, arbitrarily, capriciously, unreasonably, unprocedurally and that it conduct   was aimed  at frustrating  the applicant’s  legitimate  expectations that due  process  and  the law  will be  followed; that  the Review Board’s  conduct  exhibits bias  and  partiality incompatible with its  roles and  duties, that the  Review Board’s   decision  was  made against the principles of public interest and legitimate  expectation.

xv. the decision of the Review Board amounted to evaluation and award of the tender to another bid yet it is not possessed with powers to evaluate the tender or bids.

xvi. having found that there was no technical evaluation  criterion  in the tender  document,  the  1st  respondent Review Board was blowing  hot and cold at  page  19  of its award  when its award  when it  proceeded  to substitute  the  decision of the Procuring  entity  with its  own decision  which decision  was unlawful.

xvii. the Review Board  has no power  to compel  the  Procuring  Entity  to act unlawfully  hence the  decision of   1st December  2016  was made  outside  jurisdiction and  under an  assumed  lawful legal  framework.

36. The 2nd respondent therefore supported the exparte applicant’s notice of motion urging the court to grant the orders sought.

37. The 2nd  respondent  also filed  supplementary affidavit  basically  reiterating  the depositions in the replying  affidavit  and  maintaining  that  the  1st respondent  had no  power to evaluate  the  tender and   award  it to interested  party.

38. Further, that the  award of  the tender  to the interested party  violated  Section 80(2)  of the PPAD Act;  it ignored  instructions to bidders No. 30: 1;  and that the Review Board considered  only the aspect of the  interested party being the  lowest  bidder  and not  other  aspects  of the tender.

39. It was averred that the bid by the interested party did not accord with instructions  to bidders  No,  30:1 and that for  a tenderer  to be substantially responsive must be a  bid that  conforms  to all the terms, conditions and specifications of bidding  documents without material  deviation, reservation  or omission.

40. That in this case, the interested party’s bid had material deviation, reservations or omissions  which if rectified   would  unfairly  affect  the competitive  positions  of other bidders  and therefore  it  was  not substantially  responsive  and  was  thus rejected  by the  2nd respondent Procuring  Entity  hence it  could  not be  subsequently  made  responsive by  correction.

41. That no literature was provided and the interested party had no proof of similar contracts performed in the last years.  Further, that the document allegedly availed was unsigned and related to a period outside the three (3) years.

42. That the tender  was to be  handled  within the  confines  of the tender documents and not as per the directions of the 1st  respondent Review Board  which  directions  would otherwise  be unlawful.

43. That the  fact that secondary documents  were used  in the re-evaluation  cannot negate the tendering/evaluation process  as there  was no demonstration that the use of  secondary  tender documents  prejudiced  the interested  party’s bid.

44. The 2nd  respondent   maintained  that the interested party  was not the lowest  evaluated bidder  as  stipulated  in Section  66(3) and  (4)  of the PPAD Act and that  the  Board should have, after setting  aside the Procuring  Entity’s  decision,  rejected  the  bids and   subsequent  award.

45. Further, it was contended that  the decision  to surcharge  officials  of the 2nd  respondent  was made on expediency without according them fair  administrative  action  and  an opportunity  to be heard.

46. That although a contract  had been  signed  after notification as  directed  by the Review  Board,  the  Local Purchase Order (LPO)  had not been issued as  the Procuring Entity  received  a stay order from this court prior  to  issuing  an LPO hence if  the  interested party  proceeded  to China  to  purchase  the  furniture, he  did so  on his own  frolic  and  that in any event  the visa  on  his passport annexed  expired  in  2013 and that there was no  entry  showing  he entered  China  on the alleged date.

47. It was averred that a proforma invoice is merely a quotation and does not constitute a contract.  The 2nd respondent denied that the application herein had been overtaken by events and maintained   that the matters raised will be determined as per the legal provisions.

The Interested party’s rejoinder

48. In rejoinder to the 2nd respondent (Procuring Entity’s ) supplementary  affidavit, the  interested party  filed a further  affidavit  sworn  by Andrew  Kuria  Wangunyuon  10th March  2017  reiterating  his earlier depositions  while  annexing  copies  of valid visa and contending  that the 2nd respondent  had colluded  with the  exparte   applicant  and is  using this court to  sanitize their  illicit, illegitimate, fraudulent and corrupt  enterprise.

49. That the 2nd  respondent’s  decision  to declare  the  interested party’s  bid non-responsive  and in proceeding  to award the tender to the exparte applicant is  unlawful and that despite the decision by the Review Board made in Review case No. 83/2016   directing the  2nd respondent to readmit  the interested party  into  the Technical and Financial Evaluation  alongside  other bidders, the 2nd respondent  flagrantly and  brazenly disobeyed that  directive  and  instead  proceeded  to reject  the interested party and  awarded the  tender to the  exparte applicant  without  carrying out a Technical and Financial Evaluation as ordered by the 1st  respondent Review Board.

50. The interested party also claimed that the 2nd respondent defended its decisions to award the tender to the exparte applicant and that at no time did it complain about the inadequacy, defect or illegality if its own bid documents.  It was claimed that the  eager  with which  the  2nd respondent  awarded  the  exparte applicant the  tender is  manifest  of irresistible  inference of a fraudulent  and  corrupt  practice  being drawn  considering  its  brazen  disregard of an  order  of the Review Board  to carry out  a Technical  and  Financial Evaluation afresh  after  readmitting  the interested party   into the evaluation process, is a confirmation of the  collusion between the exparte applicant and the Procuring Entity.

51. The interested party claimed that its bid was the lowest evaluated bid of all the bids that were admitted to the Technical and Financial Evaluation stage hence it should be upheld and that despite the order of the Review Board in case No.  83/2016, the  2nd  respondent  disregarded  that order  which had  directed that the interested  party be  readmitted  into the  evaluation  process  and that neither  did  the  2nd respondent  appeal  against that   ruling thereby  flouting  the directive.

52. According to the interested party, the Technical and Financial Evaluation was done and it denied that it was advised d to wait for the LPO. The interested party attached copy of valid visa and invoices   raised for orders made for the procured goods while he was in China.

Submissions

53. The parties’ advocates filed written submissions which they canvassed orally on 23rd March, 2017.

Exparte Applicant’s Submissions

54. On the part of the exparte applicant, Mr Masika Advocate submitted that the Review Board’s decision is tainted with illegality.  That the Board committed an error of law in light of Section 80 and 85 of the PPAD Act, 2015.  That before the Review Board, it  was  conceded  that the tender documents   lacked Technical and Financial Evaluation but that the Board  nonetheless entertained the review, as shown on   page  48  of the  Chamber Summons for leave.  In this case, it was submitted that Section 80 of the Act was flouted since there was no criteria for evaluating the tender as the bid documents did not provide marks at the technical stage and that there was no pass mark.

55. On the issue of costs, it was submitted that in the earlier request for review, the Board ordered that each party bear their own costs but in the latter Review of 1st December 2016, the Board awarded  costs with respect  to the  earlier  proceedings .

56. It was further submitted that the Board  also directed  an award to be made  by 6th December 2016  and  full compliance thereof directed  which  was  an attempt  to take  away the applicant’s right of appeal as per Section 175 of the Public  Procurement  and  Asset Disposal Act.  That the decision was only availed on 6th December 2016.  In the applicant’s view, that directive was in breach of the law.

57. It was submitted that a public body has no jurisdiction to commit an error   of law.  Reliance was placed on the grounds stated in the application, the affidavit of Phiroze, authorities cited and written submissions and the case of Republic vs Public Procurement    Administrative and Review Board Exparte Akamai Creative Ltd JR 513/2015 where it was held that if there is no procedure stated in the bid documents then the documents should be referred back to the Evaluation Committee.  Counsel prayed for the orders sought.

58. Mr Ochieng Counsel for the 2nd respondent procuring entity submitted in support of the Notice of Motion, and relied on 2 affidavits filed on 3rd March 2017 together with written submissions.  It was submitted that the Review Board has wide powers on a request for review but those powers are not unlimited.  That if the Review Board exceeds its powers outside the law then this court has the jurisdiction to intervene. It was submitted that the Board cannot  read its own words into the tender documents but return them to the Tender Committee for redoing that which the Tender Committee should have done. Counsel maintained that the interested party was not the lowest evaluated bidder as it was never evaluated since there was no criteria upon which it could be evaluated on. Reliance was placed on the case of JGH Marine vs Western Marine Serviceson crossing of statutory boundaries.

59. Mr Ochieng submitted that the determination by the Board was different from what the Procuring Entity originally intended to do. Further, that Article  227 (1)  of the Constitution enjoins the Review Board   to uphold fairness, transparency  and  cost effectiveness   which  cost effectiveness  depends  on all other conditions  being met but that in this case, the other credentials  were not met.  Counsel submitted that it is unlawful for the Procuring Entity to award a tender to a bidder who did not   comply with tender documents   and that all provisions of the tender must be read together not in isolation.   Counsel urged the court to follow the R v PPARB exparte Akamai Creative Limited and Coast Water Services Board &another case (Authority No. 8 on the list and bundle of authorities filed) and grant the orders sought by the exparte applicant.

60. It was further submitted that after the Review Board found that there were no marks, it should have asked the Procuring Entity to retender not for the Review Board to direct the award of the tender.

61. On the issue of costs, it was submitted that there were no costs awarded in the previous review and that the Review Board became functus officio. That the Board punished  Procuring Entity  officials  without  giving them   a hearing, in a matter where no  costs had  been awarded, which act, it was submitted, was  illegal and  contravenes the  rules of natural  justice.

62. Counsel submitted that this not being an appeal, it was the illegality and irrationality of the Review Board that was being challenged, the court was urged  to exercise its discretion  to allow the application.

63. It was also submitted that the supplementary affidavit attacks officers of Procuring Entity without   any basis hence it should be examined with a pinch of salt.

64. It was submitted that this was a World Bank funded project hence there was need for expediency in the decision  to avoid  funds  being returned  to the donors. It was also submitted that the Wednesbury’s decision supports the procuring entity’s  case but that other English  cases  do not apply here and there is enough  case law in Kenya developed  by the courts.

65. To the surprise of this court, on behalf of the 1st and 3rd respondents, Mr Munene advocate  submitted , opposing the application and relying on Mr Kirungu’s  replying  affidavit and the submissions  filed on 10/10/2017, which written submissions mirror the replying affidavit as reproduced in these proceedings , and  which affidavit agrees with the submissions filed by the exparte applicant. However, the oral submissions by Mr Munene were in opposition to the Notice of Motion.

66. On the issue  of costs, Mr Munene submitted that there was no  illegality  demonstrated.

67. On the directive by the review Board that  the award be made  on  6th December  2016, it was submitted that the notification letter is  not a contract hence it  does not stand  in  the  way of an appeal.

68. Mr Munene submitted that the court should disregard the issue  of  attacks on the Procuring Entity  officials.  He urged the court to dismiss the application for judicial review with costs.

Interested Party’s Submissions

69. On behalf of the interested party, Mr Masese strenuously and vehemently opposed the application.  He relied on their client’s replying  affidavit, further  affidavit, annextures  and  interested party’s  written submissions  and list and  bundle of authorities  filed on  22nd  February  2017.

70. According to Mr Masese, the matter was first before the Board vide Review Application No.83/2016 where the interested party challenged the award that had been made in favor of the applicant.  That the applicant at the time did not raise any issue as to the inadequacy of the tender documents before the Tender Board.  Instead, it was contended, that the applicant defended the documents and the award of the tender to themselves.  That the initial award was set aside and the Procuring Entity was ordered  to readmit  the  interested party and conduct a re-evaluation of  Financial and Technical Bids  of all parties  passing  preliminary stage.  However, it was submitted that the procuring entity disregarded the order of the Board  in contempt and acted Wednesbury unreasonably.

71. Mr Masese submitted that the Procuring Entity did not  even collect  original  documents  to enable them carry out  re-evaluation  of the bids  as directed by the Review Board . that when the interested  party  applied  for  Review No. 94/16   the  applicant herein  never raised  any complaint  with regard  to the tender documents because they benefited  from the award.

72. Counsel for the interested party submitted that one cannot approbate and reprobate at the same time.  Reliance was placed on the case of Republic vs Public Procurement and Asset Review Board Exparte Gibbs Ltd  [2012] eKLR delivered by  Honourable  Korir J.  and a submission made that there are only 3 grounds upon which this court can exercise its powers  to review  a decision of the Review Board namely:

i. Illegality

ii. Irrationality

iii. Procedural impropriety

73. According to Mr Masese, Section 27 of the Public Procurement and Asset Disposal Act establishes the Board.  Section 167 allows an aggrieved person to apply for review and under Section 173, the Board has powers  which are wide.

74. In this case, it was submitted that the 1st respondent had legal powers and  jurisdiction and that in this court exercising  judicial review jurisdiction it should not  be  engaged  in a merit  review  but decision making  process not merits of the  decision, this not being an appellate court.

75. It was submitted that the decision making  process in this matter  was made in  accordance with the  law hence  there are  no grounds  for grant  of Judicial Review orders.  Reliance was placed on the case of  Kenya  Pipeline Company Ltd vs  Housing  Ebara Company and  Grain Bulk Handlers  Ltd  and  JB  Maina  and  Company Ltd.(2012]eKLR. Further reliance was placed on Anisminic Ltd v Foreign Compensation Commission [1969] ALL ER 213to argue that only where a tribunal acts without jurisdiction that its decision would be interfered with buy the court.

76. It was further submitted that the Review Board is a specialized Public Statutory Tribunal which is better equipped than the High Court to deal with these matters.  Counsel urged the court to examine the decision sought to be reviewed carefully and be persuaded that it ought not to interfere with the tribunal’s decision, since the challenge was on the merits not decision making process. Reliance was placed on Grain HANDLERS limited v J.B Mina and Co. Ltd [2006]eKLR.

77. Further, it was submitted that the applicant’s right of appeal was not taken away.

78. On the issue of costs awarded by the Review Board, it was submitted that Section 175 of the Act allows the Review Board to award costs, and that there is nothing illegal about the order for costs against a contemptuous party.  Counsel urged this court to dismiss the exparte applicant’s application with costs.

79. In a brief rejoinder, Mr Masika counsel for the exparte applicant submitted that the Gibb Africa Ltd vs PPARB [2012] eKLR case is not relevant because the exparte applicant herein was not the applicant before the Review Board.  Further, that the issue of lack of a criteria for Financial and Technical Evaluation was raised at the Board  as shown on 12  of the decision.

80. Mr Masika also submitted that his client had not suggested that a notification letter is a contract but the procedure adopted and requirement for compliance fully within 5 days of the decision when there is statutory stay until after 14 days, which directive was meant to violate the law and deny the applicant an opportunity to challenge the Review Board’s decision.

81. Counsel submitted that the Procuring Entity was punished in the latter review to pay costs in the previous review when the Review Board had become functus officio in the earlier proceedings. It was urged that this court cannot cement illegalities hence the judicial review orders sought herein should be granted as prayed.

DETERMINATION

82. Having considered  the  hotly contested  matters  above, upon  reviewing  the applicant’s  position, that of the respondents  and interested  party  and  the parties respective  submissions  and case  law and  statutory  enactments cited in their written and oral subm,issions, the main  issues that  flow for determination are:

1) Whether  the exparte  applicant  is entitled  to the Judicial  Review  orders of certiorari  and  prohibition  sought in  the  notice of motion  dated  10th January  2017.

2) What orders should this court make?

3) Who should bear the costs of these proceedings.

83. There are also ancillary questions that this  court  will endeavour  to answer  in the course  of settling  the  above issues.

84. On the first  issue of  whether the exparte  applicant  is entitled  to the orders  sought seeking  Judicial Review remedies  of certiorari and prohibition, the ancillary question that must be answered is whether the  contract  entered into on  7th December  2016  pursuant  to the notification of  award  made on 3rd December  2016   pursuant  to the orders of  1st December 2016  made by  the Review  Board  is  a valid  contract  capable  of performance  and  or implementation.

85. Section  175  of the  2015  Act stipulates:

“Right to Judicial Review to  procurement:-

1) A person aggrieved  by a  decision  made  by the Review  Board  may seek Judicial Review by the High Court  within  14 days  from the date  of the  Review Board’s decision, failure to which the decision of the Review Board shall  be final  and  binding  to both parties.

2) The application for Judicial Review shall be accepted  only after the aggrieved  party pays  a percentage  of the contract  value as security fee as shall  be prescribed  in Regulations.

3) The High Court shall determine the Judicial Review application within  forty five  days  after such  application.

4) A person aggrieved  by the decision of the High Court may appeal  to the Court of Appeal  within seven  days of  such decision  and the court of  Appeal shall  make  a decision  within forty  five days which  decision shall be final.

5) If either  the  High Court  or the  Court of Appeal  fails to  make a  decision within the prescribed  timeline under Subsection (3)  or (4) , the decision of the Review Board   shall be  final and binding to  all parties

6) A party  to the Review which  disobeys  the  decision of the Review Board  or the High Court  or the Court of Appeal shall be in breach of this Act  and  any  action by such party  contrary to  the decision of the Review Board  or the High Court  or the Court of Appeal   shall be  null and void .

7) Where a decision of the Review Board has been quashed, the High Court shall not impose costs on either party.

86. According to the  exparte applicant, the contract  entered  into between the Procuring Entity and the interested party pursuant to the  decision of 1st December 2016 which directed notification of  award to  be made within 5 days by  6th December  2016  is  illegal  and  that as  the  contract  was  executed  before expiry of  14 days  as stipulated  in Section  175 (1)  of the Act, the contract  is null and void.

87. In JR 371/2016 Republic vs Public Procurement   Administrative and Review Board Exparte Syner Chemie Ltd and Republic vs Public Procurement   Administrative and  Review Board Exparte  Noble  Gas International Ltd [2013] e KLRthe court held that  Section  100  of the Repealed  2005 Act which  is in parimateria  with Section 175(1) of the current 2015 Act provided for a  statutory stay and  that no contract could  be  executed  before expiry  of the 14  days stipulated  for fling  of Judicial Review  application  to challenge  the  decision of  the Review Board. The court stated:

“ In my view , where  Judicial Review  proceedings   are commenced within 14 days from the date  of the  respondent’s   decision, the   said decision is neither  final nor  binding   and  hence ought  not to be implemented.  Thus, there is an automatic stay under Order 53 of the Civil Procedure Rules.  The 14 days is a window  period  availed to serve the  purpose  of limiting the time  frame within  which a review  against the Board’s  decision can be lodged  in the High Court for purposes of expediency and conclusiveness  of the Board’s  decision as these activities are time bound and the procurement  process ought not to be held  hostage to indefinite  proceedings…..

The decision of the Board   after the application  for  review  has been  filed remains  subject  to the  court’s  directions  and  decision.  This provision answers the core question in contention that is whether the filing of Judicial Review   proceedings   before the High Court within the prescribed 14 days acts as an automatic stay.  I take the position that Section 100 of the Act   implies that the Board’s decision is to be kept in abeyance until the court makes its final decision.  The use of the term “shall take effect” discloses the legislative purposes and intent.

For all practical purposes, the Board’s  decision was  “frozen” so to speak  until  such a time as  the  High Court   issued an  order of Judicial  Review  contemplated  under  the Section  over the decision  or  after the lapse  of the  14 days  period, whichever  comes first.  I find and   hold that provision a statutory stay.”

88. From the above  decisions  which  have been  cited in  several cases  before this court  including  JR   622/2016  Republic vs  Public Procurement Administrative and Review Board  Exparte  Standard  Butchery& Others [2017] eKLR , it is  clear that  the  Procuring Entity  and  the interested party  could not  enter  into any  contract before  expiry  of  14 days  from 1st December  2016.

89. In other words, parties cannot hide under an illegality perpetuated by either party to escape   from the clear statutory provisions which are meant to protect those who are aggrieved   by the decisions of the Review Board, to challenge those decisions.

90. In Republic vs Kenya Revenue Authority Exparte  Aberdare Freight  Services Ltd  & 2 Others [2004]  2 KLR 530  it  was  held that:

“ the general  principle  remains,  however, that a public authority  may not  vary   the scope   of its statutory  powers  and  duties  as a result  of its own errors  or the conduct of others. Therefore, where he law exhaustively  provides  for the jurisdiction  of a body  or authority,  the  body  or authority  must operate  within   those limits  and  ought  not to  expand  its jurisdiction  through  administrative  craft  or innovation.  The courts   would be no rubber stamp of the decisions of administrative bodies.

However, if Parliament gives great powers to them, the courts must allow them to it.  The court must nonetheless be vigilant   to see that the said bodies exercise those powers in accordance with the law.  The administrative  bodies  and  tribunals  or boards  must act  within their  lawful authority   and an act, whether it be of a judicial, quasi-judicial or  administrative  nature, is subject to the  review  of the courts  on certain grounds.  The tribunals  or boards must act  in good faith;  extraneous considerations  ought not  to influence  its actions;  and  it must not  misdirect  itself  in fact or  law.  See Re Hardial  Singh  and  Others [1979]  KLR  18……”

91. In the instant  case, I have  no hesitation in finding  that the decision which is  impugned  herein having  been made  on 1st December  2016,  the party  who was  aggrieved  by the decision had an automatic statutory stay or the decision thereof  remained  ‘frozen’ for  14 days  until  15th December  2016  to enable  the aggrieved  party  challenge the decision by way of Judicial Review or by other means and  therefore it  follows that the hushed contract  signed on 7th December  2016 was no contract  or at all.  It  was  null and  void  ab initio  as it   violated  the  provisions  of Section  175(1)  of the PPAD Act.

92. I must add that a tribunal or administrative body has no inherent power to direct the performance of a contract outside   the stipulated statutory timelines.  A contract in this case would only have been executed after expiry of 14 days from 1st December 2016 and not before. Consequently, I declare that contract executed on 7th December 2016 null and void and of no legal effect.

93. The next   ancillary question relates to whether the Review Board   has power to exercise criminal jurisdiction. It  was  claimed by  the Review  Board that it acted within  the  purview  of Section 176  of the Act which  stipulates  that failure  to obey  orders  of the Review Board   amounts to a criminal offence.

94. The Review Board argued that the Procuring Entity   disobeyed its  orders in  Review Board Case  No. 83/2016 by refusing to  readmit  the  interested  party in the  Technical  and  Financial  Evaluation  of the tender  and for that reason, although  in  Review Board  case No.  83/2016  the  Review Board had ordered each party to bear their  own costs, the Review Board  penalized  the  Procuring Entity  to pay costs  in the  Review Board  case No.  83/2016 while deliberating on the subsequent case.

95. Section 176 of the Act falls in Part XVI of the Act on offences and sanctions. Section 176(1) (m) is clear that a person shall contravene a lawful order of the authority given under part IV or the Review Board under part XV.  The rest of the prohibitions concern the tendering processes. Section  176(2)  stipulates  that a person  who contravenes  the  provisions  of  Subsection (1)  of this Section, commits  an offence  and shall be  liable  upon  conviction.If  the person is  a natural person, to a fine  not  exceeding  four million shillings or to imprisonment for a term not exceeding  ten years  or to both; If the  person is  a body corporate, to a fine not  exceeding  ten million  shillings. In addition to the penalty under Subsection (2), a state or public officer involved shall be subject to internal disciplinary action while any other person or officer shall be de barred.

96. The above  provisions, among  others , provide for  offences   and  penalties  or sanctions  under the Act and  where there  is no specific penalty provided, Section 177 comes in to provide for  the  penalty upon conviction.

97. The powers  of the Review  Board  can be  found in Section  173  of the  2015  Act and  such powers, regrettably, do  not include  the   power to  give criminal  sanctions.  In other words, the powers of the Review Board do not include punishing for breaches under the Act, even if the breach involved breach of orders of the Review Board.  The Review Board undoubtedly has no inherent powers or jurisdiction to punish any party before it for disobeying its orders or for breach of the provisions of the Act. A conviction contemplated under the Act for the stated breaches can only occur if there is a criminal trial initiated by the Director of Public Prosecutions and a person tried before a court of law. The Review Board can, at most, report the breaches to the DPP for investigation and prosecution.

98. The powers of the Review Board are expressly donated by the Act   and not   by implication.  See Choitram  v Mystery Model  Hair Saloon[1972] EA  525Madan  J( as he then was); Gullamhussein Sunderji vs  Puja Lila and  Another [1959] EA 734; Exparte Aberdare Freight Services Ltd  & 2  Others [2004] 2 KLR  530.

99. Accordingly, I find and hold that the Review Board could not, under any circumstances purport to impose a penalty upon the procuring Entity for failure to adhere to the orders of the Review Board to readmit the interested party into the reevaluation process.

100. The other ancillary question relates to the allegation that the interested party did not meet the criteria set out in the tender documents. Section 80(2) of the Public Procurement and Asset Disposal Act   is clear that the evaluation must be based on the criteria set out in the tender documents.

101. The notification of award  letter  dated 3rd December 2016   to the interested  party  enclosed  the technical  scope  for the interested party   to ensure  compliance  with.

102. The technical scope of the tender must form part and parcel of the tender documents send out to the bidders before they bid, not after they have submitted their bids.

103. Clearly, there  is no  way  the Procuring  Entity  could have  readmitted  or included  the  interested party  in their  technical  and  financial  evaluation  because  such customized  scope   was  never there  in the first  place  and  if it  was there, the 1st   Request for Review before the Review Board  could have  referred to it.  It follows that the whole tender process was a sham  as there  was no  technical criteria  set by the  Procuring Entity  which the bidders were  expected  to abide  by  to  be  evaluated  upon.

104. There is  no provision  under  the  Act  which confers  upon the Board  or the Procuring Entity jurisdiction to disregard  tender documents  and  award a tender  to a bidder  based on criteria  not  contained  in the tender  document.  There being  no technical evaluation, customized criteria, it is not clear  how the Procuring Entity arrived at the  financial  evaluation and therefore  awarding the tender to the exparte  applicant  and in the same vein, there  was no jurisdiction for  the Review Board  to  cancel the  tender awarded to the  exparte  applicant and  award the  same to the  interested party  merely  because the interested party quoted the lowest amount  compared to that submitted by the exparte  applicant.

105. In my humble view, what  the Review Board   was doing  and did  was to carry out  the  evaluation process  and  coming  up  with its own  purported  successful  tenderer. On that ground alone, I find that the  Review Board  acted  unlawfully and  ultravires  and  therefore  its award of the tender to the  interested  party amounts to abuse of power.

106.  In the Akamai Creative  Ltd case,(supra) the court  held inter alia  that where  the  Review Board   directs the  Procuring Entity  to award  the tender to the interested  party,  it exceeds  its jurisdiction  and  its decision is unlawful.

107. The Review Board  has no power to consider only the  financial  value of the  bids  while ignoring  all other  aspects  of the tender  process and  requirements, including the technical criteria.

108. In this case, I find that  the  attempt by the Procuring Entity  to forward  the  technical scope to the interested party  after the award of the tender following the  order of  1st December  2016   could not cure the defect.

109. In the affidavit sworn by Andrew Kuria  Wangunyu  on behalf of the interested party on 10th November 2016, paragraph 8 is clear that the tender document did not  provide the  criteria for financial  and  technical  evaluation hence the  tender  documents   did not comply with Section  80 of  the  Act. The Review Board also conceded that the Procuring Entity did not have the tender documents for reevaluation as the said documents had been   deposited with the Board.

110. The interested party also deposed on oath that the whole procurement process was fatally flawed and is a nullity ab initio.

111. The above  being the factual position  taken by  the interested party  on oath, this court does not  comprehend that which has  changed  since  that  affidavit  was sworn. Paragraph  11 of  the said  affidavit  is also  clear that  the Procuring Entity  refused to readmit  the  applicant  into the  technical  and  financial  evaluation.

112. The Procuring Entity also complained that the interested party’s bid was not responsive as per Section 30 of   instructions  to bidders  in that there  was  no  proof  of similar contracts  in scope  and value  during the  last  three years; that the  copy of LPO 1573464 for  11,200,000 supplied to  GTI Baringo in 2012  was outside   3 years s and  a duplicated  copy of an LPO  No. 1997075  for  11,497,500  supplied  to GTI  Matuga   was not  dated, not referenced   or signed hence  could not  be authenticated.

113. The  Review Board  in its decision  considered  the  above complaint /issue  raised  by the Procuring Entity  at page  17 of its  decision. The above  documents  are annexed  to the   Review Board’s  replying  affidavit  and  on the face  of it, the  court can  see that  indeed LPO No. 1997075  is not  dated  and not referenced, while  No.  1573464 is dated 20th June 2012.

114. In the decision   of the Review Board  made on  1st December  2016,  at page  6  of Part 2 “ Detailed  Reevaluation” the Review Board  states:

“The committee evaluated the bids for their responsiveness in the following areas;

- Technical responsiveness:

- Provision  of technical  literature

- Conformity to technical specifications

- Proof  of similar  contracts  in scope  and  value  for last  3 years

- Documentary Evidence to demonstrate existence of brands in the Kenyan Market for the last 2 years.

- Audited  accounts for  2013, 2014, 2015

- Liquidity ration

- Annual average turnover.

115. The Board found that the Procuring Entity had conceded that there was no technical pass mark score for the bidders during the reevaluation process ( see page  11) of the decision. Further, that the Procuring Entity conceded that there was no pass mark assigned to any of the items at the technical evaluation stages. Further, that (at page 15), at the time of the purported reevaluation the original tender documents were/had been deposited with the Board. The Review Board  goes  further at  pages  16 and  17  1st  paragraph 1 of its decision to clearly state as follows concerning  the  technical  reevaluation of the interested  party’s  bids:.

“ In order to determine this  issue, the Board  is constrained  to examine the evaluation  criteria  in the tender  document  and the applicable  law.

The Board notes that  the technical evaluation  is  provided  for  at clause 33:2  of Section 1 of the tender  document- instructions  to bidders.  The said  clause  is a general statement  for tenders   and  which, ordinarily, is supposed to be customized at Section II of the tender  document  - Bidding Data Sheet.  It is  observed that in the tender  the subject  matter of  this request  for  review, no such   customization  was done.  It is  further observed  that the criteria  for technical  evaluation  would  ordinarily  result in the award of scores  to bidders and those  who meet the  minimum  score  are allowed to proceed  to the financial  evaluation  stage.  In the  tender subject  matter of  this request   for review, the Board  notes  that there  was neither  scoring  of bidders  at the technical evaluation stage nor  an  indication of the  threshold   mark to be attained  by a  bidder  in order  for the bidder to proceed to the  financial  evaluation stage.”[Emphasis added].

116. From the above  observation and finding  by the Review Board’s  decision of  1st December  2016,  no doubt, there  was no  technical evaluation and  or scoring  of the bidders and therefore  the  question is whether  the Review Board  had the power to reevaluate  the bids  and  award the tender  to the interested  party, having observed that the tender documents  were devoid of  customization.

117. The answer to the above question is in the negative.  The  powers of the Review  Board under  Section  173   of the Act  are not  absolute and neither  do they include carrying out a technical evaluation and  scoring  of a  bidder to make sure that it qualifies for financial evaluation for  purposes  of awarding a   tender which   was from  the onset  too fatally defective and therefor void ab initio.

118. On the said  page 17 of  its  decision, the Review Board  agreed with the interested party’s ground of its request that the  Procuring Entity tender document lacked a criteria  for  technical and  financial  evaluation of the bids  and called  for  termination of the tender and commencement of a new procurement  process.

119. The Review Board  stated:

“ It may be  as well be  that the  tender  document  lacked  a criteria  for technical  and financial  evaluation of the bids  but the Board’s  view  is that it is  too late  in the day to raise that  issue for  the singular  reason  that the process has run its  course  and letters  of notification have been issue to both  the successful and unsuccessful  bidders who participated  in the  process without a complaint concerning the architecture of the  document.

120. At page 23  the  Review Board  nonetheless  observes that “there appeared to have been lack of expert guidance of an experienced  procurement  professional in the entire process  starting  with the preparation of the tender document through to the entire  evaluation process. That the evidently  cavalier  attitude  of the Procuring  Entity  erodes  confidence in public procurement and ought not to go unpunished.”

121. From the above serious observations by the Review Board, clearly, albeit the  Board had earlier on justified its decision of not finding the tender documents to be defective, it acknowledges that the entire  procurement  process was  unprofessional  and erodes  public confidence  in public procurement processes.

122. Surprisingly, the Review Board went ahead to consider the  financial evaluation without any scores for  technical  evaluation and  based  on the fact that the  interested  party submitted  the lowest  priced bid, the Review Board awarded  the  tender to the interested party.

123. In my humble view, there  is no  difference between the  Review Board and the Procuring Entity  in their  approach  to this  whole issue.  The Review  Board  did not  just  substitute its decision for the decision of the Procuring Entity.  It  went ahead to place itself in the position of the evaluation committee, ensured that the interested party had qualified in technical evaluation  where  the evaluation committee  was unable  to find such  qualification and  awarded  the  tender as  if the Review Board itself was the tender  committee.

124. In Republic  vs  Public Procurement Administrative  and Review Board & 2 Others Exparte CPNC North East  Refining  and Chemical Engineering Company Ltd/ Pride  Enterprises, the  court stated:

“ The Board  may have  indeed  found a shortcoming   in the definition of an EOM  provided by the Procuring Entity.  We  are of the  view that  in order to  achieve  a transparent  system  of procurement as required under Article 227 of the Constitution, it is important  that  procuring entities  should set  out to achieve a certain measure of precision in their language  in the tender  documents  and not leave  important  matters  for  speculation and conjunctive as  was the case in this matter……if  indeed the  Review Board  had found that there  was  a problem  with the  tender document, it ought  to have asked  the Procuring Entity  to retender.  You cannot use  a  faulty tender document  to award  a tender. The Review  Board   exceeded  its authority  by purporting to read its  own words  in the tender document.  If the tender  document  was defective, then the only order that was  available  to the Board  was to direct  the Procuring  Entity  to commence  the tender  process  afresh.”

125. Iam in agreement with the above decision and add that although  in this  case the Review Board  claims that  the issue of defective tender documents was a foregone conclusion  in JR  83/2016, I disagree  to the extent  that it is the same  defective tender documents devoid of technical criteria  and  financial  criteria that  was  before the Procuring Entity  during reevaluation of the  tender on orders of the Review Board in the first request for review which the procuring entity was being penalized for failing to adhere to.

126. From the  above observations, clearly, albeit the  Review Board  had earlier  on justified  its decision of not finding  the  tender documents  to be defective  and therefore  the Review Board  had the power  at that stage  to refer the  tender  back to the Procuring  Entity with directions  to amend  the tender  documents to cure  such vagueness, the Review Board did not.  Accordingly, I find  that it  was  unlawful  for the Review Board  to purport  to interfere with the tender after finding  that the tender  document  lacked  technical   evaluation  criteria duly  customized, and  yet  proceeded  to  award  the tender  to the interested  party  herein.

127. In my view, no reasonable, rational Review Board could have made such an erroneous decision. I find the Review Board’s decision of 1st December, 2016 to be Wednesbury unreasonable.

128. Albeit  the Review Board  argued  that its decision  was soundly  grounded  on Section  173  of the Act, my humble view  is that  the  power of the Board to substitute  its decision with that of the  Procuring Entity is limited to  what the  Procuring  Entity   was lawfully permitted to undertake both substantively and  procedurally.

129. In my humble view, the Review Board having  in essence  faulted  the  entire  procurement  process  conducted  by the Procuring Entity, upon setting  aside/ annulling the  award that  was  initially made in favour of  the  exparte  applicant, the Review Board should have ordered for amendment to the tender documents and a reevaluation of those  bids based on  the amended  tender  documents.  The Review Board could  not properly  take over the  role of the  Procuring Entity’s Evaluation  Committee to  evaluate  the  bids and subsequently make an award  in favour of the interested  party.

130. This is  a case where this court  finds that  the  Review Board  operated outside its jurisdiction by expanding the jurisdiction through  administrative  craft  or innovation by interpreting  the  tender defective document  in favour of the interested party.

131. This is not  acceptable  ( see Republic vs Public Procurement   Administrative and  Review Board  and  2 Others  exparte  Numerical  Machining  Complex  Ltd [2016]  e KLR.

132. In addition, Regulation 50 of the Public Procurement and Disposal  Regulations, 2006  states:

“Upon completion of the Technical Evaluation under Regulation 49, the Evaluation committee shall conduct a financial evaluation and  comparison  to determine  the  evaluated  price of  each tender”

133. It follows that without undertaking a technical  evaluation, as was in this case, the Review Board  could not  undertake  a  financial  bid or  even  direct  the  Procuring Entity  to undertake  a financial  bid in the  absence of  a  technical evaluation   of the  bids.

134. A clarification of the tender  documents  can only be  sought where there  is conflicting  information in the tender  documents  and not where  there is not criteria  or at  all customized  for the  particular  tender.

135. The other  important  question  relates to the  Review Board’s  decision  to recall its decision in  No. 83/2016  on costs and in making an  order condemning the  Procuring Entity  to pay costs to the  interested  party.

136. In my humble view, the  Review Board  having ordered  in  Review Case  No. 83/2016 that each  party bear  their own  costs  could not  on its own motion review its earlier decision and   order for  payment  of costs.

137. The Review Board in doing so sat on appeal of its own decision. Albeit  the Review Board  was unhappy  with the  conduct   of the Procuring  Entity in the whole  procurement  process  and so  is this court, the Review Board could not  punish  the  Procuring Entity  in the subsequent  Review Application by slapping  it with  costs which had not  been  awarded  in the earlier case.  There  was  no application  for review of the order  on costs  in case No 83/2016 and therefore this court  finds that  it  was  unreasonable  and  irrational for  the  Review Board  to  recall its orders on costs  in a matter which had been  concluded.

136. The exparte applicant urged  this court to prohibit the 2nd respondent  Procuring  Entity  from  acting  upon the  decision made  by the 1st respondent  on  1st December 2016  and  or signing  any contract  with any  person or entity  other than  the applicant  in respect  to the  tender in  question.

139. This court having found that   the decision made by the Review Board on 1st December 2016 is unsustainable, the appropriate remedy is certiorari. And as there is nothing left to be prohibited since the purported contract signed between the Procuring Entity and interested party has been found to be unlawful, null and void, nothing is left to be prohibited.

140. Furthermore the  prayer for  prohibition has  a veiled  prayer  for mandamus in the second part, urging this court to  direct signing  of a contract with the applicant  in respect  of the subject  tender.

141. Having found that the entire procurement process was a sham, I would not sanitize an illegal process. I decline to grant prohibition which is coupled with the veiled  mandamus which latter, nonetheless  is not  sought in these proceedings,  and  even if  it  was, it is not available  to the exparte applicant  as there  can  be no duty  to sign  a contract  which  is founded on defective tender documents and tainted  with material illegalities.

142. In the end, I  issue an order of Certiorari removing to this court for the purposes of being quashed the decision of the Public Procurement   Administrative  Review Board  made on the 1st  December, 2016  in Application No. 94/2016  of  10th November  2016.

143. The prayer for prohibition veiled as mandamus is declined.

144. The applicant is at liberty to retender afresh, in accordance with the law as espoused in the Act and 2006 Regulations.

145. I order that each party bear their own costs of these proceeding, having   quashed the decision of the Review Board.

Dated, signed and delivered in open court at Nairobi this 7th day of November, 2017.

R.E. ABURILI

JUDGE

In the presence of:

Mr Omino h/b for Mr Masika for the exparte applicant

Mr Masese for the Interested Party

N/A for the Respondents