
Trust, Transparency, and Ethical Governance in Public-Public Cooperation (PPC) Structures
A Statement from AFII Group
Introduction: Trust Before Transaction
At AFII Group, we believe that in public infrastructure, trust is the foundation, not the by-product. Governments today need credible, aligned, and transparent partners to structure and co-finance complex infrastructure initiatives without compromising public control, regulatory integrity, or future flexibility. This belief is what shapes our Public-Public Cooperation (PPC) model.
As a group deeply engaged in emerging-market infrastructure and international G2G partnerships, we understand the skepticism that can arise from private-sector involvement in public projects. We address that skepticism directly—not defensively, but structurally.
This page outlines our ethical, operational, and financial safeguards to proactively answer the questions that responsible governments, development banks, and oversight agencies rightly ask.
1. AFII’s Role in PPC: Not a Contractor, Not a Controller
AFII is a strategic integrator and institutional investor, not an EPC firm, vendor, or contracting agent. This distinction is critical. We do not undertake construction. We do not own procurement vehicles. We do not profit from supply chains. This eliminates a primary source of conflict of interest.
Instead, AFII leads the structuring of the PPC framework—helping governments design, fund, and implement projects through a Joint Project Company (JPC), which is majority-owned by the host government.
Our role is akin to that of a co-architect, helping you build, not own, your house.
2. Separation of Roles: Structuring vs. Investment
We maintain a strict division between AFII’s role as a structuring advisor and its role as a capital partner. Structuring tasks—including project design, partnership onboarding, and early-stage coordination—are either:
- Commissioned by the host government/JPC, or
- Conducted at AFII’s own cost during pre-investment stages.
Separately, AFII Ventures (our investment arm) may participate as a minority equity investor. This equity participation is governed by independently negotiated terms, and is always subordinate to the public sector’s governance.
3. Joint Project Company (JPC): Governance Matters
The JPC is the project’s institutional vehicle. It is:
- Majority-owned by the host government (or designated public entity).
- Governed by a board with public sector majority and veto rights.
- Audited, regulated, and publicly accountable.
AFII’s participation does not result in governance control or policy influence. We bring in structured capital, not political leverage.
4. Transparency in Partner and Contractor Selection
All partners, suppliers, and contractors involved in the PPC project are selected through untied, transparent, and internationally competitive procurement.
AFII may assist in prequalification or benchmarking, but does not nominate preferred vendors or restrict national choices. This ensures that local contractors, international EPCs, and innovative vendors can all compete on equal footing.
5. Revenue Sharing and Investment Returns: Aligned and Limited
AFII earns through:
- A minor (and often deferred) structuring fee if applicable.
- Dividends from its minority equity participation, based on project performance.
- A capital exit at a pre-agreed valuation formula, post-COD (typically 1-3 years).
We do not:
- Claim back-door returns via procurement markups.
- Seek special rights over operational revenue.
- Demand internal rates of return that make public service unaffordable.
Returns are capped to align with infrastructure-grade expectations, not venture capital terms.
6. Exit is Built In
AFII does not invest permanently. Our investment is ring-fenced with a clearly documented exit strategy:
- Buyback option by the state or state-nominated entity.
- Secondary sale to institutional investors or pension funds.
- Public exit via capital markets (in the case of listed infra platforms).
This allows governments to reclaim full capital ownership over time while benefiting from AFII’s early-stage capital and structuring support.
7. Use of Public Assets and Land: Transparent Valorization
In many PPC structures, part of the funding comes from real estate and land value capture. Here, too, we operate with discipline:
- Public land remains in public ownership.
- Development rights, if granted to the JPC, are time-bound, purpose-bound, and transparently auctioned.
- Revenues from land-based commercial activities are allocated to repay project debt or reinvest in public services.
We do not seek exclusive rights or long-term control of public land.
8. Auditability and Oversight
All PPC projects led by AFII are designed to be fully auditable, with:
- Open-book accounting at the JPC level.
- Independent statutory audits.
- Donor and MLDB access (where applicable).
- Periodic public disclosures as per national rules.
We welcome third-party scrutiny and encourage multilateral development banks to co-monitor financial flows.
9. Geographic Discretion and Sovereign Protocol
We do not publish the names of countries where discussions are underway unless formally authorised by the counterpart government. This protects diplomatic sensitivity and allows structured negotiations to proceed in confidence.
Once agreements are signed, we are proud to showcase our public-sector partnerships.
10. Why This Matters
Our PPC framework was built not to replace PPPs, but to correct their limitations: opaque returns, unbalanced risk, and short-term profit motives.
Instead, PPC with AFII offers:
- Strategic capital with public-first safeguards.
- Infrastructure-grade returns without financial engineering.
- A clear roadmap from concept to handover.
For governments, it means control without isolation.
For citizens, it means better infrastructure without inflated tariffs.
For partners, it means growth with credibility.
For further clarification or to initiate a government-level dialogue:
Email: governance@afiicapital.com
Visit: www.afiicapital.com/trust