UNIVERSITY OF LJUBLJANA FACULTY OF LAW
THE APPLICATIVE CROATIAN MODEL OF CONCESSIONS FOR MANAGING AIRPORTS WITH COMPARATIVE ANALYSIS
Thesis
Melita Milenković, LL.M.
Mentor: prof. Rajko Pirnat, PhD
Co-mentor: assoc. prof. Goran Vojković, PhD
Lector: Tatjana Lekić, MA in English Language and Literature and LL.M.
Ljubljana, May 2021
Table of Contents
1. INTRODUCTION 1
1.1. General description of the thesis – the reasoning behind writing a thesis on
concession models 1
1.2. Historical view of development of concessions and difficulties occurring in practice 12
1.3. Review of all Croatian legal acts to date 16
1.4. Settings and scientific methods in the preparation of the thesis 20
1.5. Airport ownership – airport governance system 22
1.6. The thesis structure 24
1.7. CONCESSION REGIMES – in principle 25
2. ANALYSIS OF CURRENT EVENTS PRIOR TO DIRECTIVE 2014/23 28
2.1. Regulations overview (de lege lata) 28
2.1.1. Public Service Obligation 38
2.1.2. Environmental impact 39
2.1.3. Deficiency of Low-cost carriers due to non-compliance of airport regulated fees
at the Zagreb Airport 40
2.1.4. Concessions Directive 42
2.2. Croatian example of Zagreb Airport – MZLZ 43
3. THE CURRENT STATUS OF CONCESSION REGIMES IN THE REPUBLIC OF
CROATIA AND THE EU 53
3.1. REGULATIONS OVERVIEW (DE LEGE LATA) 53
3.2. CONCESSION AS A LEGAL INSTITUTE IN THE EU DIRECTIVES 56 3.3. CROATIAN CONCESSION ACT - PRESENTATION OF POSITIVE/NEGATIVE
ELEMENTS OF CROATIAN LEGISLATIVE FRAMEWORK 58
3.3.1. Areas of application of the law 59
3.3.2. Act on Strategic Investment Projects 60
3.4. Preparatory actions for awarding concessions 62
3.4.1. Tender process and the award criteria 65
3.4.2. Conditions for exclusion of potential tenderer 66
3.4.3. Tenderer's ability conditions 69
3.5. Approach of the 2014 Concessions Directive 72
3.5.1. Combating corruption and preventing conflicts of interest 74 3.5.2. Criteria for selecting the best offer under the Concessions Act 75 3.5.3. Selection criteria for the most economically advantageous tender 77 3.5.4. The necessity for significant changes to the concession contract? 80 4. CASE LAW – FROM THE VIEW OF THE EUROPEAN COURT OF JUSTICE 83 4.1. The most influential concession cases, PPP cases and public procurement cases 83 4.2. Differences between selection criteria and award criteria 110 4.3. Summary of approaches and decisions of the European Court of Justice 112
5. ANALYSIS OF THE FUTURE LAW – THE LEGE FERENDA 114
5.1. The major airport roles and their comparison to ports 114
5.2. The airport city – Aerotropolis 121
5.2.1. The rise of airport cities 123
5.2.2. Implementation of successful airport city/Aerotropolis into Croatian legal system 129
5.3. Proposal and implementation of airport activities in the Airports Act 133 5.4. Implementation of the integrated air transport in Croatia 138
5.5. Hypothesis of the thesis 142
6. COMPARATIVE ANALYSIS ON MODELS OF AIRPORTS IN TERMS OF
GEOGRAPHICAL AND OTHER FUNCTIONAL DIFFERENCES 144
6.1. Comparative examples of three (3) different kinds of of the EU airports governance 144
6.2. Flughafen Zürich AG 150
6.3. Birmingham International Airport – United Kingdom 154
6.4. Tallinn Airport – Estonia 157
6.5. What are the main airport efficiency factors? 160
7. THE AVIATION INDUSTRY AND CORONAVIRUS 163
7.1. How COVID-19 affected the EU and Croatia? 163
7.2. Clausula rebus sic stantibus – in the concession contract for the construction of the
‘’Franjo Tuđman’’ airport and how can the concession provider act in circumstances of
force majeure 170
8. RESEARCH RESULTS - DE LEGE FERENDA 178
9. CONCLUSION 180
10. REFERENCES 186
1
1. INTRODUCTION
1.1. General description of the thesis – the reasoning behind writing a thesis on concession models
This thesis will deal with issues of concessions, concession regimes, and ways of awarding concession contracts to both public and private persons. During this thesis, the author will try to point out problems of concession contracts, their implementation and maintenance, and to arrange a new concession model, that is, a concession model that will be compatible with the EU legal framework.
The reason for writing this thesis is to clarify an area that plays a key role in the development of Member States, and the lack of rules (administrative and judicial judgments) in the field of airport concessions, especially in the Republic of Croatia.
The lack of administrative and judicial practice has created legal uncertainty in the provision of services and caused disturbances in the EU internal market. With the financial crisis that occurred in the EU in the summer of 2007, whereas the crisis in the Republic of Croatia occurred not until 2009, a new model of concessions and public- private partnership was urgently needed.
This prompted the European Commission to adopt the Impact Assessment of an Initiative of Concessions, on 20th December 2011, including a Proposal for a Directive of the European Parliament and of the Council on the award of concession contracts.
Concession Directive 2014/23/EU was adopted two (2) years after the Proposal for a Directive of the European Parliament and the Council on the award of concession contracts, and all the Member States had to accept it by 2016, but Croatia was an additional year late with its Act and the Act was not passed until 2017. (The following is a graphic presentation.)
2
Table 1 Timetable of regulations on concessions in the EU
Focus is also placed on airports as goods of special interest1 to the Republic of Croatia.2 [In Croatian: dobro od interesa za Republiku Hrvatsku]3 (further: Croatia). The law regulates the right of owners and right holders (concessionaires) in using and exploiting resources of interest to Croatia as well as compensation and the strict use of such resources. Bolanča analyses the following constitutional provision: ''According to Article 52, paragraph 1 of the Croatian Constitution, sea, seacoast and islands, waters, airspace, mineral and other natural resources are directly declared as resources of interest to Croatia. Moreover, this constitutional norm gives the law freedom to declare ’land, forests, flora and fauna, other parts of nature, real estate and
1 M. Gačić, English - Croatian Dictionary of Law and International and Business Relations, Školska Knjiga, 2010
2 According to the Constitution of The Republic of Croatia [In Croatian: Ustav Republike Hrvatske, Narodne Novine NN 56/90, 135/97, 113/00, 28/01, 76/10 and 5/14], as of 15 January 2014 Consolidated text, Official Gazette Nos 56/90, 135/97, 113/00, 28/01, 76/10 and 5/14 (Edited and translated by the Constitutional Court of the Republic of Croatia); Article 52 The sea, seashore, islands, waters, air space, mineral resources, and other natural resources, as well as land, forests, flora and fauna, other components of the natural environment, real estate and items of particular cultural, historical, economic or ecological significance which are specified by law to be of interest to the Republic of Croatia shall enjoy its special protection.
[OG 135/97, Art. 6, 15 December 1997] The manner in which any resources of interest to the Republic of Croatia may be used and exploited by holders of rights there to and by their owners, as well as compensation for any restrictions as may be imposed thereon, shall be regulated by law. [OG 135/97, Art. 6, 15 December 1997]
3 Act on airports [In Croatian: Zakon o zračnim lukama, Narodne Novine NN 19/98, 14/11, 78/15], Official Gazette Nos NN 19/98, 14/11, 78/15, Article 2. Point (2) The airport is a resource of interest to the Republic of Croatia.
3 things of personal cultural, historical, economic and ecological significance’ as resources of interest.4 However, the Constitution does not define the essence of the term "resource of interest to Croatia", meaning that the constitutional norm is to be interpreted in the context of appropriate statutory provisions.
According to the Article 3, paragraph 3 of the Concession Act, a concession contract for the economic use of common or any other type of goods is a written administrative contract regulating the economic use of common or any other type of goods determined by law to be of interest to Croatia and not constituting works as referred to in paragraph 4, i.e., the provision and management of services referred to in paragraph 5 of the same article.
Moreover, Croatian Act on Airports No 78/15, in its Article 1, paragraph 2 states:
‘’Airport is a resource of interest to the Republic of Croatia.’’
The reason for such a definition is that the special protection of the Republic of Croatia often means that resources that are under such protection are managed in a particular way: ''Resources of interest to the Republic of Croatia are placed under a special legal regime through which their special protection will be realized.
Namely, ‘the law determines the manner in which resources of interest to the Republic of Croatia may be used and exploited by the holders of rights and the owners ...’ (52/2 of the Constitution of the Republic of Croatia).
It means that for certain types of real estate and items of particular cultural, historical, economic or ecological significance that have been specified by law to be of interest to the Republic of Croatia, the law determines special rules for their use and protection.5 Such special arrangements will, as a rule, be of a public-law nature. When a special legal regulation is established concerning things to which the general property law regulation is otherwise applied, the norms of that special law regulation shall be applied with regard to those things, and only in the alternative (subsidiary) general rules of ownership law.6
4 D. Bolanča, Maritime Law, (selected topics) [In Croatian: Pomorsko pravo, (odabrane teme)], University of Split, Faculty of Law, 1999, Split, op. cit., p. 7
5 THE CONSTITUTION OF THE REPUBLIC OF CROATIA, [In Croatian: Ustav Republike Hrvatske], Consolidated text, Official Gazette Nos 56/90, 135/97, 113/00, 28/01, 76/10 and 5/14 (Edited and translated by the Constitutional Court of the Republic of Croatia), Art. 52
6 N., Gavella et al, Property Law, op. cit., (note 143), [In Croatian: Stvarno pravo], Informator, Zagreb 1998, p. 58
4 When legally prescribing a special legal regulation of goods of special interest, it is undoubtedly necessary to check in detail that no collisions occur, and in case a collision of different regulations or competencies can be expected, provide methods for quick and efficient solution of such problems.
Also, when drafting de lege ferenda solution, it wouldn’t be exaggerating to declare certain goods as properties of special interest to the Republic of Croatia.
The legal system of the Republic of Croatia is familiar with the category of common goods.7
Thus, the Act on Ownership and Other Real Rights in Article 3, paragraph 2 stipulates that those parts of nature which in view of their characteristics cannot be in control of any natural person or legal entity individually, but are used by all, such as air and water in rivers, lakes and sea, as well as the seashore (common things), do not have the capacity of being the subject matter of the right of ownership or other real rights.
Moreover, this determination of the common good/thing derives from Roman law.
Justinian's institutions’ state:
‘’Et quidem naturali iure communia sunt omnium haec: aer et aqua profluens et mare et per hoc litora maris, nemo igitur ad litus maris accedere prohibetur, dum tamen villis et monumentis et aedificiis abstineat, quia non sunt iuris gentium, sicut et mare.’’8
Vojković states that the goods mentioned in Article 3, paragraph 2 of the Act on Ownership and Other Real Rights, such as: ‘’air and water in rivers, lakes and sea, as well as the seashore’’, are listed by almost the same stylization in the first part of Art.
52, para.1. of the Constitution of the Republic of Croatia, ‘’sea, seashore and islands, waters, airspace'' - therefore, they represent the goods for which the law stipulates that they are of special interest to the Republic of Croatia and have its special protection.
7 See: D., Bolanča, op. cit. (note 6), Concessions for performing port activities in seaports open to public traffic, Proceedings of the Faculty of Law in Split, (51-529, Split, 1998, pp. 16-17,
8 By natural law, these common goods belong to all people: air, running water, the sea and therefore the coast, and no one is forbidden to enter the coast, understandable if one does not touch the houses, monuments and buildings that do not fall under the principles of common law, Justinian, Institutiones, II, 1.1., (translation: Ante Romac), Library Latina et Graeca, Zagreb, 1994
5 However, this does not mean that there is a sign of equality between general goods and goods of interest to the Republic of Croatia. 9
Based on all the above, it can be concluded that all general goods are also goods of interest to the Republic of Croatia and have its special protection, but goods of interest that have the special protection of the Republic of Croatia are also many other goods and things that do not fall under the category of general goods.
Concessions are a successful way of entrusting public services, entrusting public works to private persons, and attracting foreign capital in the modern states of Europe and the rest of the world. Concession regimes allow the involvement of private investors and their financial resources to achieve public benefits, accelerate the construction of public infrastructure facilities, liberate the state and local and regional self-government since they wouldn’t be able to carry out these projects from the budget. By entrusting public affairs to the private sector, concessions have become the basic model of performing public services, especially in the field of energy, transport and other social activities.
In this way, states and local and regional self-governments are freed from activities entrusted to private investors, activities that a priori enter the sphere of private rather than public initiatives, thus exposing them to lower financial risks, retaining the right to supervise the objects of public interest. 10 Concessions allow the construction of large infrastructure projects by private investors so that funds from the state budget can be used differently. The concession also enables a better balance in the exchange of goods and services, and by using new technologies they increase the productivity of work processes, contribute to higher exports of products and thus contribute to the economic development of the country.
In order to understand this legal institute entirely, it is necessary to determine the characteristics of concessions, that is, all that they have in common and what interconnects them. Such characteristics are essential features of the concessions and the lack of which can completely call into question the nature of a particular legal relationship of concession. These characteristics certainly include the administrative and legal nature of the concession relationship, the subjects of the concession
9 G., Vojković, Inland Ports, [In Croatian: Luke unutarnjih voda], Hydrographic Institute of the Republic of Croatia, Split 2007, p. 42
10 D., Đerđa, The Concession Agreement, [In Croatian: Ugovor o koncesiji], Hrvatska Javna Uprava, 2006, no. 3, pp. 85-120, p. 86
6 relationship and their specific legal status, the object of the concession, the concession fee, the time conditionality of the concession and its principle of revocation. Such a relationship is based on an act of concession and a concession contract concluded on the basis of such an act by which the parties then regulate their mutual relations.11
One of the characteristics of concession refers to the subject of the concession, and the subject of concession can be the performance of any public services or the use of natural resources and goods in general use.12 As mentioned in the Directive 2014/23/EU of the European Parliament and of the Council of 26 February 2014 on the award of concession contracts, in Article 5.13
Another important characteristic of the concession is that it is charging bilateral agreement, that is, the concessionaire pays the concession provider the concession fee, and the amount of the concession fee was decided by the concession provider, also reflecting the subordination of the concessionaire to the concession provider in this legal relationship.14 One of the special characteristics of concessions is the possibility for the concession provider to unilaterally change some of the conditions of the concession, and in cases that are justified, even revoke the concession. The aforementioned is possible in cases mentioned in the Maritime Domain and Seaports Act (NN 98/19), in the article 29 as follows:’’The concession provider may revoke the concession at any time entirely or partially when required by the interest of Croatia determined by the Croatian Parliament.’’ The possibility of revoking awarded
11 D., Đerđa, Đerđa, op. cit. note 32, p. 57. The author notes that the proposal of the Concessions Act stipulates that the concession contract is an administrative contract, which especially strengthens the authoritative position of the concession provider in this contractual relationship
12 D., Đerđa, op. cit., note 33, pp. 62-70
13 Directive 2014/23/EU of the European Parliament and of the Council of 26 February 2014 on the award of concession contracts, Art. 5. For the purposes of this Directive the following definitions apply: (1) ‘concessions’ means works or services concessions, as defined in points (a) and (b): (a) ‘works concession’ means a contract for pecuniary interest concluded in writing by means of which one or more contracting authorities or contracting entities entrust the execution of works to one or more economic operators the consideration for which consists either solely in the right to exploit the works that are the subject of the contract or in that right together with payment; (b) ‘services concession’ means a contract for pecuniary interest concluded in writing by means of which one or more contracting authorities or contracting entities entrust the provision and the management of services other than the execution of works referred to in point (a) to one or more economic operators, the consideration of which consists either solely in the right to exploit the services that are the subject of the contract or in that right together with payment.
14 M., Šikić, F., Staničić, op. cit. note. 27, p. 423.
7 concession by the concession provider is one of the broadest powers available to public bodies in the concession relationship.
Irrespective of the proper and lawful performance of the concession activities, concessionaires may be deprived of the concession for the protection of public interest if so decided by the concession provider.15
Apart from being very convenient means of attracting foreign capital, concessions are also the means of entrusting the conduct of public affairs to private legal persons and to natural persons. According to Đerđa, concessions are a legal institute that can now be seen in the legal systems of a large number of countries of the world, regardless of the continent and regardless of their level of development.16
EU procurement law is set out in four principal directives, namely the 2014 Concession Contracts Directive 2014/23/EU17, the 2014 Public Sector Directive 2014/24/EU18, the 2014 Utilities Contracts Directive 2014/25/EU19, (together known as 'the 2014 Procurement Directives’), and the Defence and Security Procurement Directive20, which will not be a matter of interest for this thesis. Additionally, rules on remedies for breach of these four principal directives are set out, in respect of the 2014 Procurement Directives21, in the Public Sector Remedies Directive22 and the Utilities Remedies Directive23 and, for defence, are written in the Defence and Security Procurement Directive. In this chapter, 'the Directives' means all six of these
15 S., Petrić, Liability for non-compliance with the concession agreement relating to the use of public goods, [In Croatian: Odgovornost za nepoštivanje koncesijskog ugovora koji se odnosi na korištenje javnih dobara], Proceedings of the Faculty of Law in Split, no. 1, 2009., p. 108.
16 D., Đerđa, Concessions in European Union law, [In Croatian: Koncesije u pravu Europske unije], https://www.pomorskodobro.com/gost-dario-djerdja.html, Professional portal of maritime domain, (Retrieved 6 of November 2020)
17 OJ L 94, 28.3.2014, p. 1–64
18 OJ L 94, 28.3.2014, p. 65–242
19 OJ L 94, 28.3.2014, p. 243–374
20 OJ L 216, 20.8.2009, p. 76–136
21 Directive 2014/23/EU of the European Parliament and of the Council of 26 February 2014 on the award of concession contracts; Directive 2014/24/EU of the European Parliament and of the Council of 26 February 2014 on public procurement, and repealing Directive 2004/18/EC;
Directive 2014/25/EU of the European Parliament and of the Council of 26 February 2014 on procurement by entities operating in the water, energy, transport and postal services sectors and repealing Directive 2004/17/EC.
22 OJ L 395, 30.12.1989, p. 33–35
23 OJ L 76, 23.3.1992, p. 14–20, (Council Directive 92/13/EEC of 25 February 1992 coordinating the laws, regulations and administrative provisions relating to the application of Community rules on the procurement procedures of entities operating in the water, energy, transport and telecommunications sectors)
8 procurement directives.24 By which Member States were given until 18 April 2016 to transpose the 2014 Procurement Directives into national law.
New directives have been adopted due to the fact that 2004 Public Procurement Directives25 only partially covered concessions and the absence of clear EU rules led to legal uncertainty and obstacles to the free provision of services. It also caused distortions to the functioning of the internal market, such as the direct award of contracts without transparency or competition. This process risked national favouritism, fraud and corruption. This absence of proper regulation generated economic inefficiency and had a negative impact on getting the best value for public money. In response, Directive 2014/23/EU on the award of concession contracts was adopted on 26 of February 2014 EU countries had to transpose this directive into their national legislation by 18 April 2016. 26
The new directive creates a stable legal framework for public authorities and economic operators to ensure non-discrimination and fair access to markets and EU- wide competition for high-value concessions. It gives the most efficient providers a fair chance of winning contracts by proposing the best offers. The Directive:
● facilitates new investments
● promotes a quicker return to sustainable economic growth
● contributes to innovation and the long-term development of infrastructure and services
More importantly, at the end of 2012 Croatia adopted a new legal framework for awarding concessions based on the Draft Directive on the award of concession contracts from 2011. Since the Directive 2014/23EU on the award of concession contracts27 (further: Concessions Directive) was adopted in February 2014, with an implementation period of two years (but in fact very close to the Proposal for a Directive from 2011), defines both works and services concessions, and relies on CJEU case law. Croatia, therefore, is a very interesting example of the implementation of the new
24 Directives 2014/24/EU, 2014/25/EU, 2014/23/EU and 2009/81/EC, respectively, https://thelawreviews.co.uk/edition/the-government-procurement-review-edition-
7/1193595/european-union, (Retrieved 26December 2019)
25 OJ L 134, 30.4.2004, p. 114–240, (No longer in force, date of end of validity: 18/04/2016)
26 European Commission, https://ec.europa.eu/growth/single-market/public- procurement/rules-implementation_en, (Retrieved 13 March 2020)
27 Directive 2014/23/EU of the European Parliament and of the Council of 26 February 2014 on the award of concession contracts (OJEU L 94, 28/03/2014)
9 concession model in practice, thereof an example that requires further consideration.
Moreover, Croatia was the first country in Europe that applied a new concession model completely, including its implementation through a public procurement procedure.28 As written by Vojković, Art. 1. of the Concession Act29 contains a provision, which sets out the principles, scope and legal concept of the concession today. This provision is contained in paragraph 7 and reads: "The issues that are not regulated by this Act shall apply correspondingly to specific laws and regulations governing public procurement."
This means that the Public Procurement Act30 and other regulations related to the public procurement procedure have become an integral part of the concession regimes in Croatia.31
Overriding principles of EU law32, referred to as the 'Treaty principles', have been developed by the Court of Justice of the European Union33 (further: CJEU) on the basis of freedoms in the EU Treaties. These principles include free movement of goods and services within the EU, freedom of establishment, non-discrimination on grounds of nationality, equal treatment, transparency, proportionality (i.e., fairness) and mutual recognition.34
After thirty (30) years, the European Commission finally managed to include concessionary regimes in the framework of its application of the European Public
28 G., Vojković, M., Milenković, Implementation of the New Directive 2014/23EU on the Award of Concession Contracts - Croatian Example, Presentation on the scientific conference: The Port and Maritime Sector: Key Developments and Challenges, Antwerp, Belgium, 2015
29 The Concessions Act NN143/12, Art. 1, para. 7, https://narodne- novine.nn.hr/clanci/sluzbeni/2012_12_143_3027.html, (Retrieved 8 of November 2020)
30 Public procurement Act NN120/16, https://www.zakon.hr/z/223/Zakon-o-javnoj-nabavi, (Retrieved 8 of November 2020)
31 G., Vojković, New legal framework of concessions in the Republic of Croatia, [In Croatian:
Novi pravni okvir koncesija u Republici Hrvatskoj], Zbornik radova Pravnog fakulteta u Splitu, god. 51, 1/2014., p. 135
32 ‘’The principle of European law overriding national law has actually been around since 1963, when it was decided that European law could not be applied in different ways in the Member States, without fundamentally undermining any chance of achieving the Treaty objectives.
Treaty objectives are agreed by the member governments when a new Treaty is being drafted.
The EU can only propose new laws to fulfil the completion of those Treaty objectives and should not come out with measures outside of that framework.’’ C., Bradley, Online posting. 6 November 2006, European Law Monitor, EU Law: Does European Law Override National Law?, https://www.europeanlawmonitor.org/eu-legal-principles/eu-law-does-european-law- override-national-law.html, (Retrieved 8 of November 2020)
33 The Court of Justice of European Union, (official website), https://curia.europa.eu/jcms/jcms/j_6/en/, (Retrieved 13 of March 2020)
34 The Law Reviews, https://thelawreviews.co.uk/edition/the-government-procurement-review- edition-7/1193595/european-union, (Retrieved 26 of December 2019)
10 Procurement Directives.35. The late inclusion of service concessions is due to the alignment with the altered amendments in the Public Sector Directive36 , which extended its scope of application in order to include public works concessions.37 Concessions Directive is also a preliminary stage in consolidation of the harmonization concessions contracts in a European legal framework.38 By 18 April 2016, EU countries had to transpose the three directives into the national law. There is some notable similarities with the legal rules of the Directive 2014/24 39 (further: Procurement Directive).
In this thesis, a critical analysis of the implementation of the Concessions Directive40, in the segment of airports and the award of airport service contracts will be presented.
In the past ten (10) years air traffic conditions have changed dramatically, consequently this dissertation will try to define which legal conditions are crucial for awarding of works concession and services concession. In the end, the dissertation would have to either confirm or reject the hypothesis with the need to revise Croatian legal framework in relation to the projection of the future market demand, and also with the view of the positive and the negative differences, compared with the EU legal framework.
The award of public works concessions was subject to the basic rules of Directive 2004/18/EC of the European Parliament and of the Council of 31 March 2004 (further:
Public Sector Directive)41, while awarding of services concessions with a cross-border
35 Directive 2014/24/EU on public procurement, Directive 2014/25/EU on procurement by entities operating in the water, energy, transport and postal services sectors, Directive 2014/23/EU on the award of concession contracts (Retrieved 17 of July 2019)
36 Directive 2004/18/EC of the European Parliament and of the Council of 31 March 2004 on the coordination of procedures for the award of public works contracts, public supply contracts and public service contracts, OJ L 134, 30.4.2004, p. 114–240, (no longer in force)
37 According to Article 56 of the Directive 2004/18/EC shall apply to all public works concession contracts concluded by the contracting authorities where the value of the contracts is equal to or greater than EUR 6 242 000,
38 The award of works concessions was subject to a limited number of secondary law provisions, while service concessions were covered only by the general principles of the TFEU.
from the Proposal for a Directive of the European parliament and of the Council on the award of concession contracts /* COM/2011/0897 final - 2011/0437 (COD) */, https://eur- lex.europa.eu/legal-content/EN/TXT/HTML/?uri=CELEX:52011PC0897&from=EN, /
39 Directive 2014/24/EU of the European Parliament and of the Council of 26 February 2014 on public procurement and repealing Directive 2004/18/EC, OJ L 94, p. 65–242
40 Ibid.
41 Stated in the preamble (4) of Directive 2014/23/EU of the European Parliament and of the Council of 26 February 2014 on the award of concession contracts
11 interest is subject to the principles of the Treaty on the Functioning of the European Union (further: TFEU) 42. These are in particular, the principle of the free movement of goods, freedom of establishment and freedom to provide services, as well as the principles deriving therefrom, such as equal treatment, non-discrimination, mutual recognition, proportionality and transparency. Therefore, we should differentiate between awarding of works concessions and awarding of services concessions.
Since public service concessions at that time were outside the scope of public procurement regulations, and being related to the management of public services, contracting authorities needed a certain degree of flexibility to organize them due to their complexity. And even though the European Union has stated its neutrality on the management of public authorities it has acknowledged the importance of public private partnership (further: PPP) and the balancing formulas in order to preserve the public interest.43
However, in order to ensure equal treatment and transparency throughout the awarding process, it is appropriate to provide for basic guarantees as to the awarding process, including information on the nature and scope of the concession, limitation of the number of candidates, the dissemination of information to candidates and tenderers, and the availability of appropriate records.44
The Concessions Directive rationale stays with the unique nature of concessions while including long-term contracts involving substantial investments with significant economic risk and a high degree of insecurity. It is also possible to establish similarities with the Procurement Directive, which was established for public contracts. Although, it could easily be said that this is also absurd because it is precisely the argument which led to the harmonization of concessions and the need to draft a regulation that would deal with the special nature of public contracts. 45 It is foreseen that Concessions
42 Eur-Lex, Consolidated version of the Treaty on the Functioning of the European Union, OJ C 326, 26.10.2012, p. 47–390, In force, https://eur-lex.europa.eu/legal- content/EN/TXT/?uri=celex%3A12012E%2FTXT, (Retrieved 13 of March 2020)
43 P., Baquedano, et al., Service Concessions in the EU, A comparative study of the transposition of Directive 2014/23 on the award of concession contract into national law, Thomson Reuters, Editorial Aranzadi S.A.U., Pamplona, 2018, p. 33
44 Stated in the preamble (68) of Directive 2014/23/EU of the European Parliament and of the Council of 26 February 2014 on the award of concession contracts
45 P., Baquedano, et al., Service Concessions in the EUu, A comparative study of the transposition of Directive 2014/23 on the award of concession contract into national law, Thomson Reuters, Editorial Aranzadi S.A.U., Pamplona, 2018, p. 20
12 Directive has a broader scope, for it covers both preparation and implementation of concession contracts.
1.2. Historical view of development of concessions and difficulties occurring in practice
By introducing concessions in the legal system in 1990, Croatia has made a major step towards faster and more efficient economic development.46 At the beginning of 1990, the first Croatian Concessions Act (Official Gazette, 18/90) was adopted. That act was related to renewable natural resources and goods in general use and the exploitation of particular objects (a concession to non-renewable natural resources was awarded by the federal authorities).
In his paper on concession agreements47 Gorenc mentions that in Ex-Yugoslav legislation, until the Foreign Investments Act concessions were prohibited because, among other things, the state awarding the concession was considered dependent and undeveloped. Economic circumstances led the legislator to award concessions to foreign persons, but not under the name of concessions but under the Foreign Investment Act from 196748. In the Foreign Investment Act concessions were regulated as a special form of investment, but with all the characteristics that the concession institute was known for in the world at that time.
In 1991, when the aggression against Croatia occurred, and the war conditions intensified; the country became a warzone, and by the latter act (the first Croatian Concessions Act) no concession was awarded. The new Concessions Act (Official Gazette, 89/92.) was adopted during the late 1992. It was an extremely short Act – it contained only 10 articles. According to the Article no.1; there were two basic forms of concessions:
● the right to economical use of natural resources and other goods which are specified by the law to be of interest to the Republic of Croatia;
46 In 1990, as a republic Act in the former Socialist Republic of Croatia, the Concessions Act, Official Gazette No. 18/90. and 61/91.
47 V. Gorenc, K., I-Doolan, Concession agreement, [In Croatian: Ugovor o koncesiji], Acta Turistica, Vol. 1, No. 2, 1989, pp. 178-192, p. 185
48 Ibid. (The Foreign Investment Act recognized three types of concessions: concessions concerning the exploitation of renewable natural resources or goods in public use, concessions concerning non-renewable natural resources or goods in public use, and temporary concessions for the utilization of structures and plants (Build, Operate, Transfer i.e., project financing contract)), p. 187
13
● the right to perform activities of interest to the Republic of Croatia and the construction and use of buildings and facilities necessary for carrying out these activities.
The Article 1, para. 2 of the abovementioned Act stated that the concession cannot be awarded on forests and other goods determined by a special act. The same paragraph stipulated that a concession could be awarded to a domestic and foreign legal and natural person.
According to the Article 2 of the mentioned Act, the decision on the concession is given by the Croatian Parliament unless otherwise provided by a special act, and in accordance with Art. 3, the concession decision shall be given on the basis of a public bidding or public tender, or upon request, if determined by a special act.
The phrase ‘’ unless otherwise provided by a special act’’ is found in almost every article of the mentioned Concessions Act.49
What is to be considered as a concession in any country is regulated by the legislator, and although a large number of countries have this issue regulated by the law, legal definitions of concessions are not often encountered. Some European countries, such as Italy, 50 have no concessions acts, in the sense that the act as lex generalis would regulate this legal institute. The procedures and provisions on the prerequisites for the award of concessions are governed by separate acts, lex specialis, which is why a general normative definition of a concession cannot be found in those cases. Among the legislations that have a concession act as a general act, it is visible what is considered a concession in the relevant legal order - whether the definition is in explicit or implicit form. For example, Slovenian legislation adopted Certain Concession Contracts Act51 in 2019. This Act regulates certain concession
49 Borkovic writes about it: '' The application of many of its provisions (Concessions Act) is conditioned by the formulation - unless otherwise provided by a separate act. The legislature's approach to the subject of concession through such legal regulation may be a consequence of superficiality, but also of its orientation that the latter elaboration of the concession institute is made by special acts that regulate certain social areas in which concessions can be divided. ''
50Concessions Directive was transposed in the Italian legislation with D. lgs. n. 50/2016 which regulates only works and service concessions; for example, concessions for distribution of gas or the service of waste disposal or public works concessions such as right to build and manage roads or motorways. The Code also stipulated that to the service concessions only the principles of EU Treaty must apply.
51 Certain Concession Contracts Act, (Official Gazette of the Republic of Slovenia, No. 9/19) [In Slovenian: Zakon o nekaterih koncesijskih pogodbah, (Uradni list RS, št. 9/19)], (Retrieved 20 of November 2020)
14 contracts for works and concession contracts for services in accordance with Directive 2014/23/EU on the award of concession contracts. According to Article no. 2 of the Act
‘’concession under this Act means works concession52 and service concession53. In Croatian law, under the Concession Act (Official Gazette, 89/92) concession could not be awarded for forest goods and other goods determined by a special act.
The Concessions Act also stipulates that the concession can be awarded for the maximum duration period of ninety-nine 99 years.54 According to Živković ‘’The deadline of ninety-nine (99) years was probably chosen impromptu; like some of the world’s famous franchises were determined precisely in that period (for instance a concession for the construction of the Suez Canal), and without going further into the issue of the length of the concession’’. 55
This solution for concessions in Croatia resulted in each sectoral law almost completely redefining concessions, including the award of concessions, as well as complaints and appeals procedure, the decision of the concession, and the concession agreement. Sectoral laws thus prevailed over the Concessions Act (lex generalis), which, together with the existing fragmentation, caused chaos in the area of concessions, which could not be further developed nor controlled in terms of awarding of concession or monitoring the terms of payment of concession fees.56
This led to the development of twenty (20) different models of concessions in Croatia, each with its own procedures and conditions for awarding of concessions, and
52 Article 2. point 2. ‘’works concession’’ means a written contract for a fee entrusting one or more providers the execution of works to one or more economic operators, the compensation being only the right to use the works which are the subject of the contract or this together with payment, the operational risk in the implementation of the concession is transferred to the concessionaire.
53 Article 2, point 3. ‘’service concession’’ means a written contract for a fee entrusting one or more service providers with the provision and management of services, other than the performance of the works referred to in the previous point, to one or more economic operators, replacing only the right to use the services, and the operational risk in the implementation of the concession is transferred to the concessionaire.
54 Pursuant to the Concessions Act (Official Gazette 89/92), and with the exception of paragraph 1 of this Article, concessions may not be awarded to the following state-owned resources: to forest resources; and other resources determined by a special law. Concession may be awarded to domestic and foreign legal and natural persons. The concession can be awarded for a maximum period of 99 years. The interest of the Republic of Croatia referred to in paragraph 1 of this Article was determined by the House of Representatives of the Parliament of the Republic of Croatia.
55 M. Živković, Concessions Professional information for companies and other legal entities, [In Croatian: Koncesije. Stručne informacije za poduzeća i druge pravne osobe], 1993, pp. 75-77,
56 Transposed from the annual governmental report (Report of concessions in the Republic of Croatia, 2012), (Retrieved 18 of July 2019)
15 each with its own remedies. Also, the use of public-private partnership was practically impossible.
Croatia signed the Stabilization and Association Agreement with the European Communities in 2001, which entered into force in 2005.57 Alignment of Croatian legal framework was adjusted with the legal framework of the European Union, which affected the area of concessions. Completely inadequate legal regulation from 1992 was replaced by the new Concession’s Act from 2008 (Official Gazette 125/08). The Act of Adoption was one of the benchmarks for closing negotiations on Croatian accession to the European Union in Chapter 5 (scope of Public Procurement).
In this sense, the act had to adopt the provisions of the ‘’Acquis communautaire’’58 , which regulates the concession, and primarily Directive 2004/18/EC59 and 2004/17/EC60 and interpretive releases of the European Commission and the Council of Europe. Having satisfied the requirements of the ‘’Acquis’’ and having made an institutional framework as a prerequisite for effective implementation, followed by the adjustment of special regulations governing concessions by the Concessions Act, Croatia introduced significant changes in the system of concessions and established a single framework for the preparation, supervision, administration and implementation of the concession contract.
The Republic of Croatia took over ‘’Acquis’’ in 2008 for the field of concessions, observed by all the member states of the European Union, it proved to be ambiguous in a number of solutions and the obligations imposed. The result was a series of disputes brought before the CJEU related to the identification and differentia between cases from different European countries. The decisions of the CJEU clarified its position, including the European Commission’s opinion, with regard to clarifying the
57 http://www.mvep.hr/hr/hrvatska-i-europska-unija/hrvatska-i-europska-unija/proces- stabilizacije-i-pridruzivanja-/sporazum-o-stabilizaciji-i-pridruzivanju/), (Stabilisation and Association Process), (Retrieved 18of July 2019
58 Collins Dictionary, https://www.collinsdictionary.com/dictionary/english/acquis- communautaire, (Retrieved 18of July 2019)
59 Directive 2004/18/EC of the European Parliament and of the Council of 31 March 2004 on the coordination of procedures for the award of public works contracts, public supply contracts and public service contracts, OJ L 134, 30.4.2004, p. 114–240, (Retrieved 18 of July 2019)
60 Directive 2004/17/EC of the European Parliament and of the Council of 31 March 2004 coordinating the procurement procedures of entities operating in the water, energy, transport and postal services sectors, OJ L 134, 30.4.2004, p. 1–113, (Retrieved 18of July 2019)
16 underlying risks associated with the necessary concessions and in particular this type of contract in relation to traditional public contracts.
1.3. Review of all Croatian legal acts to date
Altogether, Croatia adopted five (5) acts which regulated the general legal regime of concessions, and adequately sought to respond to the particularities of the social, economic and political circumstances of the time in which they were adopted. By that time the model of awarding of concessions was ideologically unacceptable and there was no legal or other practice.
Numerous regulations have been enacted, repeatedly amended, establishing a concession regime for the use of various natural and other resources and performing a range of activities, e.g. for the use of maritime domain, exploitation of water and water resources, mineral resources, agricultural land, hunting rights, telecommunication services, use of radio frequencies and cable television services, construction and management of railway infrastructure, construction and management of motorways, gas distribution and construction of distribution system, performing various utilities (drinking water supply, sewerage and wastewater treatment, gas supply, heat supply, collection and removal of municipal waste, disposal of municipal waste, funeral services and performing chimney sweeps), for public health service and for organizing games of chance at casinos, bookmakers and slot machines clubs.61
At the end of 2008, concessions were regulated by the twenty (20) different acts and just as many by-laws – regulations and ordinances. At that period, 19 types of concessions were awarded and over 6800 concession contracts were concluded.
Great disregard for legal regulation, the dilemmas and difficulties in the process of awarding of concessions, the lack or, at least, insufficiently effective control over the awarding and use of concessions, and the need to align Croatian legislation with the Acquis, led to the adoption of at that time new Concessions Act from 2008.62
By this Act, all the key issues for concessions have been defined such as: the types and subject of concessions, designated bodies for the award of concession, the concessionaire, the obligation of the awarding authority to carry out important preparatory actions for initiating the concession awarding procedure, the procedure for
61 D. Medvedović, Novelties in the legal regulation of concessions (In Croatian: Novine u pravnom uređenju koncesija), p. 80, Zagreb, 2013
62 Concessions Act, [In Croatian: Zakon o koncesijama], NN125/08
17 selecting the future concessionaire, the concession contract itself and the manner in which the concession expires. Also, the legal protection was ensured (both administrative and judicial), as well as the content and technique of the concession policy, which included a register of concessions. 63
Soon followed the enactment of the laws which more or less interfered within the system of legal regime of concessions. In the year 2010 The Act on Administrative Disputes64 was passed, the system of judicial review of decisions of the State Commission for supervision of public procurement procedures in matters of awarding or revoking of concessions was significantly changed.
In 2011 Public Procurement Act65 was brought, which significantly changed the legal regime of public procurement as well as many public procurement institutes and procedures related to concessions by the Concessions Act from 2008. Inter alia, the system of remedies within the legal protection of participants in public procurement procedures was changed, and it was applied in procedures related to concessions.66 Parts of the Concessions Act from 2008 have been derogated.
Pursuant to the Article 187 of the Public Procurement Act from 2011, the provisions of the Article 16, paragraph 3, points a and b and paragraph 5 (on the procedure of awarding of concessions) have ceased to apply; also, the whole Part V - Special rules applicable to the concessionaires’ signatories of the public works concession contract whose total contract value exceeds HRK 36.000.000.00 without VAT, has ceased to apply. It is only by the provisions of the Concessions Act from 2011 (Part III, Articles 49 to 53) that public works concessions and works contracts have been fully regulated.
And then, in 2011, a new Act on the State Commission for the supervision of public procurement procedures67 was adopted, which directly reflected on the legal protection of participants in the procedures of awarding or revoking of concessions.68 All these incompletions led to the preparation of the new act on concessions. Therefore, in 2012,
63 Ibid.
64 The Act on Administrative Disputes, [In Croatian: Zakon o upravnim sporovima], NN20/10
65 Public Procurement Act, [In Croatian: Zakon o javnoj nabavi NN90/11]
66 D. Medvedović, M. Šikić, Legal Remedies in the Public Procurement Procedures, [In Croatian: O pravnim lijekovima u postupcima javne nabave], Proceedings of the 50th anniversary meeting of lawyers, Opatija 2012, pp. 257-311
67 Act on the State Commission for supervision of public procurement procedures, [In Croatian:
Zakon o državnoj komisiji za kontrolu postupaka javne nabave], NN18/13
68 D. Medvedović, Novelties in the legal regulation of concessions (In Croatian: Novine u pravnom uređenju koncesija), pp. 82-83, Zagreb, 2013
18 the proposal for a new Concessions Act69 was prepared by the Ministry of Finance and adopted by the Croatian Government. The act was passed shortly after, but its entry into force was delayed due to Croatia's accession to the EU. The novelty of the act is its comprehensiveness and the mention of EU acts, i.e., the Acquis Communautaire to which the provisions of the new act were allegedly aligned.
Historically, among others, these are the two directives that are no longer in force:
Directive 2004/17/EC of the European Parliament and of the Council of 31 March 2004 coordinating the procurement procedures of entities operating in the water, energy, transport and postal services sectors (OJ L 134, 30th of April 2004).70
Directive 2004/18/EC of the European Parliament and of the Council of 31 March 2004 on the coordination of procedures for the award of public works contracts, public supply contracts and public service contracts (OJ L 134, 30th of April 2004) 71 but also
Directive 2007/66/EC of the European Parliament and of the Council of 11 December 2007 amending Council Directives 89/665/EEC and 92/13/EEC with regard to improving the effectiveness of review procedures concerning the award of public contracts (OJ L 335, 20th of December 2007). 72 This actually only indicated that our legislator had aligned the law with the Acquis, but the question remains whether the legislator has properly translated the directives and whether they can only be truly harmonized, which can only be answered by the court in any eventual legal proceedings.
There has been a constant change in recent years in Croatia in the field of law regarding concessions. Acts which are closely related to concessions have also been adopted or amended, e.g., Public Procurement Act and The Act on the State Commission for supervision of public procurement procedures. Such frequent change of legislation is justified by the obligation to transpose the content of the directives and the obligation for harmonizing Croatian and European legal systems. In most cases of passing new or amending the old laws, the scientific and professional criticism, that is,
69 Concessions Act, [In Croatian: Zakon o koncesijama], NN143/12
70 Eur-Lex, https://eur-lex.europa.eu/legal-content/EN/ALL/?uri=CELEX%3A32004L0017, No longer in force, Date of end of validity: 18/04/2016, (Retrieved 12 of March 2020)
71Eur-Lex, https://eur-lex.europa.eu/legal-content/EN/TXT/?uri=CELEX:32004L0018, (Retrieved 12 of September 2019)
72 Eur-Lex, https://eur-lex.europa.eu/legal-content/EN/TXT/?uri=CELEX:32007L0066, ((Retrieved 12 of September 2019)
19 the proposals made by the profession, were not exactly taken into account. And above all, it has almost become common when passing the new law, an expedited procedure was conducted without a public consultation.
Laws have, so far, always been burdened with a large number of legal norms of technical nature, and some of them would actually have a place in the by-laws, which is in fact the consequence of unnecessary transposition of the content of EU directives.
What is important to emphasize is that all directives contain a large number of norms of a technical nature, but it is not necessary to accept all of them, it is enough for them to be transposed into the legal system, i.e., by-law.
The foregoing only results in a constant amendment of Croatian laws in the event that an EU body or the CJEU interprets a particular norm differently.73
In this matter, it is also important to note that in the preparation of the new legal framework was used a Proposal for a directive of the European Parliament and of the Council on the award of concession contracts from 2011. The Croatian Government has adopted the initiative to adopt the new Act which was driven by the significant changes on the level of the European Union, especially in view of the proposal of the new Directive of the European Commission for Concessions, published in December 2011. At that time, the new Concessions Act was adopted in Croatia in December 2012 (NN 143/12) and entered into force on the eighth day after its publication in the Official Gazette.74
Currently, the Concession Act, which came into force on 22nd of July 2017, is the most complete act up to now, although the specifics of this institute are still regulated by the other special acts such as: Act on Airports, Roads Act, Utilities Act, Act on Navigation and Inland Ports, Agricultural Land Act, Maritime Domain and Seaports Act, and other regulations.
73 D. Medvedović, Novelties in the legal regulation of concessions [In Croatian: Novine u pravnom uređenju koncesija], pp. 114-115, Zagreb, 2013
74 Vacatio legis - the time between the publication of an act or another legal regulation and its entry into force. It is usually the time that allows exploring the content of the legal act and avoidance of objections to its ignorance. In Croatia it usually lasts eight (8) days.
20
1.4. Settings and scientific methods in the preparation of the thesis
This thesis combines theoretical analysis of legal regulations in the area of concessions for construction and services concession with the application of the Croatian model of concessions for managing airports.
The starting point of the dissertation will be the analysis of Croatian concession arrangements, in particular, the airport management concession, in accordance with the European legal framework for concessions, as developed in the case law of the CJEU and by the codification of the Concessions Directive. It will analyse the individual institutes of legal regulation of concessions in the EU law and Croatian law and it will also elaborate a critical review of the shortcomings of the Croatian Concession Act in the case of the management of airports.
The thesis is based on the three (3) different roles of the airport:
● traffic,
● industrial and
● commercial.
Understanding the above-mentioned roles and their impact on the regulation of concessions is crucial for considering and developing a new model of Croatian legal regulation of concessions for managing airports. The starting point of the thesis is that the concession should encourage the concessionaire to develop all three (3) roles of the airport in a balanced way. The development of a model for the new concession arrangements of Croatian airports will be described in detail. This model will include the creation of the necessary changes to the statutory regulation, in particular, the one governing airports (Croatian Act on Airports), since the regulation does not in any way encourage the overall development of airports within the framework of concession relations.
It will formulate proposals for all parameters for awarding of concessions, the creation of a concession dossier, including the setting of criteria for awarding the concession, the framework content of the concession contract and the concession award procedure will also be enhanced. The dissertation will also explore the need to establish a Concession Granting Agency and define its role in the concession procedure for managing airports in Croatia. It will also explain the hypothesis of the research, which implies that the current Croatian legal regulation on concessions, in
21 particular, the concession for airport management, does not meet the objectives of securing all three roles of modern airports and hampers the overall development of the airport. It is, therefore, necessary to develop new legal institutes, as well as to regulate the concessions for managing airports in more detail, which will be enabled by the development of all three (3) of the mentioned roles.
The data sources used in the preparation of this thesis are mostly secondary sources, and these include scientific and professional articles, books, manuals, regulations, directives, national laws, bylaws, and websites related to the research topic. The methods used in the research and formulation of the research results are the methods of analysis and synthesis and the method of description.
Furthermore, the proposed research methodology encompasses various appropriate methods of research in the segment of law, which are mutually interdependent. The thesis uses historical and comparative method, the sociological and axiological method of research in law, as well as the case study method and the conceptual analysis of law.
The historical method explains the development of concessions through examples of cases and the laws of the former Yugoslavia, the development of today's modern Croatian state comparing them with the legal frameworks of other countries and their harmonization with EU legislation.
The comparative method in this thesis applies to three (3) examples of European airports including: Zurich, Tallinn and Birmingham, which are of the same capacity;
according to the numbers of incoming and outgoing flights and the number of passengers, like Zagreb Airport, but not according to the model or ownership structure.
The foreseen structure of the thesis is reasonably based on the critique of the existing arrangement, and the drafting of a new model of airport management concessions in Croatia.
It is important to examine the relationship between the management of the airport and the development of the airport. Also, it is important to establish a link between the development of different roles of the airport and the concession for the management of airports. An essential starting point for the development of a new model for regulation of airport concessions is required, with the aim of providing a detailed explanation of the new model under the Croatian law.
22
1.5. Airport ownership – airport governance system
At the theoretical level, this thesis is an indication of the relationship between the legal regulation of the concession for managing airports and the provision of modern roles of the airport as a transport and economic centre of the region. In a way, the latter will allow insight into the additional dimensions of the concession law, which mainly deals with the issue of competition in the awarding procedure and the relationship between a private economic initiative and the public interest.
In particular, the original scientific contribution is expected in the applicative field, since the aim of the dissertation is to develop the model of legal regulation of the airport concessions in the Croatian legal system.
There are difficulties and problems burdening public authorities, which have historically been involved in the development and management of public infrastructure that now face severe budgetary constraints and an increasingly competitive environment. This industry, in which the ownership and management have been dominated by national governments, is gradually shifting towards the private sector.
Privatization can take various forms (public shares offering, concession model, PPPs etc.), and airports that were previously perceived as public service infrastructures are becoming true commercial organizations focused on their operational and financial performance.
In 2016, it was estimated that about 500 75 commercial airports around the world were (partially) privatized.76
There are different types of shareholding structures (which will be explained in detail further in this thesis, 6.1), as follows:
● 100% public management– the operator of the airport is an independent company owned by one or more public bodies in the country in which the airport is located (for example: Tallinn Airport in Estonia77)
● Public-private mixture – the operator of the airport is an independent trading company whose shares are shared between private investors and public
75 Airport ownership and management, S.D. Gleave, 2016
76Transport and Distribution, http://transport.sia-partners.com/20180902/study-privatization- models-airport-companies, (Retrieved 2of July 2019)
77 Model fully described in the chapter 5 – Comparative analysis
