EXCLUSIVE: Government proposes to increase competition in the auction for the mega-terminal at the Port of Santos.

Brasilia - After internal disagreements with the Federal Audit Court (TCU) and Antaq (the regulatory agency), the federal government has finally decided to propose changes to the concession model for the Tecon-10 megaterminal at the Port of Santos, to also allow shipowners and incumbent companies to participate in the auction.

“The Civil House’s directive is that shipowners and incumbents participate, with divestment occurring on the date the proposal is submitted. That is the government’s position,” says Tomé Franca, Minister of Ports and Airports, in an interview with NeoFeed .

The most anticipated auction in the sector – expected to generate around R$ 6.4 billion in investments – was supposed to have taken place in the first half of this year. However, a series of disagreements within the Executive branch have been delaying the event for the time being.

The government itself has already given several predicted dates for the bidding process and the auction. And Antaq, responsible for the auction, recently sent a technical note to the Civil House and the ministry questioning the feasibility of any changes to the bidding document, which in theory was already ready at the beginning of the year and approved by the TCU (Federal Court of Accounts) and the agency.

The initial version of the bidding rules prohibited the current concessionaires of the Port of Santos and other companies (shipowners, for example) from participating in the first stage of the auction, to avoid potential market concentration. The Federal Court of Accounts (TCU), the National Agency for Waterway Transportation (Antaq), and the Ministry of Ports agreed with this position. However, the Civil House, still under the management of former Minister Rui Costa, began to advocate for opening the bidding process to include incumbents and shipowners as well.

The Minister of Ports at the time, Sílvio Costa Filho, even left his post to run for the Senate in the elections, but the imbroglio never came to an end.

The new minister, who was the executive secretary of the Ministry during Costa Filho's administration, explained that a working group has just been formed between the Ministry of Ports and the Special Secretariat of the Investment Partnerships Program (PPI), of the Civil House, to prepare a document aligned with the government's new position of opening the bidding process to more participating companies.

The goal is to define divestment rules for whoever wins the bid: the auction winner would have to sell assets, indicating the transaction on the date the proposal is submitted. "This is because the government's guidance is unanimous. So, to avoid parallel discussions, we will bring the two teams together, prepare a single document, and submit it in the coming days."

Later, "in the coming days," Franca predicts, this group should send Antaq the document with the proposed divestment rules, which may or may not be accepted by the regulatory agency responsible for conducting the auction.

The TCU (Federal Court of Accounts) will then have to re-analyze the process. However, the minister believes that the "process is mature" and should not require a long period of re-analysis by the Court of Accounts, since the process has been extensively debated technically by ministers of the body, as well as with Antaq (National Agency for Waterway Transportation) and within the government.

Regarding the auction's scheduling, the minister believes it should only take place next year, that is, under the next government, even if it's during a new term for President Luiz Inácio Lula da Silva (PT).

"[The auction for] Tecon-10 won't happen this year. I don't believe we'll be able to have the auction this year. I think we can get the bidding documents out this year," says Franca.

Below are the main excerpts from the interview:

The ministry has an extensive list of concessions planned for 2026. In the case of ports, what could still be approved this year?
We have delivered 29 auctions in the last three years. We have never had a history with this volume of auctions in the port sector. And the next one we have, the closest one, is for Vila do Conde, in Pará, an auction with an expected investment of R$ 800 million to R$ 1 billion.

What is the forecast for this auction?
In August, we should schedule it. It's coming soon. We've already approved the bidding document. The TCU (Federal Court of Accounts) has already approved it, everything is ready. We're just waiting, actually, for Antaq (National Agency for Waterway Transportation) to schedule the auction. The bidding document should be released next month, which should take about 60 days. This is an auction that will still happen this year. And there's Tecon Santos-10, which is a topic we're always waiting for.

What's the status of the situation?
We created a working group here at the ministry, and we received contributions from the Civil House. In fact, contributions from the PPI (Partnership Program for Investments) and guidance from the Civil House so that we could adapt the model that had been approved by Antaq (National Agency for Waterway Transportation) and the TCU (Federal Court of Accounts).

How will this group operate?
This working group was established with members from the PPI (Partnership Program for Investments) and the National Secretariat of Ports on Wednesday, July 15th. We received a technical note from the PPI about three weeks ago, forwarded it to Antaq (National Agency for Waterway Transportation), and they returned it last week, requesting further clarification and for [the Civil House] to delve deeper into the matter. So we decided to create a joint working group with the PPI and the Secretariat of Ports, especially since the government's guidelines are unified. Therefore, to avoid parallel discussions, we brought the two teams together, drafted a single document, and sent it out in the coming days.

Is there a deadline for this group to submit the document to Antaq?
The forecast is what's needed for us to finalize the information, to guide Antaq in its studies. I don't want to set a specific date, but I think we should have it in the next few days. It's a short time. The position taken by the Ministry in the past, Antaq's position, the government's current position, and the Court of Auditors' position are all technically defensible.

"The position taken by the Ministry back then, the position of Antaq, the current position of the government, and the position of the Court of Auditors are all technically defensible."

But within the government there was a disagreement between the Chief of Staff's office, the National Agency for Waterway Transportation (ANTAQ), the Federal Court of Accounts (TCU), and the Ministry of Ports...
These are different models, but all are defensible. There's nothing disruptive there, nothing outside the rules, outside the law, or 'unreasonable'. These are positions that adapt to greater competition during the competitive process: to greater competition after the competitive process, or a divestment model that favors greater or lesser participation. But all of these are rules that can be modeled and established.

Which one is better?
What matters is that the government is the policymaker. So we received guidance from the Civil House and we will comply with that guidance. We just need to put it in writing, send it to Antaq for their analysis and then, if necessary, forward it to the Court of Auditors.

But do you believe you should return to the TCU?
The Court of Auditors has a normative instruction, which is even corroborated by the vote of Minister Otto Alencar in another case, that states that when the modeling of a project is changed, you need to return that project for analysis by the Court of Auditors. You cannot make a significant structural change to a project and consider a previous, outdated evaluation.

So, are there any changes?
We understand that there are indeed changes being guided by the Civil House, and that we will follow them as a public policy of the ministry. Antaq has stated that there is a significant change because you are putting forward a more open proposal for the auction. So this will probably lead to a re-analysis by the Court of Auditors.

But this will certainly make the process take longer.
Who am I to set deadlines for the agency and the Court of Auditors? I have no way of establishing those deadlines. Each body will have its own time for analysis. But my understanding is that this is a very mature process, from the point of view of the discussion, regardless of the path and the decision that the agency and the Court of Auditors will take. It is a process that has been discussed for more than ten years, with society, with the sector, with the Court of Auditors and with the agency.

But is the final recommendation from the Civil House to amend the bidding document to include shipowners and companies already operating in the Port of Santos?
[The Civil House's guidance is that] Current incumbents (companies already operating in the Port of Santos) and shipowners may also participate, provided that divestment occurs on the date of the proposal.

"The Civil House's guidance is that companies already operating in the Port of Santos and shipowners can also participate, provided that there is divestment by the date of the proposal."

Will the group only determine the technical feasibility of the changes to the tender?
How will this divestment take place?

Why?
Because when you establish that the divestment will be on the proposed date, how? What document proves that a divestment has occurred, and how will this divestment take place? To whom can it be sold? Because otherwise, I could choose the buyer and somehow influence the market structure. These rules need to be established by Antaq, among other things. And this takes time to ensure legal security in the process as a whole.

And doesn't all this lead to even more delays?
Since I understand that the process is already quite mature, I think that with a convergence on the thesis, we can at least publish this auction this year. Perhaps the auction itself won't be possible, but I'm confident that we can publish the notice this year.

Is there already a planned date for the publication of the notice?
I don't want to... If I set that date, I'm giving a deadline to the bodies that have the freedom to analyze their decisions. They are collegiate bodies, both Antaq and the TCU.

But do you believe that the bidding process, once it reaches the TCU (Federal Court of Accounts), won't take as long as it did the first time?
That's it. I don't think it should take much longer. There is guidance regarding the divestment date, and this naturally requires us to look for a model of how this will happen. But it's not something entirely different from what has been discussed.

So this group will only present a study that may or may not be approved by Antaq?
In fact, the agency has the freedom to analyze the process as a whole. We will create a guideline regarding the policy, and the agency will analyze the entire process. It is not limited to one specific fact. We would have to talk to the agency to see what level of scope they will apply after they receive the guidance. And then this group will present a guideline and forward it to Antaq. It will already be the guideline from the Civil House, which is the guideline for expanding participation [of companies in the bidding process].

Antaq will take some more time to evaluate this and return it to the TCU...
That's it. The fact is that all bodies will fulfill their role. The government will have the role of establishing public policy, Antaq will establish the regulatory framework, and the Court of Auditors will fulfill its role of external control.

With these rules adjusted, is there absolutely no problem with shipowners participating in the bidding process?
The Civil House's directive is that shipowners and incumbents participate, with divestment occurring on the date the proposal is submitted. This is the government's position.

"Tecon-10 won't happen this year. I don't believe we'll be able to hold the auction this year. I think we can get the tender notice out this year."

Is the auction not happening this year?
Tecon-10 won't happen this year. I don't believe we'll be able to hold the auction this year. I think we can get the bidding process out this year. We have 80 days until the election. In fact, we have five months until the end of the year. If we have another two months of processing between the different bodies, we can think about having the bidding process out within 60 days. As we say in football, since we're in the World Cup period, mathematically it's possible to qualify. But considering the importance of Tecon Santos-10, and that we can't set these deadlines, I hope we can launch the bidding process this year. The most important thing is that we hold the auction, even if it's at the beginning of next year.

In a future government.
Yes, if it's next year, after the 5th [of January], then it will have to be a different government, even if it's the same one.

Aside from Tecon-10 Santos, does the ministry still expect to auction off ports or port terminals in 2026?
Yes, there should be 10 to 15. We're going to have Vila do Conde, a new solids terminal, which is the largest of those we're building. We'll also have the concession for the Lagoa Mirim canals in Rio Grande do Sul, which is a waterway system. It involves a waterway and a port, because there I have the dredging of Lagoa Mirim, I have an access channel to the ports of Rio Grande do Sul, to the port of Rio Grande and Porto Alegre, I have the waterway concession. Incidentally, it's an innovative project, just like the concession for the Santos Port Canal, which is also under public consultation, as is Lagoa Mirim.

What other auctions will be held?
Regarding auctions, we have the concession for the vehicle terminal at the Port of Suape (PE); Itaqui (MA), a new terminal for solid bulk and minerals; the partial concession of the Companhia Docas da Bahia, in Salvador, which handles general cargo; and Mucuripe (CE), which is a container terminal. Here we have six terminals scheduled for auction soon.

Will these six items be auctioned off by the end of December?
Those are definitely the ones. We just want to gain a little more traction so that others with some level of pending issues can also get off the ground. And others that have some level of pending issues, such as Tecon Santos-10 and São Sebastião (SP), are under discussion. But we should reach at least ten auctions by December in the port sector. And we identify that there should be competition in all of them. There is naturally great interest in Tecon Santos-10. In these six terminals, there will be a lot of competition. They will be great auctions.

"We should have at least ten auctions by December in the port sector. And we believe there should be competition in all of them."

In the airport sector, what do we have coming up in terms of auctions?
We have the Brasília Airport auction, the renegotiation of the [concession] contract [similar to Galeão (RJ)], which will take place at the end of the year. The public consultation is already open, and we will begin the business round, presenting the asset. It's an auction that will generate an investment of R$ 1.5 billion in the airport. And in this new contract, we will have infrastructure investments in the airport, in airport access roads, the construction of a parking garage, and the incorporation of ten regional airports into the airport. We will transform the airport from an individual concession into a block concession.

How many will there be?
There will be 10 airports in the Ampliar [regional port concession program]. That would include Brasília plus these 10. An auction by block: whoever wins gets all 11 airports to make this investment. The same operator for all. But today, the model for airport concessions already in place in the country is in blocks. It's the most modern: always with one airport that is more attractive and generates more revenue and other airports with lower revenue. And now in Brasília, we are implementing this same model, incorporating smaller airports from the Central-West region into this management, such as Chapada dos Veadeiros (GO), and others as well, for example.

Is there a date set for this event yet?
There's no date set yet. The deadline is December 31st, but we want to try to do it at the end of November, after the elections.

Will the operators of the largest airports granted concessions today participate in this auction? What is the outlook?
Brasilia is very attractive to the market. So, I think yes, we will have competition. The problem in Brasilia isn't the management; it's very organized, but back then, in the model that was implemented, the concession fee was very high and fixed. So, in those first concessions [Brasilia, Galeão, Guarulhos, Confins, and Viracopos], an expectation of very high demand growth was created, which didn't materialize.

Which is the case with Galeão.
Yes, Galeão, Viracopos, all of them. At the time of the modeling, the government pointed to a much higher demand growth expectation, which did not materialize and will not materialize. And that's why we need to take these airports to renegotiation, so that the contract would stand. And we did that with Brasília. So, now the contract is fixed, rebalanced, without a doubt, it will generate a lot of interest in the market, just like it was with Galeão airport, where we had a premium of over 200%, with 26 bids during the auction and ended with Aena [operator] winning. And we started negotiations with Viracopos and we also want to include six regional airports in the process.

What would they be?
If all these processes go well, we will have 29 new airports under federal concession management. Thirteen were already included in the first auction of Ampliar [a program for the concession of loss-making airports] – 12 in Guarulhos and one from Fraport, Fortaleza airport (CE), and 10 that will be incorporated into Brasília Airport: that makes 23. And the six remaining from the first auction are being negotiated to be incorporated into the Viracopos contract (these six are in the North and Northeast). The trend for Viracopos is not to have an auction; it's still under negotiation, but the trend is that there will be no fixed grant.