These Rules provide a number of possible dispute resolution mechanisms. The limits on the application of each mechanism are set out in paragraph 1 of each of sections A to D below. Subject to those limits, an agreement involving Industry Parties may provide that disputes arising under that agreement are to be resolved by one or more of these mechanisms.

These Rules are intended to apply to all agreements between Industry Parties, save those where alternative dispute resolution mechanisms have been established.

1. DEFINITIONS AND INTERPRETATION

Definitions

In these Rules, unless the context otherwise requires:

“Access Agreement”	means any particular access contract, whether or not entered into pursuant to any directions of the Regulator under the Railways Act 1993, which incorporates the Railtrack Track Access Conditions 1995, as from time to time amended;
“Access Dispute Resolution Committee”	means the committee established under part A of the Access Dispute Resolution Rules;
“Access Dispute Resolution Rules”	means the rules regulating the resolution of disputes between parties to access agreements entitled “The Access Dispute Resolution Rules”, as amended from time to time, the current form of which is annexed to the Railtrack Track Access Conditions 1995;
“Affiliated Party”	means any person who: a) is not an Industry Party; b) has an annual turnover not exceeding £1 million; and c) has requested to be, and whom the Council in its absolute discretion has decided should be, an Affiliated Party, which persons shall be listed in Schedule 2 to these Rules, as amended from time to time.
“alternate”	means an alternate of a member appointed pursuant to paragraph A2.5 or an alternate of a Council member appointed pursuant to paragraph A10.6, as the case may be;
“arbitrator”	in Scotland, means arbiter;

“CAHA”	means the Claims Allocation and Handling Agreement dated 1 April 1994 and made between British Railways Board, Network Rail, Gatwick Express Limited, European Passenger Services Limited and Railway Claims Limited, as amended from time to time, and any other agreement made in replacement for that agreement;
“Chairman”	means the chairman of the Committee and, where either is acting as chairman in proceedings of the Committee, the Deputy Chairman or an Independent Vice-Chairman;
“claimant”	means a person who refers a dispute to the Committee or an arbitrator;
“Class”	means any one of Network Rail, the Franchised Passenger Class, the Infrastructure Maintenance Class, the Non-Franchised Passenger Class, the Non-Passenger Class and the Class of Other Industry Parties;
“Class Member”	means a member of a Class;
“Class of Other Industry Parties”	means all Other Industry Parties, as a class;
“Class Representative”	means a person who is appointed by a Class or Band (in accordance with Part C of Railtrack Track Access Conditions 1995) to serve on the Class Representative Committee;
“Class Representative Committee”	mean the Class Representative Committee constituted in accordance with Part C of the Railtrack Track Access Conditions 1995;
“Committee”	means the Railway Industry Dispute Resolution Committee established pursuant to paragraph A2;
“Committee Secretary”	means the person appointed as such pursuant to paragraph A3.7;
“Council”	means the Railway Industry Dispute Resolution Council established pursuant to paragraph A10;
“Council Secretary”	means the person appointed as such pursuant to paragraph A11;
“Deputy Chairman”	means the deputy chairman of the Committee appointed pursuant to paragraph A3.5.1;
“Disputes Secretary”	means the person appointed as such pursuant to paragraph A3.8;
“Franchised Passenger Class”	means all Train Operators whose Access Agreements are, for the main part, in respect of the provision of franchised services (or in respect of railway passenger services which the Franchising Director shall have designated as eligible for provision under franchise agreements pursuant to section 23 of the Railways Act 1993), as a class;
“General Sub-Committee”	means the committee established pursuant to paragraph A5.1;
“Independent Vice-Chairman”	means a person appointed pursuant to paragraph A3.6;
“Industry Party”	means any Class Member;
“Infrastructure Maintenance Class”	means all those persons each of which: (a) undertakes or assists with the construction, renewal, maintenance or removal of any element of infrastructure owned by Network Rail, the British Railways Board or any licensed operator of railway assets, including the activity of keeping such infrastructure in a serviceable condition and clear of obstruction, and (b) either (i) has been licensed by the Regulator or the Secretary of State, or (ii) has requested to be a member of that Class and has paid the amounts due from it under paragraph A4.1, as a class;
“licence fees”	in relation to an Industry Party, means the amount payable by that Industry Party to the Regulator under each of the licences granted to it under section 8 of the Railways Act 1993 which it holds;
“member”	means a member of the Committee;
“Network Rail”	means Network Rail Infrastructure Limited, incorporated in England and Wales under registered number 02904587;
“Non-Franchised Passenger Class”	means all passenger Train Operators who do not operate franchised services as the main part of their business;
“Non-Passenger Class”	means all Train Operators whose Access Agreements are, for the main part, in respect of the provision of services for the carriage of goods by railway, as a class (but excluding those Train Operators who are Class Members of the Infrastructure Maintenance Class);
“Other Industry Party”	means any person who: (a) is not Network Rail or a Class Member of the Franchised Passenger Class, the Infrastructure Maintenance Class, the Non-Franchised Passenger Class or the Non-Passenger Class or an Affiliated Party; and (b) has requested to be, and whom the Council in its absolute discretion has decided should be, an Other Industry Party, which persons shall be listed in Schedule 1 to these Rules, as amended from time to time; and (c) has paid the amounts due from it under paragraph A4.1.
“party to a dispute”	in relation to a dispute, means a person who: (a) has made a claim in the dispute; or (b) has had a claim made against it; or (c) in the case of a reference by a party to an access contract under the Access conditions forming part of that contract, is likely to be materially affected by the outcome of the reference; or (d) has been notified by the Registrar that by the Registrar believes it to be wholly or partly liable for a claim, the allocation of liability for which is disputed;

“register”	means the register established and maintained pursuant to paragraph A3.8.2;
“requesting party”	means a party to a dispute who requests information or documents from another party to a dispute or from another Industry Party pursuant to paragraphs A8.2 or C3.1.12;
“Train Operator”	means a person (whether or not an operator of trains) who has permission to use track pursuant to an access contract which incorporates the Railtrack Track Access Conditions 1995, as amended from time to time.

Interpretation

Unless the context otherwise requires or unless otherwise defined in these Rules:

(a) terms and expressions defined in the Railways Act 1993 shall have the same meanings in these Rules;

(b) references to paragraphs and parts are to paragraphs and parts of these Rules;

(c) the headings are for convenience only and shall not be taken into consideration in the interpretation of these Rules;

(d) words importing the singular shall include the plural and vice versa. Words importing the masculine shall include the feminine and neuter and vice versa;

(e) references to a statute shall include any re-enactment of it;

(f) reference to the Franchising Director shall include any person who may be authorised from time to time by the Secretary of State to carry out the functions of the Franchising Director including, without limitation, the Strategic Rail Authority.

2. ENTRY INTO FORCE

These Rules shall have effect from 1 May 2003 in substitution for the RIDR Rules previously in force.

3. CLASS MEMBERSHIP

For the purposes of these Rules:-

(a) No Industry Party may be a member of more than one Class at any one time. An Industry Party which qualifies for membership of more than one Class shall by notice in writing to the Committee Secretary specify which of those Classes it wishes to be a member of and may by similar notice taking effect from the 1st April next following the date on which it is given specify a different such class.

(b) The Council may at any time in its absolute discretion determine that a member of the Class of Other Industry Parties (other than a member which then holds a licence from the Regulator or the Secretary of State) shall cease to be a member of that Class with effect from such date as the Council shall specify. Provided that if that member is at the time that decision is notified to it party to a dispute which has been referred for resolution under these Rules, it shall continue to be treated as an Other Industry Party for the purposes of that dispute.

THE RULES

A. THE COMMITTEE AND THE COUNCIL

A1 Purpose of the Committee and the Council

A1.1 Disputes between Industry Parties

The purpose of the Committee is to discuss and settle disputes which are referred to it by Industry Parties or Affiliated Parties. Such disputes may be referred pursuant to either:

(a) a provision in CAHA or in any other contract between two or more Industry Parties which requires such an issue to be resolved pursuant to this part of these Rules; or

(b) an express reference by the parties to a dispute.

A1.2 Other disputes

A dispute between an Industry Party and another party, other than an Affiliated Party, which is not an Industry Party may be referred to the Committee only if:

(a) the non-Industry Party consents to the dispute being so referred; and

(b) the dispute is part of a wider dispute between more than one Industry Party, or involves the handling or allocation of a claim falling within clause 2.1 of CAHA, or the Committee consents.

A1.3 Purpose of the Council

The purpose of the Council is to perform the functions entrusted to it under paragraphs A3.1, 3.3, 3.4, 3.6, 3.7, 3.8 and 3.10.

A2 Establishment and composition of the Committee

A2.1 General

The Committee is hereby established and subject to paragraph A2.3.3 shall consist of the Chairman, the Committee Secretary and five members of whom one shall be appointed Deputy Chairman pursuant to paragraph A3.5.1. One member shall be appointed by each of the following Classes:

(a) Network Rail;

(b) the Franchised Passenger Class;

(d) the Non-Franchised Passenger Class; and

(e) the Infrastructure Maintenance Class.

None of the Chairman, any Independent Vice-Chairmen appointed pursuant to paragraph A3.6 or the Committee Secretary shall be a member.

A2.2 Appointment

A2.2.1 Elections

(a) The member appointed by Network Rail shall be nominated by Network Rail.

(b) The members appointed by the other Classes mentioned in paragraph A2.1 shall be elected by the votes of the Industry Parties comprising that Class present (whether in person or by proxy) and voting at a meeting of the Class Members called by the Committee Secretary.

(c) At such a meeting, each Industry Party may vote for a first and a second choice candidate (who shall be different persons). If a candidate has more first choice votes than each of the other candidates, he shall be elected. If no candidate has more first choice votes than each of the other candidates, of the two or more candidates with the greatest number of first choice votes, the candidate who has the greatest number of second choice votes shall be elected. If two or more candidates have the same number of first choice votes and the same number of second choice votes, the Chairman shall decide which of them shall be elected by drawing lots.

A2.2.2 Notification of elections

The Committee Secretary shall, as soon as reasonably practicable following the election of a new member, notify the Chairman, the Independent Vice-Chairmen, all members and all Class Members of that election.

A2.3 Retirement and resignation of members

A2.3.1 Retirement by rotation and duration of appointment (of Committee Members)

Members shall retire in rotation in the following order:

(a) on 1 April 1996, the members appointed by the Franchised Passenger Class and Network Rail;

(b) on 1 April 1997, the members who have not retired pursuant to sub-paragraph (a) above.

Thereafter a member who replaces a member who has retired otherwise than by rotation shall retire on the day when his predecessor would have retired by rotation. Subject to this all members retire on the second anniversary of their appointment. A member who has retired by rotation may stand for re-election.

A2.3.2 Resignation from the Committee

A member must give the Committee Secretary at least 30 days’ notice in writing of his resignation from the Committee.

A2.3.3 Power of the Chairman to co‑opt former member

The Chairman shall have the right to co-opt any member who retires pursuant to paragraph A2.3.1 or resigns pursuant to paragraph 2.3.2 as an additional member for the sole purpose of bringing to a conclusion any dispute in the resolution of which the former member was involved prior to his retirement or resignation, and any former member who agrees to be so co‑opted shall be deemed a member for all the purposes of these Rules. Any Industry Party of which such former member is an officer or employee shall facilitate any such co‑option.

A2.4 Loss of office

A2.4.1 A member:

(a) if appointed by Network Rail, may be removed from office by Network Rail on 7 days’ notice to the Committee Secretary;

(b) in the case of any other member, may be removed from office by a majority in number of Class Members of the relevant Class present (whether in person or by proxy) and voting at a meeting of the Class Members called by the Committee Secretary for the purposes of such removal; and

A2.4.2 A replacement member shall be elected in accordance with the procedure in paragraph A2.2.1.

A2.4.3 Paragraph A2.2.2 shall apply to a member’s ceasing to be a member as it does to a member’s election.

A2.5 Alternates

A2.5.1 Rights to appoint or remove alternates

Each member (other than an alternate member) may:

(a) appoint any person who is willing to act to be his alternate; and

(b) remove that alternate from office.

A2.5.2 Notice of appointment or removal

The appointment or removal of an alternate shall be by prior notice given to the Committee Secretary within seven days of the appointment or removal and signed by the member making or revoking the appointment.

A2.5.3 Rights of alternates

An alternate shall be entitled:

(a) to receive notice of all Committee meetings which his appointor is entitled to attend;

(b) to attend and participate in all such Committee meetings and to vote at any such meetings at which the member who appointed him is not personally present; and

A2.5.4 Loss of office of alternates

(a) If a member ceases to be a member his alternate shall cease to be an alternate once a successor member has been elected and has appointed his alternate.

(b) Paragraph A2.3.3 shall apply (mutatis mutandis) to any person who ceases for any reason to be an alternate.

A3 The Chairman, Deputy Chairman, Independent Vice-Chairman, Committee Secretary and Disputes Secretary

A3.1 Appointment of the Chairman

The Council shall appoint the Chairman, who shall:

(i) not be a member of the Committee;

(ii) have suitable experience of the railway industry; and

(iii) not, during his term of office, be employed by or otherwise connected with any Industry Party or receive any benefit from any Industry Party in return for services provided to it, in either case in a way which may compromise his impartiality.

Such appointment and any re-appointment shall be made by unanimous resolution of the Council. In the event of the Council being unable to reach a unanimous decision as to the appointment of a Chairman, the Regulator may appoint as Chairman any person approved by a decision of the Council made in accordance with paragraph A12.5.

A3.2 Declaration of connections

The Chairman shall on appointment declare to the Committee Secretary in writing any relevant connection which he has or has had with the railway industry, and shall during his term of office promptly disclose any new connection of that kind. The Committee Secretary shall provide a copy of any disclosure made under this paragraph to each member and to every Industry Party which requests it.

A3.3 Fees, expenses and allowances of the Chairman

Subject to paragraph A3.4, the Chairman shall hold office on such terms as the Council shall determine. These terms may, in addition to providing for his remuneration, include provision for the payment of such pensions, allowances or gratuities to or in respect of him, or such contributions or payments towards provision for such pensions, allowances or gratuities, as may be determined by the Council.

A3.4 The Chairman’s term of office

The Chairman shall be appointed for a term of two years, and may be reappointed. The Council may remove him from office on the motion of any Council member, provided that at least two weeks’ written notice of the intention to table such a motion has been given to all members, Council members, the Council Chairman and the Chairman. A motion to remove the Chairman shall:

(a) in the case of removal on the ground of the incapacity or misbehaviour of the Chairman, be passed by the Council in accordance with paragraph A12.5; and

(b) in any other case, be passed only by unanimous resolution of the Council.

A3.5 The Deputy Chairman

A3.5.1 Appointment and removal

For the term of one year, a member of the Committee shall be appointed by the Committee to serve as Deputy Chairman and may be reappointed. The Committee may remove him from office on the motion of any member, provided that at least two weeks’ written notice of the intention to table such a motion has been given to all members and the Chairman.

A3.5.2 Voting by the Deputy Chairman

The Deputy Chairman shall be entitled to cast his vote as a member notwithstanding that at the relevant time he shall be acting as Chairman of the Committee or the sub-committee in question.

A3.6 Independent Vice-Chairmen

A3.6.1 Power to appoint

If the Council shall be satisfied that, in addition to the Deputy Chairman appointed pursuant to paragraph A3.5.1, it is necessary or expedient that there shall be one or more Independent Vice-Chairmen of the Committee who shall not be members of the Committee, it shall be entitled at any time and from time to time to make one or more such appointments.

A3.6.2 Method of appointment

Paragraphs A3.1, 3.2, 3.3 and 3.4 shall apply to the appointment of an Independent Vice-Chairman as they apply to the appointment of the Chairman.

A3.6.3 Rights and obligations of the Independent Vice-Chairmen

Except to the extent:

(a) otherwise determined by the Council; or

(b) that the Chairman shall have acted or given notice to the Independent Vice-Chairman in question that he has determined that he shall act in the matter in question,

each Independent Vice-Chairman shall have the same rights and obligations as are exercisable and dischargeable by the Chairman under these rules. References in these Rules to the Chairman shall be construed accordingly.

A3.7 The Committee Secretary

A3.7.1 Appointment and removal

The Chairman shall appoint a Committee Secretary, and an alternate, who may be employees of one or more Industry Parties. They may attend meetings of the Committee and any sub‑committee and may be removed from office by the Chairman.

A3.7.2 Functions

The Secretary shall perform the functions assigned to him under these Rules and shall have such other functions as the Committee may from time to time determine. The Secretary may engage staff or consultants to assist him in performing his functions.

A3.7.3 Terms of appointment

The Committee Secretary and his alternate shall hold office on such terms as the Council shall determine. Such terms may, in addition to providing for his remuneration, include provision for the payment of such pensions, allowances or gratuities to or in respect of him, or such contributions or payments towards provision for such pensions, allowances or gratuities, as may be determined by the Council.

A3.8 The Disputes Secretary

A3.8.1 Appointment

The Council shall, with the approval of the Regulator and the Franchising Director, appoint a Disputes Secretary, who may be employed by an Industry Party and may be the same person as the Committee Secretary. The Disputes Secretary may be removed from office by a decision of the Council, provided that at least two weeks’ written notice of the intention to table such a motion has been given to all members, Council members, the Chairman and the Disputes Secretary.

A3.8.2 Register

The Disputes Secretary shall establish and maintain a register of persons who are suitably qualified, willing and able to act as mediators, arbitrators or independent experts and of organisations which are qualified to suggest such persons. The Disputes Secretary shall provide a copy of the register on request to any Industry Party or the Franchising Director.

A3.8.3 Other functions

The Disputes Secretary shall have such other functions as the Council shall from time to time determine. The Council may authorise the Disputes Secretary to engage staff or consultants to assist him in his functions.

A3.8.4 Terms of appointment etc.

The provisions of paragraph A3.7 shall apply mutatis mutandis to the Disputes Secretary, his staff and consultants as they apply to the Committee Secretary.

A3.9 The Chairman etc. not employees

None of the Chairman, the Deputy Chairman, the Independent Vice-Chairmen, the Committee Secretary, his alternate and the Disputes Secretary shall by virtue of his office be an employee of the Committee, the Council or any person.

A3.10 Contracts with officers

In making any appointment or otherwise exercising its powers under this paragraph A.3, the Council is authorised to act on behalf of all Industry Parties.

A4 Funding of the Committee etc.

A4.1 Payments by Industry Parties

(a) Each Class Member of the Infrastructure Maintenance Class and the Class of Other Industry Parties shall, within 30 days of being requested to do so by the Committee Secretary, pay to the Committee Secretary such amount in respect of the estimated costs of the Committee as the Committee shall determine to be fair and reasonable.

(b) Subject to sub-paragraph (c), each member of the Network Rail Class, the Franchised Passenger Class, the Non-Franchised Passenger Class and the Non-Passenger Class shall, within 30 days of being requested to do so by the Committee Secretary, pay to the Committee Secretary an amount in respect of the balance of the estimated costs and expenses of the Committee not covered by the aggregate amount payable under sub-paragraph (a) equal to the proportion which its licence fees bear to the aggregate licence fees of all Industry Parties.

(c) The Committee may determine that the amount payable under sub-paragraph (b) shall be subject to a minimum amount which it considers to be a fair and reasonable contribution to its expenses. For the purposes of the calculation under sub-paragraph (b) that minimum amount and each Class Member liable to pay it shall be treated as though they fell within sub‑paragraph (a).

(d) An Affiliated Party shall, within ten days of being requested to do so by the Committee Secretary, pay to the Committee Secretary an amount identical to that payable by Class Members of the Class of Other Industry Parties. Such amount shall be payable only in respect of any year commencing 1st April in which a dispute to which an Affiliated Party is a party is first referred for resolution under these Rules.

(e) If a party which is not an Industry Party is by consent a party to a dispute referred to the Committee under paragraph A1.2, it shall pay to the Committee Secretary such administration fee as the Committee may determine to be fair and reasonable.

(f) The Committee Secretary shall receive and hold amounts paid pursuant to these Rules on behalf of the Committee.

A4.2 The Committee to estimate costs

The estimated costs and expenses of the Committee referred to in paragraph A4.1 shall be the amount which the Committee reasonably expects will be its costs of operation in the year beginning with the next following 1 April, net of any receipts (including amounts received pursuant to paragraphs A8.8.4 and C5.1) which it expects to be paid to it by any person. Remuneration of, and other payments to, members shall not form part of the costs and expenses of the Committee.

A4.3 Adjustments of estimates

To the extent that the actual costs and expenses of the Committee shall have been underestimated or overestimated by the Committee in respect of any period, the amount of the difference shall be carried over to the following year and shall be credited to or deducted from the amounts payable by Industry Parties in that following year.

A4.4 Accountants’ certificate

Any Industry Party shall be entitled to require the Committee Secretary to provide it with a certificate from a firm of chartered accountants of national standing in relation to the costs and expenses of the Committee in respect of any period. The Committee Secretary shall promptly comply with any such request. The Committee shall have the right to nominate and appoint such firm. The cost of obtaining such certificate shall be borne by the Industry Party which requested it.

A5 Sub-committees

A5.1 The General Sub-committee

A General Sub-committee is hereby established to consider any matter referred to it by the Chairman other than specific disputes referred to the Committee. The General Sub-committee shall provide the Committee with full reports of all General Sub-committee business.

A5.1.1 Membership of the General Sub-committee

Each member of the Committee is also a member of the General Sub-committee. The provisions of paragraph A2.5 (alternates) shall apply (mutatis mutandis) in relation to the General Sub-committee as they apply in relation to the Committee.

A5.1.2 Proceedings of the General Sub-committee

(a) The quorum of any meeting of the General Sub-committee shall be the Chairman and any three members or their alternates present in person.

(b) Any person entitled to attend a meeting of the General Sub-committee may nominate any other person so entitled as his proxy.

(c) The General Sub-committee may decide any matter referred to it by the Committee by means of a written resolution signed by any three members or their alternates unless any member (or his alternate) requests that the matter be considered at a meeting.

(d) Subject to sub-paragraphs (a), (b) and (c), paragraph A7 shall apply to the General Sub-committee as it applies to the Committee.

A5.2 Other sub-committees

The Committee may establish other sub-committees on such terms and for such purposes as the Committee may from time to time determine.

A6 Referral of access issues to the Access Dispute Resolution Committee

A6.1 Mixed disputes

Where a dispute, or a part of a dispute, relates wholly or substantially to the rights and obligations of one or more parties to one or more Access Agreements under those agreements (including their related Conditions and Collateral Agreements and any related lease), the Chairman may decide that that dispute, or that part of the dispute, shall be referred to the Access Dispute Resolution Committee for determination in accordance with the Access Dispute Resolution Rules. The Access Dispute Resolution Committee shall be invited to report its determination, or that of its Chairman, to the Committee. That determination shall be treated, as between the parties to the Access Agreement concerned (but only as between those parties) as a decision of the Committee.

A6.2 Referral Disputes

If there is a disagreement between the parties as to whether a dispute falls to be resolved in accordance with the Access Dispute Resolution Rules or these Rules, each party shall submit its arguments in writing to the Committee Secretary and to the other party. The Committee Secretary shall rule on the disagreement within seven days of receiving the submissions. If either party refuses to accept the Committee Secretary’s ruling, the issue shall be determined by the Chairman, whose decision shall be final and binding.

A7 Proceedings of the Committee

A7.1 Meetings

Meetings of the Committee shall take place at the dates, times and places of which reasonable notice has been given to members by the Chairman, or the Committee Secretary on his behalf. Any Industry Party may, by notice to the Committee Secretary, require a meeting of the Committee to be called. That meeting shall take place within 28 days (or such longer period as the Industry Party in question shall agree with the Committee Secretary) of the receipt by the Committee Secretary of the notice. The quorum for each meeting of the Committee shall be the Chairman and four members or their alternates. With the consent of the Chairman or in accordance with such directions as the Chairman shall have given, the Deputy Chairman or any of the Independent Vice-Chairmen may attend in the place of the Chairman and shall be counted as Chairman for the purposes of the quorum. If the Deputy Chairman so attends in place of the Chairman, he shall be counted both as Chairman and as a member. If those present to consider a dispute would not otherwise constitute a quorum, the Chairman may with the written consent of all parties to the dispute authorise that the quorum be reduced to three members or their alternates.

A7.2 Chairmanship of meetings

Each meeting of the Committee shall be chaired by the Chairman, the Deputy Chairman or an Independent Vice-Chairman. When he is chairing the Committee, the Deputy Chairman or the Independent Vice-Chairman shall have all the powers of the Chairman, except that:

(a) the Deputy Chairman shall not be entitled to make a ruling pursuant to paragraph A8.8.1 in relation to any dispute to which the Industry Party of which he is an employee (or is otherwise connected with in a way which may compromise his impartiality) is a party; and

(b) the Independent Vice-Chairman’s powers shall be subject to the limitations described in paragraph A3.6.3.

A7.3 Rules of procedure of the Committee and sub-committees

A7.3.1 The Committee to make rules

Subject as provided in this paragraph A7.3, the Committee shall be entitled to make and from time to time revise the rules of procedure to be followed by the Committee and every sub-committee. If no rules of procedure shall have been made for any sub-committee, the rules of procedure of the Committee shall apply to the proceedings of the sub-committee as if it were the Committee.

A7.3.2 Power to delegate power to make rules

The Committee may delegate the power to make and revise rules of procedure for any sub-committee to the sub-committee in question, subject to such (if any) conditions as the Committee shall specify in the delegation. Any such delegation may be revoked at any time by notice in writing given by the Committee to the chairman of the sub-committee in question. Notice of any such delegation or revocation shall be promptly given to each member of the Committee or the sub-committee in question. This paragraph A7.3 shall apply mutatis mutandis to rules made pursuant to a delegation, except that paragraph A7.3.3 shall apply as if references in that paragraph to the Chairman of the Committee were references to both the Chairman of the Committee and the chairman of the sub-committee in question.

A7.3.3 Consultation with the Chairman and the Independent Vice-Chairmen

No rules of procedure may be made or revised pursuant to this paragraph A7.3 unless the Committee shall have:

(a) consulted the Chairman of the Committee and each of the Independent Vice-Chairmen and, in the case of proposed rules or revisions to the rules of a sub-committee, the chairman of the sub-committee in question, as to the proposed rules or revisions; and

(b) taken into account any representations or objections they shall have made within such time as the Committee shall have specified for the purpose.

In so consulting, the Committee shall provide a copy of the proposed rules or revisions to the Chairman and each of the Independent Vice-Chairmen.

A7.3.4 Relationship with these Rules

Rules of procedure made pursuant to this paragraph A7.3 may not be inconsistent with any provision of Part A of these Rules, except that:

(a) a sub-committee may decide to meet with such frequency as it shall determine necessary for the proper discharge of its functions; and

(b) rules of procedure may specify time limits which are different from those specified in this Part A provided they do not deny any party to a dispute the right:

(i) properly to make its case;

(ii) to receive proper notice of the case it has to answer; and

(iii) to a fair hearing.

A7.4 Decisions of the Committee

Except as otherwise provided in these Rules:

(a) all decisions of the Committee shall be made by the agreement of a majority of the members present at a meeting of the Committee, each member having one vote; and

(b) if there is an equality of votes or the members fail to agree on a decision, the Chairman may make a ruling which shall be binding.

A8 Dispute proceedings

A8.1 Commencement of proceedings

A person wishing to refer a dispute to the Committee shall serve a written notice of reference on the Committee Secretary and on every other party to the dispute. The notice shall:

(a) state the subject-matter of the dispute;

(b) identify the other parties concerned;

(c) be accompanied by any papers which the claimant reasonably considers are necessary to or desirable for the Committee’s consideration of the dispute; and

(d) be sent so as to be received by each person to whom it is sent at least 14 days before the meeting of the Committee which is to consider the matter.

A8.2 Provision of information

(a) Any party to a dispute which has been notified to the Committee Secretary pursuant to paragraph A8.1 shall provide to the Committee Secretary and the other parties to the dispute such further information or documents as it reasonably considers necessary or desirable for the Committee’s consideration of the dispute, except to the extent prevented by law from so doing.

(b) Any party to a dispute and any Industry Party shall provide to a requesting party within a reasonable time such information or documents as the requesting party reasonably considers necessary or desirable for the preparation of its submissions to the Committee, except to the extent prevented by law from so doing.

(c) Any party to a dispute which provides any information or documents pursuant to this paragraph shall be reimbursed by the requesting party the costs incurred by it in respect of photocopying such documents.

(d) Any Industry Party which is not a party to a dispute and which provides information and documents either to a requesting party or to the Committee Secretary pursuant to this paragraph shall be reimbursed by the requesting party its reasonable costs and expenses in providing such information and documents (including, without limitation, photocopying costs). The requesting party shall agree with the relevant Industry Party the amount of such costs and expenses and in the event of any dispute in relation to this amount, the matter shall be referred to the Committee for a decision, which shall be final and binding on the requesting party and the relevant Industry Party.

(e) Any party to a dispute or Industry Party which considers that it has reasonable grounds for not disclosing information or documents which it has been requested to produce under paragraph 8.2(b) and which it is unwilling to provide may apply to the Chairman for a ruling that such information or documents need not be provided or should be provided on such terms as the Chairman shall direct. In making his ruling the Chairman shall have regard to all relevant circumstances and shall rule that they need not be provided if:

(i) disclosure would impose an unreasonable administrative burden on the applicant;

(ii) disclosure would place the applicant in breach of any duty or obligation (including a duty of confidentiality) to a third party who refuses to allow the disclosure;

(iii) the information or documents requested are such that they would not have to be produced or disclosed in a court of law or it would be reasonable to expect that, on application being made, a court would order that they be produced or disclosed only upon such terms as it might direct; or

(iv) in the case of an application by the Franchising Director, the Franchising Director shows reasonable grounds for fearing that production or disclosure would be likely to prejudice his ability to carry out functions assigned or transferred to him by virtue of the Railways Act 1993.

(f) All documents and information produced or disclosed prior to or at a hearing shall be treated as “without prejudice” communications, shall be covered by litigation privilege and shall be treated by the Committee, the Chairman, the Committee Secretary and the parties as confidential.

(g) Formal Inquiry reports provided to the Committee shall be treated as direct evidence of the facts recorded in them.

A8.3 Circulation of papers

The Committee Secretary shall circulate to members, so as to be received at least 4 days before a meeting of the Committee, a list of the issues to be tabled at that meeting, together with appropriate summaries and background papers relating to those issues. Late circulation of papers to members by the Committee Secretary shall not of itself prevent or invalidate discussion of the disputes concerned.

A8.4 Notification to parties to dispute

The Committee Secretary shall notify a party to a dispute which is to be considered at a meeting of the Committee, of the time, date and place of the meeting. Such notification shall be sent so as to be received at least 7 days before the meeting. If a party does not receive:

• such notification; and

• the information submitted by each other party to the dispute

at least seven days before the meeting (other than through its own fault), it shall be entitled to require the Committee to postpone its consideration of the dispute until a date which is not earlier than seven days after its receipt of the notification and information. The Committee shall be entitled to proceed to consider any dispute referred to it unless:

(a) any party to the dispute shall, before the beginning of the meeting, have exercised any right to have consideration of the dispute postponed; or

(b) the Chairman, on the application of any party to the dispute, determines that the Committee’s consideration of the dispute should be postponed on the grounds that the party which has made the application has received insufficient notice in any respect.

If the Committee’s consideration of the dispute is not so postponed, no objection shall be made in relation to the failure of any party to receive on time any notification, information or documents.

A8.5 Time extensions

The Chairman on cause shown may extend any period of time fixed by or pursuant to these Rules whether or not that period of time has expired. He shall notify the members, the Committee Secretary and the parties to the dispute of any such extension of time.

A8.6 Representation before the Committee

A8.6.1 Representatives

Subject to paragraphs A8.6.3 and A8.6.4, each party to a dispute shall be entitled to appoint one officer or employee to make representations on its behalf at that part of the meeting of the Committee which considers a dispute to which it is a party. A member or a member’s alternate who is an officer or employee of a party may be so appointed but in that event may not sit as a member of the Committee. A party intending to be so represented shall notify the Committee Secretary and the other parties to the dispute of the name, address and telephone number of its representative. A person shall not be prevented from representing a party because he is or may be a witness in the proceedings.

Nothing shall prevent a party being represented by different persons in relation to different disputes or at different meetings.

A8.6.2 Right to be heard

The representative of a party to the dispute shall be entitled to make written and oral representations to the Committee on behalf of the party in question.

A8.6.3 Legal advisers and outside representation

The Chairman of the Committee shall be entitled to direct that the representative of any party to the dispute may be:

(a) accompanied by a person who is legally qualified, but who may not, without the consent of the Chairman, address the Committee; or

(b) a person who is not an officer or employee of the relevant party (whether legally qualified or not).

A8.6.4 Other assistance and observers

The representative of a party to a dispute may be accompanied at the meeting of the Committee by a representative of that party’s insurers and by persons with technical or professional expertise (other than legal advisers) in relation to the subject-matter of the dispute. Such persons may advise the representative, but not, without the consent of the Chairman, address the Committee.

A8.6.5 The Registrar

A representative of the Registrar (as defined in CAHA) shall be entitled to attend that part of a meeting at which the allocation of a claim by a third party is to be considered. He may provide written and oral information to the Committee as to that claim.

A8.7 Procedure at Committee meetings

A8.7.1 Length of proceedings

The Chairman may determine for how long a party’s representative may address the Committee, provided a fair opportunity is given to each party for the presentation of its case.

A8.7.2 Appointment of adviser

(i) The Chairman may obtain independent legal or technical advice relating to a dispute, provided that the parties to the dispute consent and that the costs of obtaining such advice do not exceed any limit specified by a party to the dispute.

(ii) The parties to the dispute may agree the apportionment of such costs between themselves but, in the absence of such agreement, the Chairman shall decide how to apportion the costs of obtaining such advice. If he fails to decide, the costs shall be shared equally by the parties to the dispute.

(iii) The Chairman and the Committee shall have regard to but shall not be bound to adopt the views expressed by any adviser. The Chairman shall disclose the substance of the advice that has been obtained to the parties to the dispute before the conclusion of the hearing of the representatives of the parties to the dispute.

A8.7.3 Language of proceedings

The language to be used in the dispute proceedings (including all documents and information supplied in connection with such proceedings) shall be English.

A8.8 Determination of disputes

A8.8.1 Determination by the Committee or Chairman

After the conclusion of the hearing of the representatives of the parties to a dispute, the members, and one representative of each of the parties to the dispute shall try to resolve the dispute by unanimous agreement. The Chairman may at any time hold a vote to determine whether or not unanimity has been achieved in relation to a dispute or any part thereof, and a decision shall be treated as agreed unanimously if no member or voting representative present votes against it. Any such agreement shall be final and binding notwithstanding (where it relates to part only of a dispute) any arbitration or other proceedings undertaken in relation to any other part of the dispute. If the members fail to agree as to the resolution of the whole or any part of a dispute, the Chairman may:

(a) either immediately or within such period as he may specify make a ruling as to the resolution of the dispute or that part which, subject to paragraph C1(b) shall be binding; or,

(b) once only, postpone consideration of the dispute to a subsequent meeting of the Committee. In such a case he may require the parties to the dispute to provide the Committee with such further information in such form and by such times as he shall specify and if the dispute is not resolved by unanimous agreement at that subsequent meeting sub-paragraphs (a) and (c) shall apply; or

(c) declare that the dispute or part of it has not been resolved. In such a case the parties to the dispute may agree that, before it is referred to any other means of dispute resolution previously agreed between them, the dispute should be referred to mediation pursuant to Part B.

A8.8.2 Power to make orders

The Committee, in agreeing as to the resolution of a dispute, or the Chairman, in making a ruling as to the resolution of a dispute, may make any of the orders provided for in paragraph C4.2.

A8.8.3 Written determination and reasons for it

Any ruling by the Chairman as to the resolution of a dispute shall be in writing. The Chairman shall not be obliged to provide a written statement of his reasons for the ruling unless any of the parties to the dispute shall so require.

A8.8.4 Costs

The Committee shall have power to order any party to a dispute to meet some or all of the costs or expenses of the Committee and of any other party to the dispute, assessed in such manner as the Committee shall determine. Except where any party to the dispute seeks such an order, there shall be a presumption that no such order shall be made. Such presumption shall be rebutted only where the Committee is satisfied that either:

(a) the case of any party to the dispute was so lacking in merit that the reference should not have been made; or

(b) the conduct of any such party before or during the conduct of the reference was such as to justify an award of costs being made against it; or

A8.8.5 Minutes

Without prejudice to paragraph A8.8.3 and subject to paragraph A8.9:

(a) the Committee Secretary shall prepare full and accurate minutes of every meeting of the Committee;

(b) the minutes shall be considered and approved (with or without modification) at the next meeting of the Committee;

(c) a copy of every decision of the Committee or ruling of the Chairman resolving a dispute (or, if the Committee in its discretion so decides, a summary thereof or of the rationale for it) shall be sent by the Committee Secretary to each Industry Party and the Franchising Director. If only a summary is sent, each Industry Party and the Franchising Director will thereafter be entitled to receive a copy of the complete decision or ruling upon written request to the Committee Secretary;

(d) the Committee Secretary may also compile a report on the procedural aspects of any proceedings and may include in it recommendations as to the conduct of any future claim or proceedings. The Committee Secretary shall submit any such report to the Committee which may at its discretion send copies to any or all Industry Parties and the Franchising Director;

(e) no such summary, decision, ruling or report shall be sent to any person other than the parties to the dispute, the members of the Committee or their alternates and the Chairman until the Committee Secretary has received written confirmation from the Chairman that no confidentiality representations under paragraph A8.9.3 remain outstanding and the time allowed for making such representations has expired; and

(f) the Committee Secretary shall send to the Regulator a copy of any decision of the Committee or ruling of the Chairman in respect of a dispute to which any Industry Party paying a licence fee is party.

A8.9 Confidentiality of determination

A8.9.1 The Chairman’s discretion to order confidentiality

The Chairman shall be entitled to direct that the decision of the Committee or the ruling of the Chairman or any part of either shall be kept confidential, to the extent stated and subject to such conditions (if any) as shall be specified in the direction, on the grounds that:

(a) publication would or might seriously and prejudicially affect the interests of any of the parties to the dispute or any other person; and

(b) such prejudice outweighs or is likely to outweigh the interests of the industry in the publication of the award.

Any such direction shall be in writing and shall be given to the parties to the dispute and the Committee Secretary.

A8.9.2 Exceptions to confidentiality directions

A direction given pursuant to paragraph A8.9.1 shall not apply to disclosure which is:

(a) agreed in writing by all the parties to the dispute;

(b) made to the advisers of the party in question, upon obtaining an undertaking of strict confidentiality from such persons;

(c) made to any person from whom the party in question has obtained or is, in good faith, seeking to obtain any financial assistance, whether by way of loan, equity participation or otherwise, upon obtaining an undertaking of strict confidentiality from such person;

(d) made to the Regulator or the Franchising Director;

(e) required for the purposes set out in paragraph C6.2; or

(f) required pursuant to the order of a court of competent jurisdiction or otherwise by law.

A8.9.3 Representations of parties as to confidentiality

Within seven days of its receipt of the award (or such longer period as the Chairman shall allow), any party to the dispute shall be entitled to give notice to the Chairman and the other parties to the dispute:

(a) as to whether it considers that the Chairman should exercise his discretion to exclude from publication any part of the award which relates to its affairs; and

(b) if confidentiality is sought, its justification for considering that the grounds referred to in that paragraph exist.