Rail

Our Practice

With government initiatives such as Europe’s TENS-T programme, rail infrastructure, maintenance and operation is increasingly being provided across international borders. As the rail market has liberalised and opportunities in home markets shrink, former national rail providers are seeking to increase profits through transnational opportunities and cross border alliances.

We advise clients worldwide in all sectors of the railway industry and on all legal aspects of their business. We have a proven track record in acting for governments, public bodies and private operators on railway projects of national and international importance.

Our experience of the rail sector includes advising on restructuring, privatisation, operator access, franchising, major investment and construction projects, regulation, financing, disputes and environmental issues. We are involved in negotiations at the highest level within the industry, but also deal with day to day issues (including the operational requirements of the railway).

Experience

CDC Capital Markets

  • advising on the sub-participation in the financing of tramway sets for the Metrolink network in Melbourne (Australia).

Channel Tunnel High Speed Rail Link (CTRL)

  • advising Railtrack (now Network Rail) on the rescue of the £5.3bn Channel Tunnel Rail Link. This included advice on all aspects of this high profile and highly complex PPP project and handling the agreements between Railtrack, the UK Government and the project developers as well as arrangements for the financing of the Link.

Deutsche Bahn

  • advising a client on the purchase of several pieces of ground from Deutsche Bahn (German Railways), which are highly contaminated. This has involved the negotiation of a contamination clause in the purchase contract taking into account the fact that the relevant authorities have already made it clear, on the basis of a ground contamination investigation, that further decontamination measures will be required.

Dublin Commuter Links

  • advising Coras Iompair Eireann (CIE) on the Heuston to Kildare Route Capacity Improvement Project to increase commuter link capacity into Dublin's Heuston Station. The project requires some €158.75m value of physical works across all railway disciplines for the purposes of upgrading this busy commuter route
  • providing specialist legal advice on the contractual structures and the EC procurement process including the preferred alliancing strategy.

Government of India and Container Cororation of India Limited

  • advising in connection with the privatisation of an undertaking carrying out the transportation of containers by rail (value US$55m).

Greek Government

  • advising on the construction of an extension to the Athens tram system.

West Coast Main Line Upgrade

  • advising Network Rail in relation to the West Coast Main Line Upgrade. This has involved advising on this project at all levels – finance, dispute resolution, regulatory, construction and negotiation.

International Train Operator

  • advising an international train operator who is currently bidding for a UK rail franchise. The mandate includes advising the prospective operator on all aspects of its rail business in the UK (except in relation to pure track and station access contracts) including in relation to the franchise tender process, negotiations with the SRA, joint venture and business purchase arrangements and financing requirements.

Jordan Rail

  • advising Hydro Agri Jordan Limited, a Jordanian company, in relation to the proposed operation of rail freight loading facilities in Jordan.

Network Rail / Railtrack

  • we played a central role in the restructuring and privatisation of British Rail in the UK and have advised Railtrack (now Network Rail) since its inception in 1993. Our role has also included advising on the extensive matrix of track, station and depot access agreements and other contracts, including maintenance and renewal contracts, between Network Rail and its customers and suppliers
  • we have recently advised Network Rail on its programme to bring rail maintenance activity back in-house. Under the plan, Network Rail will acquire the infrastructure maintenance business of the seven infrastructure maintenance contractors. This project represents the most fundamental restructuring of Britain’s railways since British Rail was reorganised in 1994. 18,500 people from the infrastructure maintenance contractors will be transferred to Network Rail as part of the programme.

Railway Administration

  • advising the administrators of Railtrack in relation to the establishment of the new company, Network Rail, to operate the national network including the due diligence process associated with the £8bn transfer of Railtrack to Network Rail which involved advising on and establishing a data room containing all information and documentation relevant to Railtrack’s business and activities.

Railway Safety Standards Board (RSSB)

  • advising on the establishment of the Railway Safety Standards Board Limited, the new body responsible for safety in the UK railway industry, and on the transfer of the railway safety function from Railway Safety (a subsidiary of Network Rail) to the newly created company. The RSSB was established following the recommendations by Lord Cullen’s inquiry into the Ladbrook Grove accident.

Rail Service

  • advising Rail Service, an Italian transport company, in connection with obtaining a licence from the Italian Ministry of Transport for the use of the State railway infrastructure for its international passenger transport service, and on an agreement for the use of the infrastructure for its national passenger transport service.

Rapid Transit International

  • advising on a mediation and a Transport and Works Act application relating to a Rapid Transit System at Northampton.

Republic of Ireland's Rail Network

  • advising the Irish Republic's Department of Public Enterprise on the policy frameworks for Public Private Partnerships (PPPs) in the rail sector. The brief includes Dublin's proposed €1.8bn on-street light rail network, the City's recently announced €5.7bn Metro system and potentially some of the heavy rail networks also envisaged for the capital
  • we also advised the Department of Public Enterprise on the Transport (Rail Infrastructure) Act 2002 and its implications, especially the areas concerning the establishment of the Railway Procurement Agency (RPA) which will be the public sector client for all future railway PPP's in Ireland.

South African Railways

  • advising on the proposals of the South African Government and Transnet (the government holding company in the transport sector) for the incorporation and restructuring (commercially and regulatory) of the various business divisions of Spoornet, the operator of the South African freight and mainline passenger railways system.

The Kowloon Canton Railways Corporation (KCRC)

  • drafting the by-laws for KCRC’s expanded operations covering West Rail, East Rail International Passenger and Freight Services, Light Rail and Feeder Buses. Also advising KCRC on the contracts for the design for the civil engineering, building services and property enabling works for the Shatin to Central Link, a 17km railway extension to the Ma On Shan Railway in Hong Kong.

Tube Lines Limited (formerly Infraco JNP)

  • advising on the formulation and implementation of a new procurement strategy for 196 escalators on the Jubilee, Northern and Piccadilly Lines, involving a capital value of £500m and contracts of 30 years duration. The contracts will encompass maintenance, renewal and refurbishment of the escalator suite
  • we continue to advise Tube Lines on a range of other transactions including the Wembley Park Major Enhancement Project and the defence of injunction proceedings on the basis of allegations of infringement of the Competition Act.

Tyne and Wear Metro

  • advising in connection with the £98m PPP with the Tyne and Wear Passenger Transport Executive (Nexus) to invest in, build and upgrade new and existing track and stations in the North East to create the Tyne and Wear Metro extension.

Specialist Expertise

Specialist areas of our rail practice include:

Commercial

  • we advise on all commercial contracts, including track access and customer-supply relationships, such as with train operators, franchisees and maintenance contractors. We also structure performance regimes in the railways industry and advise on major PPPs.

Competition, regulatory and EC

  • we advise on structuring rail projects with regard to the evolving (frequently hostile) EU public procurement regulations and other public procurement issues. We also have wide regulatory experience, including railway licences, access agreements and access charge reviews, and advise and work with governments and regulatory bodies, sector investors and operators.

Construction

  • we advise from the inception of rail projects through to their completion. We are involved in the preparation and negotiation of the terms of construction documentation. We also undertake the drafting of performance bonds, guarantees and insurance arrangements.

Corporate and insolvency

  • we are involved in a full range of railway corporate transactions, including company and business acquisitions and disposals, flotations, and complex, innovative and challenging privatisations. We also have cutting edge railways insolvency expertise.

Dispute resolution

  • we offer a full dispute resolution service including adjudication, arbitration, litigation, mediation and other ADR processes
  • we are the market leaders in advising on the specific regulatory framework for the railways sector.

Employment, benefits and health & safety

  • we provide advice on projects and transactions including TUPE advice in contracting out situations, executive terminations, industrial action, contracts and secondment arrangements, as well as carrying out employment audits, reviewing and commenting on existing employment documentation
  • we also advise clients on health & safety issues in the railways industry.

Finance

  • we advise on complex project finance, structured finance and export finance arrangements, whether on a limited recourse basis or not. This has involved public sector grants, debt and equity funding, including high value bond issues
  • our asset finance and leasing practice focuses on the financing of big ticket assets delivering off-balance sheet operating leases, leveraged leases, export credit finance and asset backed securitisations
  • we also advise on insurance and reinsurance issues and disputes.

IT and e-commerce

  • we advise on setting up travel websites, software licences and all IT-related matters for transport industry clients.

Real estate & environment

  • we advise on all aspects of development, investment and management. We have unrivalled knowledge of station and depot leases and related concession arrangements, extensive experience of station/depot access contracts, and detailed knowledge of planning law
  • we also have a leading environmental practice with cutting edge experience of the environmental issues relevant to the railway sector, for example contaminated land issues.