The Energy Administration Rules 2005

• (2) Subject to the next paragraph, a quorum is at least one creditor entitled to vote.

• (3) For the purposes of this Rule, the reference to the creditor necessary to constitute a quorum is to those persons present or represented by proxy by any person (including the chairman) and includes persons duly represented under section 375 of the Companies Act.

• (4) Where at any meeting of creditors—

• (a) the provisions of this Rule as to a quorum being present are satisfied by the attendance of—

• (i) the chairman alone, or

• (ii) one other person in addition to the chairman, and

• (b) the chairman is aware, by virtue of proofs and proxies received or otherwise, that one or more additional persons would, if attending, be entitled to vote,

the meeting shall not commence until at least the expiry of 15 minutes after the time appointed for its commencement.

Evidence of proceedings at meetings

158

• (1) A minute of proceedings at a meeting (held under the 1986 Act, Schedule B1 to the 1986 Act or the Rules) of the creditors or of the members of a protected energy company, signed by a person describing himself as, or appearing to be, the chairman of that meeting is admissible in energy administration proceedings without further proof.

• (2) The minute is prime facie evidence that—

• (a) the meeting was duly convened and held,

• (b) all resolutions passed at the meeting were duly passed, and

• (c) all proceedings at the meeting took place.

Documents issuing from Secretary of State

159

• (1) Any document purporting to be, or to contain, any order, directions or certificate issued by the Secretary of State shall be received in evidence and deemed to be or (as the case may be) contain that order or certificate, or those directions, without further proof, unless the contrary is shown.

• (2) Paragraph (1) applies whether the document is signed by the Secretary of State himself or an officer on his behalf.

• (3) Without prejudice to the foregoing, a certificate signed by the Secretary of State or an officer on his behalf and confirming—

• (a) the making of an order,

• (b) the issuing of any document, or

• (c) the exercise of any discretion, power or obligation arising or imposed under the 1986 Act, the 2004 Act, Schedule B1 to the 1986 Act or the Rules,

is conclusive evidence of the matters dealt with in the certificate.

Forms for use in energy administration proceedings

160

• (1) The forms contained in Schedule 1 to the Rules shall be used in, and in connection with, energy administration proceedings.

• (2) The forms shall be used with such variations, if any, as the circumstances may require.

Energy administrator’s security

161

• (1) Wherever under the Rules any person has to appoint a person to the office of energy administrator, he is under a duty to satisfy himself that the person appointed or to be appointed has security for the proper performance of his functions.

• (2) In any energy administration proceedings the cost of the energy administrator’s security shall be defrayed as an expense of the energy administration.

Time-limits

162

• (1) The provisions of CPR²⁴ Rule 2.8 (time) apply, as regards computation of time, to anything required or authorised to be done by the Rules.

• (2) The provisions of CPR rule 3.1(2)(a) (the court’s general powers of management) apply so as to enable the court to extend or shorten the time for compliance with anything required or authorised to be done by the Rules.

Service by post

163

• (1) For a document to be properly served by post, it must be contained in an envelope addressed to the person on whom service is to be effected, and pre-paid for either first or second class post.

• (2) A document to be served by post may be sent to the last known address of the person to be served.

• (3) Where first class post is used, the document is treated as served on the second business day after the date of posting, unless the contrary is shown.

• (4) Where second class post is used, the document is treated as served on the fourth business day after the date of posting, unless the contrary is shown.

• (5) The date of posting is presumed, unless the contrary is shown, to be the date shown in the post-mark on the envelope in which the document is contained.

General provisions as to service and notice

164

Subject to Rule 163 and 165, CPR Part 6 (service of documents) applies as regards any matter relating to the service of documents and the giving of notice in energy administration proceedings.

Service outside the jurisdiction

165

• (1) CPR Part 6, paragraphs 6.17 to 6.35 (service of process, etc, out of the jurisdiction) do not apply in energy administration proceedings.

• (2) Where for the purposes of energy administration proceedings any process or order of the court, or other document, is required to be served on a person who is not in England and Wales, the court may order service to be effected within such time, on such person, at such place and in such manner as it thinks fit, and may also require such proof of service as it thinks fit.

• (3) An application under this Rule shall be supported by an affidavit stating—

• (a) the grounds on which the application is made, and

• (b) in what place or country the person to be served is, or probably may be found.

Confidentiality of documents

166

• (1) Where in energy administration proceedings the energy administrator considers, in the case of a document forming part of the records of the proceedings, that—

• (a) it should be treated as confidential, or

• (b) it is of such a nature that its disclosure would be calculated to be injurious to the interests of the creditors or members of a protected energy company,

he may decline to allow it to be inspected by a person who would otherwise be entitled to inspect it.

• (2) Where under this Rule the energy administrator determines to refuse inspection of a document, the person wishing to inspect it may apply to the court for that determination to be overruled; and the court may either overrule it altogether, or sustain it subject to such conditions (if any) as it thinks fit to impose.

• (3) Nothing in this Rule entitles the energy administrator to decline to allow the inspection of any proof or proxy.

Notices sent simultaneously to the same person

167

Where under the 1986 Act, the 2004 Act, Schedule B1 to the 1986 Act or the Rules, a document of any description is to be sent to a person (whether or not as a member of a class of persons to whom that same document is to be sent), it may be sent as an accompaniment to any other document or information which the person is to receive, with or without modification or adaptation of the form applicable to that document.

Right to copy documents

168

Where the 1986 Act or the Rules confer a right for any person to inspect documents, the right includes that of taking copies of those documents, on payment—

• (a) in the case of documents on the court’s file of proceedings, of the fee chargeable under any order made under section 92 of the Courts Act 2003²⁵ and

• (b) otherwise, of the appropriate fee.

Charge for copy documents

169

Where the energy administrator is requested by a creditor or member to supply copies of any documents he is entitled to require the payment of the appropriate fee in respect of the supply of the documents.

Non-receipt of notice of meeting

170

Where in accordance with the 1986 Act, Schedule B1 to the 1986 Act or the Rules a meeting of creditors or other persons is called or summoned by notice, the meeting is presumed to have been duly summoned and held, notwithstanding that not all those to whom the notice is to be given have received it.

Right to have list of creditors

171

• (1) In energy administration proceedings a creditor who under the Rules has the right to inspect documents on the court file also has the right to require the energy administrator to furnish him with a list of the creditors of the protected energy company and the amounts of their respective debts.

False claim of status as creditor

172

• (1) Where the Rules provide for creditors or members of a protected energy company a right to inspect any documents, whether on the court’s file or in the hands of the energy administrator or other person, it is an offence for a person, with the intention of obtaining a sight of documents which he has not under the Rules any right to inspect, falsely to claim a status which would entitle him to inspect them.

• (2) A person guilty of an offence under this Rule is liable to imprisonment or a fine, or both.

The Gazette

173

• (1) A copy of the Gazette containing any notice required by the 1986 Act, Schedule B1 to the 1986 Act or the Rules to be gazetted is evidence of any fact stated in the notice.

• (2) In the case of an order of the court notice of which is required by the 1986 Act, Schedule B1 to the 1986 Act or the Rules to be gazetted, a copy of the Gazette containing the notice may in any proceedings be produced as conclusive evidence that the order was made on the date specified in the notice.

• (3) Where an order of the court which is gazetted has been varied, and where any matter has been erroneously or inaccurately gazetted, the person whose responsibility it was to procure the requisite entry in the Gazette shall forthwith cause the variation of the order to be gazetted or, as the case may be, a further entry to be made in the Gazette for the purpose of correcting the error or inaccuracy.

Punishment of offences

174

• (1) Schedule 2 to the Rules has effect with respect to the way in which contraventions of the Rules are punishable on conviction.

• (2) In relation to an offence under a provision of the Rules specified in the first column of the Schedule (the general nature of the offence being described in the second column), the third column shows whether the offence is punishable on conviction on indictment, or on summary conviction, or either in the one way or the other.

• (3) The fourth column shows, in relation to an offence, the maximum punishment by way of fine or imprisonment which may be imposed on a person convicted of the offence in the way specified in relation to it in the third column (that is to say, on indictment or summarily), a reference to a period of years or months being to a term of imprisonment of that duration.

• (4) The fifth column shows (in relation to an offence for which there is an entry in that column) that a person convicted of the offence after continued contravention is liable to a daily default fine; that is to say, he is liable on a second or subsequent conviction of the offence to the fine specified in that column for each day on which the contravention is continued (instead of the penalty specified for the offence in the fourth column of the Schedule).

• (5) Section 431 of the 1986 Act (summary proceedings), as it applies to England and Wales, has effect in relation to offences under the Rules as to offences under the 1986 Act.

Notice of order under section 176A(5) of the 1986 Act

175

• (1) Where the court makes an order under section 176A(5) of the 1986 Act, it shall as soon as reasonably practicable send two sealed copies of the order to the energy administrator.

• (2) Where the court has made an order under section 176A(5) of the 1986 Act, the energy administrator shall, as soon as reasonably practicable, send a sealed copy of the order to the protected energy company.

• (3) Where the court has made an order under section 176A(5) of the 1986 Act, the energy administrator shall, as soon as reasonably practicable, give notice to each creditor of whose claim and address he is aware.

• (4) Paragraph (3) shall not apply where the court directs otherwise.

• (5) The court may direct that the requirement in paragraph (3) is complied with by the energy administrator publishing a notice in such newspaper as he thinks most appropriate for ensuring that it comes to the notice of the protected energy company’s unsecured creditors stating that the court has made an order disapplying the requirement to set aside the prescribed part.

• (6) The energy administrator shall send a copy of the order to the registrar of companies as soon as reasonably practicable after the making of the order.

PART 15 — INTERPRETATION AND APPLICATION

Introductory

176

This Part of the Rules has effect for their interpretation and application; and any definition given in this Part applies except, and in so far as, the context otherwise requires.

“The court”; “the registrar”

177

• (1) Anything to be done in energy administration proceedings by, to or before the court may be done by, to or before a judge or the registrar.

• (2) The registrar may authorise any act of a formal or administrative character which is not by statute his responsibility to be carried out by the chief clerk or any other officer of the court acting on his behalf, in accordance with directions given by the Lord Chancellor.

• (3) In energy administration proceedings, “the registrar” means—

• (a) subject to the following paragraph, a Registrar in Bankruptcy of the High Court;

• (b) where the proceedings are in the District Registry of Birmingham, Bristol, Cardiff, Leeds, Liverpool, Manchester, Newcastle-upon-Tyne or Preston, the District Registrar.

“Give notice” etc

178

• (1) A reference in the Rules to giving notice, or to delivering, sending or serving any document, means that the notice or document may be sent by post, unless under a particular Rule personal service is expressly required.

• (2) Any form of post may be used, unless under a particular Rule a specified form is expressly required.

• (3) Personal service of a document is permissible in all cases.

• (4) Notice of the venue fixed for an application may be given by service of the sealed copy of the application under Rule 96(3).

Notice, etc to solicitors

179

Where in energy administration proceedings a notice or other document is required or authorised to be given to a person, it may, if he has indicated that his solicitor is authorised to accept service on his behalf, be given instead to the solicitor.

Notice to joint energy administrators

180

Where two or more persons are acting jointly as the energy administrator in energy administration proceedings, delivery of a document to one of them is to be treated as delivery to them all.

“Venue”

181

References to the “venue” for any proceedings or attendance before the court, or for a meeting, are to the time, date and place for the proceedings, attendance or meeting.

“Energy administration proceedings”

182

“Energy administration proceedings” means any proceedings under sections 154 to 171 of, and Schedules 20 and 21 to, the 2004 Act or the Rules.

“The appropriate fee”

183

“The appropriate fee” means 15 pence per A4 or A5 page and 30 pence per A3 page.

“Debt”, “liability”

184

• (1) “Debt”, in relation to the energy administration of a protected energy company, means (subject to the next paragraph) any of the following—

• (a) any debt or liability to which the protected energy company is subject at the date on which it goes into energy administration;

• (b) any debt or liability to which the protected energy company may become subject after that date by reason of any obligation incurred before that date; and

• (c) any interest provable as mentioned in Rule 56(1).

• (2) In determining for the purposes of any provision of the 1986 Act, section 154 to 171 of and Schedules 20 and 21 to the 2004 Act, Schedule B1 to the 1986 Act or the Rules, whether any liability in tort is a debt provable in the energy administration, the protected energy company is deemed to become subject to that liability by reason of an obligation incurred at the time when the cause of action accrued.

• (3) For the purposes of references in any provision of the 1986 Act, section 154 to 171 of and Schedules 20 and 21 to the 2004 Act, Schedule B1 to the 1986 Act or the Rules, to a debt or liability, it is immaterial whether the debt or liability is present or future, whether it is certain or contingent, or whether its amount is fixed or liquidated, or is capable of being ascertained by fixed rules or as a matter of opinion; and references in any such provision to owing a debt are to be read accordingly.

• (4) In any provision of the 1986 Act, section 154 to 171 of and Schedules 20 and 21 to the 2004 Act, Schedule B1 to the 1986 Act or the Rules, except in so far as the context otherwise requires, “liability” means (subject to paragraph (3) above) a liability to pay money or money’s worth, including any liability under an enactment, any liability for breach of trust, any liability in contract, tort or bailment, and any liability arising out of an obligation to make restitution.

“Authorised deposit-taker and former authorised deposit-taker”

186

• (1) “Authorised deposit-taker” means a person with permission under Part 4 of the Financial Services and Markets Act to accept deposits.

• (2) “Former authorised deposit-taker” means a person who—

• (a) is not an authorised deposit-taker,

• (b) was formerly an authorised institution under the Banking Act 1987²⁶, or a recognised bank or a licensed institution under the Banking Act 1979²⁷, and

• (c) continues to have liability in respect of any deposit for which it had a liability at a time when it was an authorised institution, recognised bank or licensed institution.

• (3) Paragraphs (1) and (2) must be read with—

• (a) section 22 of the Financial Services and Markets Act 2000;

• (b) any relevant order under that section; and

• (c) Schedule 22 to that Act.

Expressions used generally

186

• (1) “Business day” means any day other than a Saturday, a Sunday, Christmas Day, Good Friday or a day which is a bank holiday in any part of Great Britain under or by virtue of the Banking and Financial Dealings Act 1971²⁸.

• (2) “The Department” means the Department of Trade and Industry.

• (3) “File in court” and “file with the court” means deliver to the court for filing.

• (4) “The Gazette” means the London Gazette.

• (5) “Practice direction” means a direction as to the practice and procedure of any court within the scope of the CPR.

• (6) “Prescribed part” has the same meaning as it does in section 176A(2) of the 1986 Act.

Application

187

The Rules apply to energy administration proceedings commenced on or after the date on which the Rules come into force. Nothing contained in the Insolvency Rules shall apply to such proceedings commenced on or after that date.

SCHEDULE 1 — FORMS

Form Number	Title
EA1	Energy administration application
EA2	Statement of proposed energy administrator
EA3	Affidavit of service of energy administration application
EA4	Energy administration order
EA5	Notification of appointment of energy administrator (for newspaper and London Gazette)
EA6	Notice of energy administrator’s appointment
EA7	Notice requiring submission of a statement of affairs
EA8	Statement of affairs
EA9	Statement of concurrence
EA10	Notice of statement of affairs
EA11	Statement of energy administrator’s proposals
EA12	Notice of extension of time period
EA13	Notice of a meeting of creditors
EA14	Creditor’s request for a meeting
EA15	Statement of energy administrator’s revised proposals
EA16	Energy administrator’s progress report
EA17	Notice of order to deal with charged property
EA18	Affidavit of debt
EA19	Notice of court order ending energy administration
EA20	Notice of move from energy administration to creditors' voluntary liquidation
EA21	Notice of move from energy administration to dissolution
EA22	Notice to registrar of companies in respect of date of dissolution
EA23	Notice of intention to resign as energy administrator
EA24	Notice of resignation by energy administrator
EA25	Notice of vacation of office by energy administrator
EA26	Notice of appointment of replacement/additional energy administrator
EA27	Originating application
EA28	Ordinary application
EA29	Declaration by official shorthand writer
EA30	Appointment of shorthand writer
EA31	Declaration by shorthand writer
EA32	Order appointing person to act for incapacitated person
EA33	Proxy
EA34	Order under section 236 of the Insolvency Act 1986 (as modified by Schedule 20 to the Energy Act 2004)
EA35	Notice to registrar of companies in respect of an order under section 176A of the Insolvency Act 1986

Form EA1

Energy administration application

Rule 4

Form EA2

Statement of proposed energy administrator

Rule 5

Form EA3

Affidavit of service of energy administration application

Rule 11

Form EA4

Energy administration order

Rule 12

Form EA5

Notification of appointment of energy administrator (for newspaper and London Gazette)

Rule 14

[Form 2.12B]

The Insolvency Act 1986

The Energy Act 2004

Notice of energy administrator’s appointment

Rule 14

Form EA7

Notice requiring submission of a statement of affairs

Rule 15

Form EA8

Statement of affairs

Rule 16

Form EA9

Statement of concurrence

Rule 16

[Form 2.16B]

The Insolvency Act 1986

The Energy Act 2004

Notice of statement of affairs

Rule 16

[Form 2.17B]

The Insolvency Act 1986

The Energy Act 2004

Statement of energy administrator’s proposals

Rule 20

[Form 2.18B]

The Insolvency Act 1986

The Energy Act 2004

Notice of extension of time period

Rule 20

Form EA13

Notice of a meeting of creditors

Rule 21

Form EA14

Creditor’s request for a meeting

Rule 23

[Form 2.22B]

The Insolvency Act 1986

The Energy Act 2004

Statement of energy administrator’s revised proposals

Rule 31

[Form 2.24B]

The Insolvency Act 1986

The Energy Act 2004

Energy administrator’s progress report

Rule 32

[Form 2.28B]

The Insolvency Act 1986

The Energy Act 2004

Notice of order to deal with charged property

Rule 34

Form EA18

Affidavit of debt

Rule 41

[Form 2.33B]

The Insolvency Act 1986

The Energy Act 2004

Notice of court order ending energy administration

Rule 77

[Form 2.34B]

The Insolvency Act 1986

The Energy Act 2004

Notice of move from energy administration to creditors' voluntary liquidation

Rule 78

[Form 2.35B]

The Insolvency Act 1986

The Energy Act 2004

Notice of move from energy administration to dissolution

Rule 79

[Form 2.36B]

Notice to registrar of companies in respect of date of dissolution

Rule 79

Form EA23

Notice of intention to resign as energy administrator

Rule 82

[Form 2.38B]

The Insolvency Act 1986

The Energy Act 2004

Notice of resignation by energy administrator

Rule 83

[Form 2.39B]

The Insolvency Act 1986

The Energy Act 2004

Notice of vacation of office by energy administrator

Rule 84

[Form 2.40B]

The Insolvency Act 1986

The Energy Act 2004

Notice of appointment of replacement/additional energy administrator

Rule 90

Form EA27

Originating Application

Rule 93

Form EA28

Ordinary Application

Rule 93

Form EA29

Declaration by Official Shorthand Writer (Energy Administration Proceedings)

Rule 104

Form EA30

Appointment of Shorthand Writer (Energy Administration Proceedings)

Rule 104

Form EA31

Declaration by Shorthand Writer (Energy Administration Proceedings)

Form EA32

Order Appointing Person to Act for Incapacitated Person

Rule 124

Form EA33

Proxy (Energy Administration)

Rule 140

Form EA34

Order under section 236 of the Insolvency Act 1986 (as modified by Schedule 20 to the Energy Act 2004)

Rule 147

Form EA35 [12.1]

The Insolvency Act 1986

Notice to Registrar of Companies in respect of an order under Section 176A of the Insolvency Act 1986 (energy administration)

Rule 175

SCHEDULE 2 — PUNISHMENT OF OFFENCES UNDER THE RULES

1

On indictment

2

Summary

Signed

Falconer of Thoroton C.

I concur, on behalf of the Secretary of State,

Malcolm Wicks — Minister of State for Energy — Department of Trade and Industry — 2nd September 2005

Explanatory note

(This note is not part of the Order)

These Rules set out the procedure for the conduct of energy administration proceedings. Energy administration is a special insolvency regime specifically created for the companies that run and operate the gas and electricity networks in Great Britain.

The framework for the energy administration regime is set out in Chapter 3 of Part 3 of the Energy Act 2004 (c. 20) (the “2004 Act”). Only certain types of energy companies, known as “protected energy companies”, can enter energy administration and these are defined in section 154(5) of the 2004 Act. A protected energy company is one which holds either a licence under section 6(1)(b) or (c) of the Electricity Act 1989 (c. 29), or a licence under section 7 of the Gas Act 1986 (c. 44).

The energy administration process is commenced by an application to court for an energy administration order. Such an application can be made by either the Secretary of State or, with the consent of the Secretary of State, by the Gas and Electricity Markets Authority.

An insolvency practitioner appointed to manage the affairs, business and property of the protected energy company is defined in section 154(2) of the 2004 Act as an energy administrator.

These Rules are based upon the provisions of the existing Insolvency Rules 1986 (S.I. 1986/1925) but are a stand alone set of rules applicable only to energy administration proceedings.

Part 1 of these Rules contains the construction and interpretation provisions.

Part 2 of these Rules sets out the procedure to be followed to initiate energy administration proceedings, including the information required for an energy administration order application and how much and to whom notice of such an application needs to be given.

Part 3 of these Rules details the initial steps to be taken in energy administration proceedings. These include the notification and advertisement of an energy administrator’s appointment and the preparation of a statement of the protected energy company’s affairs. Part 3 also sets out the information that must be given to creditors in the energy administrator’s proposals.

Part 4 of these Rules governs the conduct of creditors' and company meetings called by an energy administrator during energy administration proceedings.

Part 5 of these Rules contains provisions relating to an application to court for an order for authority to dispose of property of the protected energy company which is subject to a security.

Part 6 of these Rules details the priority of the expenses of an energy administration.

Part 7 of these Rules contain provision relating to distributions to creditors of the protected energy company. In particular, this Part details the procedure to be followed to prove a debt in the energy administration proceedings as well as the way in which such debts will be quantified.

Part 8 of these Rules contains details of how the remuneration of an energy administrator will be fixed by the court.

Part 9 of these Rules sets out the arrangements for ending an energy administration. There are specific provisions detailing the ending of an energy administration by court order, as well as the process by which an energy administration moves into either a creditors' voluntary liquidation or dissolution of the protected energy company.

Part 10 of these Rules sets out the requirements and procedures for replacing an energy administrator and includes provisions relating to the resignation of an energy administrator and the removal of an energy administrator from office by court order.

Part 11 of these Rules contains general provisions detailing the court procedure and practice for energy administration proceedings. In particular this Part sets out the general requirements for court applications made during an energy administration, the cost assessment procedure for energy administration proceedings and the appeals process to be used in energy administration proceedings.

Part 12 of these Rules contains provisions for the use of proxies at creditors' or members' meetings held during an energy administration, including the rights of inspection of such proxies and the procedure to be followed where a proxy-holder has a financial interest in the outcome of a resolution to be voted on at the meeting.

Part 13 of these Rules sets out the provision for the examination of persons where an application to court has been made by an energy administrator under section 236 of the Insolvency Act 1986 (c. 45). Section 236 of the Insolvency Act 1986 allows an energy administrator to apply to court for an order requiring certain persons to appear before the court to be questioned by the energy administrator about the protected energy company.

Part 14 of these Rules contains miscellaneous provisions, including provisions relating to the punishment of contraventions of these Rules.

Part 15 of these Rules contains further interpretation and application provisions.

Schedule 1 to these Rules contains the forms that are to be used in energy administration proceedings. The forms in this Schedule are based upon the forms contained in Schedule 4 to the Insolvency Rules 1986, but have been modified for the purposes of energy administration.

Schedule 2 to these Rules contains specific details of the punishment of offences under these Rules.

A full regulatory impact assessment has not been produced for this instrument as it has no impact on the costs of business.

Footnotes

1

These Rules may be cited as the Energy Administration Rules 2005 and shall come into force on 1st October 2005.

2

• (1) In these Rules—

• “the 1986 Act” means the Insolvency Act 1986;

• “the 2004 Act” means the Energy Act 2004;

• “administrative receiver” has the same meaning as in section 156(4) of the 2004 Act;

• “the Companies Act” means the Companies Act 1985³;

• “CPR” means the Civil Procedure Rules 1998⁴ and “CPR” followed by a Part or rule number means the Part or rule with that number in those Rules;

• “enforcement officer” means an individual who is authorised to act as an enforcement officer under the Courts Act 2003⁵;

• “GEMA” means the Gas and Electricity Markets Authority;

• “insolvency proceedings” has the same meaning as in Rule 13.7 of the Insolvency Rules;

• “the Insolvency Rules” means the Insolvency Rules 1986⁶;

• “qualifying floating charge” has the same meaning as in paragraph 14(2) of Schedule B1 to the 1986 Act, without the modifications made by Schedule 20 to the 2004 Act;

• “the Rules” means the Energy Administration Rules 2005.

• (2) References in the Rules to ex parte hearings shall be construed as references to hearings without notice being served on any other party; references to applications made ex parte as references to applications made without notice being served on any other party and other references which include the expression “ex parte” shall be similarly construed.

• (3) References to provisions of Schedule B1 to the 1986 Act are references to those provisions as modified and applied by Schedule 20 to the 2004 Act unless otherwise stated.

• (4) References to other provisions of the 1986 Act are, where those provisions have been modified by Schedule 20 to the 2004 Act, references to those provisions as so modified.

• (5) Where the protected energy company is a non-GB company within the meaning of section 171 of the 2004 Act, references in the Rules to the affairs, business and property of the company are references only to its affairs and business so far as carried on in Great Britain and to its property in Great Britain unless otherwise stated.

• (6) Where the protected energy company is an unregistered company, any requirement to send information to the registrar of companies applies only if the company is subject to a requirement imposed by virtue of section 691(1)⁷ or 718⁸ of the Companies Act.

• (7) Subject to paragraphs (1), (2), (3), (4), (5) and (6), Part 15 of the Rules has effect for their interpretation and application.

3

The Rules apply in relation to protected energy companies which the courts in England and Wales have jurisdiction to wind up.

4

Where it is proposed to apply to the court for an energy administration order to be made in relation to a protected energy company, the energy administration application shall be in Form EA1 and an affidavit complying with Rule 6 must be prepared and sworn, with a view to its being filed with the court in support of the application.

5

• (1) The application shall state by whom it is made and the applicant’s address for service.

• (2) Where it is made by GEMA, the application shall contain a statement that it is made with the consent of the Secretary of State.

• (3) There shall be attached to the application a written statement which shall be in Form EA2 by each of the persons proposed to be energy administrator stating—

• (a) that he consents to accept the appointment; and

• (b) details of any prior professional relationship(s) that he has had with the protected energy company to which he is to be appointed as energy administrator.

6

• (1) The energy administration application shall state that the company is a protected energy company.

• (2) The application shall state one or both of the following—

• (a) the applicant’s belief that the protected energy company is, or is likely to be, unable to pay its debts;

• (b) the Secretary of State has certified that it would be appropriate for him to petition for the winding up of the protected energy company under section 124A of the 1986 Act⁹ (petition for winding up on grounds of public interest).

• (3) There shall be attached to the application an affidavit in support which shall contain—

• (a) a statement of the protected energy company’s financial position, specifying (to the best of the applicant’s knowledge and belief) the company’s assets and liabilities, including contingent and prospective liabilities;

• (b) details of any security known or believed to be held by the creditors of the protected energy company and whether in any case the security is such as to confer power on the holder to appoint an administrative receiver or to appoint an administrator under paragraph 14 of Schedule B1 to the 1986 Act, without the modifications made by Schedule 20 to the 2004 Act. If an administrative receiver has been appointed, that fact shall be stated;

• (c) details of any insolvency proceedings in relation to the protected energy company including any petition that has been presented for the winding up of the protected energy company so far as within the immediate knowledge of the applicant;

• (d) details of any notice served in accordance with section 164 of the 2004 Act by any person intending to enforce any security over the protected energy company’s assets, so far as within the immediate knowledge of the applicant;

• (e) details of any step taken to enforce any such security, so far as within the immediate knowledge of the applicant;

• (f) details of any application for leave of the court to pass a resolution for the voluntary winding up of the protected energy company, so far as within the immediate knowledge of the applicant;

• (g) where it is intended to appoint a number of persons as energy administrators, details of the matters set out in section 158(5) of the 2004 Act regarding the exercise of the powers and duties of the energy administrator;

• (h) any other matters which, in the opinion of those intending to make the application for an energy administration order, will assist the court in deciding whether to make such an order, so far as lying within the knowledge or belief of the applicant.

7

• (1) The application (and all supporting documents) shall be filed with the court, with a sufficient number of copies for service and use as provided by Rule 8.

• (2) Each of the copies filed shall have applied to it the seal of the court and be issued to the applicant; and on each copy there shall be endorsed the date and time of filing.

• (3) The court shall fix a venue for the hearing of the application and this also shall be endorsed on each copy of the application issued under paragraph (2).

• (4) After the application is filed, it is the duty of the applicant to notify the court in writing of the existence of any insolvency proceedings, in relation to the protected energy company, as soon as the applicant becomes aware of them.

8

• (1) In the following paragraphs of this Rule, references to the application are to a copy of the application issued by the court under Rule 7(2) together with the affidavit in support of it and the documents attached to the application.

• (2) Notification for the purposes of section 156(2) of the 2004 Act shall be by way of service in accordance with Rule 10, verified in accordance with Rule 11.

• (3) The application shall be served in addition to those persons referred to in section 156(2) of the 2004 Act—

• (a) if an administrative receiver has been appointed, on him;

• (b) if there is pending an administration application under Schedule B1 to the 1986 Act, without the modifications made by Schedule 20 to the 2004 Act, on the applicant;

• (c) if there is pending a petition for the winding-up of the protected energy company, on the petitioner (and also on the provisional liquidator, if any);

• (d) on any creditor who has served notice in accordance with section 164 of the 2004 Act of his intention to enforce his security over property of the protected energy company;

• (e) on the person proposed as energy administrator;

• (f) on the protected energy company;

• (g) if the applicant is the Secretary of State, on GEMA;

• (h) if the applicant is GEMA, on the Secretary of State;

• (i) if a supervisor of a voluntary arrangement under Part I of the 1986 Act has been appointed, on him.

9

The applicant shall as soon as reasonably practicable after filing the application give notice of its being made to—

• (a) any enforcement officer or other officer who to the applicant’s knowledge is charged with an execution or other legal process against the protected energy company or its property; and

• (b) any person who to the applicant’s knowledge has distrained against the protected energy company or its property.

10

• (1) Service of the application in accordance with Rule 8 shall be effected by the applicant, or the applicant’s solicitor, or by a person instructed by the applicant or the applicant’s solicitor, not less than 2 days before the date fixed for the hearing.

• (2) Service shall be effected as follows—

• (a) on the protected energy company (subject to paragraph (3) below), by delivering the documents to its registered office;

• (b) on any other person (subject to paragraph (4) below), by delivering the documents to his proper address;

• (c) in either case, in such other manner as the court may direct.

• (3) If delivery to a protected energy company’s registered office is not practicable or if the protected energy company is an unregistered company, service may be effected by delivery to its last known principal place of business in England and Wales.

• (4) Subject to paragraph (5), for the purposes of paragraph (2)(b) above, a person’s proper address is any which he has previously notified as his address for service; but if he has not notified any such address, service may be effected by delivery to his usual or last known address.

• (5) In the case of a person who—

• (a) is an authorised deposit-taker or a former authorised deposit-taker;

• (b)

• (i) has appointed, or is or may be entitled to appoint, an administrative receiver of the protected energy company, or

• (ii) is, or may be entitled to appoint an administrator of the protected energy company under paragraph 14 of Schedule B1 to the 1986 Act, without the modifications made by Schedule 20 to the 2004 Act; and

• (c) has not notified an address for service,

the proper address is the address of an office of that person where, to the knowledge of the applicant, the protected energy company maintains a bank account or, where no such office is known to the applicant, the registered office of that person, or, if there is no such office, his usual or last known address.

• (6) Delivery of the documents to any place or address may be made by leaving them there, or sending them by first class post.

11

• (1) Service of the application shall be verified by an affidavit of service in Form EA3, specifying the date on which, and the manner in which, service was effected.

• (2) The affidavit of service, with a sealed copy of the application exhibited to it, shall be filed with the court as soon as reasonably practicable after service, and in any event not less than 1 day before the hearing of the application.

12

• (1) At the hearing of the energy administration application, any of the following may appear or be represented—

• (a) the Secretary of State;

• (b) GEMA;

• (c) the protected energy company;

• (d) one or more of the directors;

• (e) if an administrative receiver has been appointed, that person;

• (f) any person who has presented a petition for the winding-up of the protected energy company;

• (g) the person proposed for appointment as energy administrator;

• (h) any person that is the holder of a qualifying floating charge;

• (i) any person who has applied to the court for an administration order under Schedule B1 to the 1986 Act, without the modifications made by Schedule 20 to the 2004 Act;

• (j) any creditor who has served notice in accordance with section 164 of the 2004 Act of his intention to enforce his security over the protected energy company’s property;

• (k) any supervisor of a voluntary arrangement under Part I of the 1986 Act;

• (l) with the permission of the court, any other person who appears to have an interest justifying his appearance.

• (2) If the court makes an energy administration order, it shall be in Form EA4.

• (3) If the court makes an energy administration order, the costs of the applicant, and of any person whose costs are allowed by the court, are payable as an expense of the energy administration.

13

• (1) If the court makes an energy administration order, it shall as soon as reasonably practicable send two sealed copies of the order to the person who made the application.

• (2) The applicant shall send a sealed copy of the order as soon as reasonably practicable to the person appointed as energy administrator.

• (3) If the court makes an order under section 157(1)(d) of the 2004 Act or any other order under section 157(1)(f) of the 2004 Act, it shall give directions as to the persons to whom, and how, notice of that order is to be given.

14

• (1) The energy administrator shall advertise his appointment once in the Gazette, and once in such newspaper as he thinks most appropriate for ensuring that the appointment comes to the notice of the protected energy company’s creditors. The advertisement shall be in Form EA5.

• (2) The energy administrator shall, as soon as reasonably practicable after the date specified in paragraph 46(6) of Schedule B1 to the 1986 Act, give notice of his appointment—

• (a) if the application for the energy administration order was made by the Secretary of State, to GEMA;

• (b) if the application for the energy administration order was made by GEMA, to the Secretary of State;

• (c) if a receiver or an administrative receiver has been appointed, to him;

• (d) if there is pending a petition for the winding up of the protected energy company, to the petitioner (and to the provisional liquidator, if any);

• (e) to any person who has applied to the court for an administration order under Schedule B1 to the 1986 Act, without the modifications made by Schedule 20 to the 2004 Act, in relation to the protected energy company;

• (f) to any enforcement officer who, to the energy administrator’s knowledge, is charged with execution or other legal process against the protected energy company;

• (g) to any person who, to the energy administrator’s knowledge, has distrained against the protected energy company or its property;

• (h) to any supervisor of a voluntary arrangement under Part I of the 1986 Act;

• (i) to any holder of a qualifying floating charge who, to the energy administrator’s knowledge, has served notice in accordance with section 163 of the 2004 Act that he is seeking to appoint an administrator; and

• (j) to any creditor who, to the energy administrator’s knowledge, has served notice in accordance with section 164 of the 2004 Act of his intention to enforce his security over property of the protected energy company.

• (3) Where, under a provision of Schedule B1 to the 1986 Act or these Rules, the energy administrator is required to send a notice of his appointment to any person, he shall do so in Form EA6.

15

• (1) In this Part “relevant person” shall have the meaning given to it in paragraph 47(3) of Schedule B1 to the 1986 Act.

• (2) The energy administrator shall send notice in Form EA7 to each relevant person whom he determines appropriate requiring him to prepare and submit a statement of the protected energy company’s affairs.

• (3) The notice shall inform each of the relevant persons—

• (a) of the names and addresses of all others (if any) to whom the same notice has been sent;

• (b) of the time within which the statement must be delivered;

• (c) of the effect of paragraph 48(4) of Schedule B1 to the 1986 Act (penalty for non-compliance); and

• (d) of the application to him, and to each other relevant person, of section 235 of the 1986 Act¹⁰ (duty to provide information, and to attend on the energy administrator, if required).

• (4) The energy administrator shall furnish each relevant person to whom he has sent notice in Form EA7 with the forms required for the preparation of the statement of affairs.

16

• (1) The statement of the protected energy company’s affairs shall be in Form EA8, contain all the particulars required by that form and shall be verified by a statement of truth by the relevant person.

• (2) The energy administrator may require any relevant person to submit a statement of concurrence in Form EA9 stating that he concurs in the statement of affairs. Where the energy administrator does so, he shall inform the person making the statement of affairs of that fact.

• (3) The statement of affairs shall be delivered by the relevant person making the statement of truth, together with a copy, to the energy administrator. The relevant person shall also deliver a copy of the statement of affairs to all those persons whom the energy administrator has required to make a statement of concurrence.

• (4) A person required to submit a statement of concurrence shall do so before the end of the period of 5 business days (or such other period as the energy administrator may agree) beginning with the day on which the statement of affairs being concurred with is received by him.

• (5) A statement of concurrence may be qualified in respect of matters dealt with in the statement of affairs, where the maker of the statement of concurrence is not in agreement with the relevant person, or he considers the statement of affairs to be erroneous or misleading, or he is without the direct knowledge necessary for concurring with it.

• (6) Every statement of concurrence shall be verified by a statement of truth and be delivered to the energy administrator by the person who makes it, together with a copy of it.

• (7) Subject to Rule 17 below, the energy administrator shall as soon as reasonably practicable send to the registrar of companies and file with the court a Form EA10 together with a copy of the statement of affairs and any statement of concurrence.

17

• (1) Where the energy administrator thinks that it would prejudice the conduct of the energy administration for the whole or part of the statement of the protected energy company’s affairs to be disclosed, he may apply to the court for an order of limited disclosure in respect of the statement, or any specified part of it.

• (2) The court may, on such application, order that the statement or, as the case may be, the specified part of it, shall not be filed with the registrar of companies.

• (3) The energy administrator shall as soon as reasonably practicable send to the registrar of companies a Form EA10 together with a copy of the order and the statement of affairs (to the extent provided by the order) and any statement of concurrence.

• (4) If a creditor seeks disclosure of a statement of affairs or a specified part of it in relation to which an order has been made under this Rule, he may apply to the court for an order that the energy administrator disclose it or a specified part of it. The application shall be supported by written evidence in the form of an affidavit.

• (5) The applicant shall give the energy administrator notice of his application at least 3 days before the hearing.

• (6) The court may make any order for disclosure subject to any conditions as to confidentiality, duration, the scope of the order in the event of any change of circumstances, or other matters as it sees fit.

• (7) If there is a material change in circumstances rendering the limit on disclosure or any part of it unnecessary, the energy administrator shall, as soon as reasonably practicable after the change, apply to the court for the order or any part of it to be rescinded.

• (8) The energy administrator shall, as soon as reasonably practicable after the making of an order under paragraph (7) above, file with the registrar of companies Form EA10 together with a copy of the statement of affairs to the extent provided by the order.

• (9) When the statement of affairs is filed in accordance with paragraph (8), the energy administrator shall, where he has sent a statement of proposals under paragraph 49 of Schedule B1 to the 1986 Act, provide the creditors with a copy of the statement of affairs as filed, or a summary thereof.

• (10) The provisions of Part 31 of the CPR shall not apply to an application under this Rule.

18

• (1) The power of the energy administrator under paragraph 48(2) of Schedule B1 to the 1986 Act to give a release from the obligation imposed by paragraph 47(1) of Schedule B1 to the 1986 Act, or to grant an extension of time, may be exercised at the energy administrator’s own discretion, or at the request of any relevant person.

• (2) A relevant person may, if he requests a release or extension of time and it is refused by the energy administrator, apply to the court for it.

• (3) The court may, if it thinks that no sufficient cause is shown for the application, dismiss it without a hearing but it shall not do so without giving the relevant person at least 7 days' notice, upon receipt of which the relevant person may request the court to list the application for a without notice hearing. If the application is not dismissed, the court shall fix a venue for it to be heard, and give notice to the relevant person accordingly.

• (4) The relevant person shall, at least 14 days before the hearing, send to the energy administrator a notice stating the venue and accompanied by a copy of the application and of any evidence which he (the relevant person) intends to adduce in support of it.

• (5) The energy administrator may appear and be heard on the application and, whether or not he appears, he may file a written report of any matters which he considers ought to be drawn to the court’s attention.

19

• (1) A relevant person making the statement of the protected energy company’s affairs or statement of concurrence shall be allowed, and paid by the energy administrator out of his receipts, any expenses incurred by the relevant person in so doing which the energy administrator considers reasonable.

• (2) Any decision by the energy administrator under this Rule is subject to appeal to the court.

• (3) Nothing in this Rule relieves a relevant person of any obligation with respect to the preparation, verification and submission of the statement of affairs, or to the provision of information to the energy administrator.

20

• (1) The energy administrator shall, under paragraph 49 of Schedule B1 to the 1986 Act, make a statement which he shall send to the registrar of companies attached to Form EA11.

• (2) The statement shall include, in addition to those matters set out in paragraph 49 of Schedule B1 to the 1986 Act—

• (a) details of the court where the proceedings are and the relevant court reference number;

• (b) the full name, registered address, registered number and any other trading names of the protected energy company;

• (c) details relating to his appointment as energy administrator, including the date of appointment and whether the application was made by the Secretary of State or GEMA and, where there are joint energy administrators, details of the matters set out in section 158(5) of the 2004 Act;

• (d) the names of the directors and secretary of the protected energy company and details of any shareholdings in the protected energy company they may have;

• (e) an account of the circumstances giving rise to the appointment of the energy administrator;

• (f) if a statement of the protected energy company’s affairs has been submitted, a copy or summary of it, with the energy administrator’s comments, if any;

• (g) if an order limiting the disclosure of the statement of affairs (under Rule 17) has been made, a statement of that fact, as well as—

• (i) details of who provided the statement of affairs;

• (ii) the date of the order of limited disclosure; and

• (iii) the details or a summary of the details that are not subject to that order;

• (h) if a full statement of affairs is not provided, the names, addresses and debts of the creditors including details of any security held;

• (i) if no statement of affairs has been submitted, details of the financial position of the protected energy company at the latest practicable date (which must, unless the court otherwise orders, be a date not earlier than that on which the protected energy company entered energy administration), a list of the protected energy company’s creditors including their names, addresses and details of their debts, including any security held, and an explanation as to why there is no statement of affairs;

• (j) (except where the energy administrator proposes a voluntary arrangement in relation to the protected energy company and subject to paragraph (3))—

• (i) to the best of the energy administrator’s knowledge and belief—

• (aa) an estimate of the value of the prescribed part (whether or not he proposes to make an application to court under section 176A(5) of the 1986 Act¹¹ or section 176A(3) of the 1986 Act applies); and

• (bb) an estimate of the value of the protected energy company’s net property; and

• (ii) whether, and, if so, why, the energy administrator proposes to make an application to court under section 176A(5) of the 1986 Act;

• (k) how it is envisaged the objective of the energy administration will be achieved and how it is proposed that the energy administration shall end. If a creditors' voluntary liquidation is proposed, details of the proposed liquidator must be provided, and a statement that, in accordance with paragraph 83(7) of Schedule B1 to the 1986 Act and Rule 78(3), creditors may nominate a different person as the proposed liquidator, provided that the nomination is made at a meeting of creditors called for that purpose;

• (l) the manner in which the affairs and business of the protected energy company—

• (i) have, since the date of the energy administrator’s appointment, been managed and financed, including, where any assets have been disposed of, the reasons for such disposals and the terms upon which such disposals were made; and

• (ii) will continue to be managed and financed; and

• (m) such other information (if any) as the energy administrator thinks necessary.

• (3) Nothing in paragraph (2)(j) is to be taken as requiring any such estimate to include any information, the disclosure of which could seriously prejudice the commercial interests of the protected energy company. If such information is excluded from the calculation the estimate shall be accompanied by a statement to that effect.

• (4) Where the court orders, upon an application by the energy administrator under paragraph 107 of Schedule B1 to the 1986 Act, an extension of the period of time in paragraph 49(5) of Schedule B1 to the 1986 Act, the energy administrator shall notify in Form EA12 all the persons set out in paragraph 49(4) of Schedule B1 to the 1986 Act as soon as reasonably practicable after the making of the order.

• (5) Where the energy administrator wishes to publish a notice under paragraph 49(6) of Schedule B1 to the 1986 Act he shall publish the notice once in such newspaper as he thinks most appropriate for ensuring that the notice comes to the attention of the protected energy company’s members. The notice shall—

• (a) state the full name of the protected energy company;

• (b) state the full name and address of the energy administrator;

• (c) give details of the energy administrator’s appointment; and

• (d) specify an address to which members can write for a copy of the statement of proposals.

• (6) This notice must be published as soon as reasonably practicable after the energy administrator sends his statement of proposals to the protected energy company’s creditors but no later than 8 weeks (or such other period as the court may order) from the date that the protected energy company entered energy administration.

21

• (1) This Rule applies to creditors' meetings summoned by the energy administrator under paragraph 62 of Schedule B1 to the 1986 Act.

• (2) Notice of a creditors' meeting shall be in Form EA13.

• (3) In fixing the venue for the meeting, the energy administrator shall have regard to the convenience of creditors and the meeting shall be summoned for commencement between 10.00 and 16.00 hours on a business day, unless the court otherwise directs.

• (4) Subject to paragraphs (6) and (7) below and Rule 23, at least 14 days' notice of the meeting shall be given to all creditors who are known to the energy administrator and had claims against the protected energy company at the date when the protected energy company entered energy administration unless that creditor has subsequently been paid in full; and the notice shall—

• (a) specify the purpose of the meeting;

• (b) contain a statement of the effect of Rule 24 (entitlement to vote); and

• (c) contain the forms of proxy.

• (5) If within 30 minutes from the time fixed for the commencement of the meeting there is no person present to act as chairman, the meeting stands adjourned to the same time and place in the following week or, if that day is not a business day, to the business day immediately following.

• (6) The meeting may be adjourned once, if the chairman thinks fit, but not for more than 14 days from the date on which it was fixed to commence, subject to the direction of the court.

• (7) If a meeting is adjourned the energy administrator shall as soon as reasonably practicable notify the creditors of the venue of the adjourned meeting.

22

• (1) At any meeting of creditors summoned by the energy administrator, either he shall be chairman, or a person nominated by him in writing to act in his place.

• (2) A person so nominated must be either—

• (a) one who is qualified to act as an insolvency practitioner in relation to the protected energy company, or

• (b) an employee of the energy administrator or his firm who is experienced in insolvency matters.

23

• (1) Where under Rule 20(2)(k) or 31(2)(g), the energy administrator has proposed that the protected energy company enter creditors' voluntary liquidation once the energy administration has ended, the energy administrator shall, in the circumstances detailed in paragraph (2), call a meeting of creditors for the purpose of nominating a person other than the person named as proposed liquidator in the energy administrator’s proposals or revised proposals.

• (2) The energy administrator shall call a meeting of creditors where such a meeting is requested by creditors of the protected energy company whose debts amount to at least 25 per cent of the total debts of the protected energy company.

• (3) The request for a creditors' meeting for the purpose set out in paragraph (1) shall be in Form EA14. A request for such a meeting shall be made within 21 days of the date on which the energy administrator’s statement of proposals is sent out, or where revised proposals have been sent out and a proposed revision relates to the ending of the energy administration by a creditors' voluntary liquidation, within 21 days from the date on which the revised statement of proposals is sent out.

• (4) A request under this Rule shall include—

• (a) a list of creditors concurring with the request, showing the amounts of their respective debts in the energy administration; and

• (b) from each creditor concurring, written confirmation of his concurrence,

but sub-paragraph (a) does not apply if the requesting creditor’s debt is alone sufficient without the concurrence of other creditors.

• (5) A meeting requested under this Rule shall be held within 21 days of the energy administrator’s receipt of the notice requesting the meeting.

24

• (1) Subject as follows, at a meeting of creditors in energy administration proceedings a person is entitled to vote only if—

• (a) he has given to the energy administrator, not later than 12.00 hours on the business day before the day fixed for the meeting, details in writing of the debt which he claims to be due to him from the protected energy company;

• (b) the claim has been duly admitted under the following provisions of this Rule; and

• (c) there has been lodged with the energy administrator any proxy which he intends to be used on his behalf,

and details of the debt must include any calculation for the purposes of Rules 26 to 28.

• (2) The chairman of the meeting may allow a creditor to vote, notwithstanding that he has failed to comply with paragraph (1)(a), if satisfied that the failure was due to circumstances beyond the creditor’s control.

• (3) The chairman of the meeting may call for any document or other evidence to be produced to him, where he thinks it necessary for the purpose of substantiating the whole or any part of the claim.

• (4) Votes are calculated according to the amount of a creditor’s claim as at the date on which the protected energy company entered energy administration, less any payments that have been made to him after that date in respect of his claim and any adjustment by way of set-off in accordance with Rule 53 as if that Rule were applied on the date that the votes are counted.