Scope and Applicability
- Rules apply to private sector construction, operation, and maintenance of toll facilities under Toll Operation Certificate (TOC) or Toll Operation Agreement (TOA).
- Facilities are turned over to the government without cost after franchise expiration.
- TOC/TOAs are issued via public bidding or negotiation.
Key Definitions
- Toll Operation: Development, improvement, and operation of toll facilities per TRB requirements.
- Toll Facility: Includes national highways, roads, bridges, public thoroughfares charging authorized tolls.
- TOC: Authorization to develop, operate, and maintain toll facilities, up to 50 years, granted to Filipino individuals or entities.
- TOA: Contractual agreement for similar purposes as TOC, requires Presidential approval.
- TRB: Regulatory body with powers including toll facility determination, eminent domain, toll rate setting, and rule issuance.
Principal Provisions of TOC/TOA
- Include construction and operation programs.
- Toll rates and adjustment procedures.
- Indemnities, amenities, and incentives.
- Conditions such as cessation of toll collection after term, mandatory facility turnover, and restrictions on transfer or leasing.
- Government may close or take over toll facilities during emergencies.
- No government guarantees or bonds shall be issued for project financing.
- TOC may be amended/ revoked in public interest.
Operation and Maintenance Facilities
- Operational components include toll collection, traffic control, emergency assistance, and communication systems.
- Maintenance involves patrolling, cleaning, repairs, disaster prevention, and environmental protection.
Issuance and Contracting Authorities
- TRB issues TOCs.
- TRB enters into TOAs on behalf of the government, subject to Presidential approval.
Eligible Facilities and Project Prioritization
- Toll facilities such as highways, roads, bridges.
- TRB maintains a priority project list, subject to ICC/NEDA approval if government funding is involved.
- Projects without government funding are submitted to ICC for notation.
Approval Process and Deadlines
- ICC/NEDA Board approval required for projects with government funding above set thresholds.
- They must act within 30 working days or approval may be assumed.
Publicity
- TRB publishes priority projects biannually in national, and optionally international, newspapers.
Prequalification, Bidding, and Awards Committee (PBAC)
- Composed of TRB and DPWH personnel plus private sector representatives.
- Oversees prequalification, bidding processes, evaluation, dispute resolution, recommendation.
- Requires quorum majority; chairman votes only to break ties.
- May engage expert consultants.
Bid/Tender Documents
- Include instructions, design standards, bid forms, securities, and other necessary documents.
- Instructions detail project description, bid procedures, incentives, evaluation criteria, toll adjustment formulas.
- Establish minimum design and performance standards including environmental aspects.
- Draft TOC/TOA define obligations, terms, penalties, and dispute resolution mechanisms.
Prequalification
- Open to qualified local or joint venture proponents.
- Invitations published thrice; preparation periods set.
- Requirements cover legal status, experience, financial capability.
- Prequalified proponents notified; appeals allowed.
- Bidders must waive rights to enjoin bidding except for questioning disqualifications.
Supplemental Notices and Pre-Bid Conference
- Bidders must request clarifications timely.
- TRB issues supplemental notices for clarifications or amendments.
- Pre-bid conferences optional; no modifications unless formally amended.
Bid Submission and Opening
- Two-envelope system: Technical proposal first, then financial proposal if qualified.
- Bid securities required, scaling with project cost.
- Late bids rejected unopened.
- Automatic rejection for incomplete technical proposals or security deficiencies.
- Withdrawal/modification allowed only before bid opening.
Bid Evaluation
- Two-stage process:
- First: Technical, operational, environmental, and financing viability.
- Second: Financial proposals based on present value of tolls.
- Lowest present value bid wins.
- TRB may reject any or all bids.
Award Procedures
- Decision within 30 days post second stage evaluation.
- Notice of Award issued within 7 days of decision.
- Clearance from ICC required for projects with significant government funding.
- Withdrawal of JV members or contractors pre-award may cause award cancellation unless replaced suitably.
- Detailed evaluation report supporting recommendations.
- Notice outlines compliance requirements including performance securities and financial proofs.
- Validity and extensions of bids handled formally.
- Failure to comply with Notice results in forfeiture and cancellation; re-bidding follows.
Negotiated TOC/TOA
- Allowed when only one compliant bidder remains.
- Unsolicited proposals may be accepted subject to conditions.
- Evaluation rules similar to competitive bidding.
- Rate of return rates set by TRB or ICC based on government support.
Unsolicited Proposals
- Must involve new concepts or tech not listed in priority projects.
- No government financial aids allowed.
- Must undergo competitive proposal invitations.
- Proponents must meet prequalification requirements.
- New technology must be proven and proprietary.
- Government undertakings carefully defined and monitored.
- ICC involvement mandatory.
- Confidentiality of proprietary info respected.
- Bid securities required.
Approval and Implementation of TOC/TOA
- Board approval conditioned on performance security, proof of equity and financing, joint venture responsibilities.
- Presidential approval required for TOA.
- Compliance with other government approvals including environmental clearances.
- TOC/TOA grants authority for construction, operation, and toll collection.
- Project construction per approved detailed designs.
- Performance security posted for projects with government funding.
- TRB supervises technical compliance.
- Milestone bonding enforces timely execution.
- Performance securities released after project completion certification.
- Liquidated damages imposed for delay with limitations; some conditions exempt delays without penalties.
- Repair and maintenance mandatory with revenue reserved.
- Repayment through toll collection for max 50 years.
- Toll adjustments subject to TRB-approved formula.
- TRB audits collections; COA jointly audits if government funds involved.
- Termination grounds include TRB default, Grantee breach, contract rescission with just compensation.
- Dispute resolution venue in the Philippines.
Investment Incentives
- Includes fiscal incentives under Omnibus Investment Code.
- Government may provide up to 50% capital cost support.
- Credit enhancements (government guarantees, contingent support) allowed up to 50% project cost.
Final Provisions
- Rules may be amended by TRB for public interest.
- Effectivity 15 days after publication.