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Australian Hearing Services Reform Bill 1998

Part 2 Transfer of assets and liabilities of Australian Hearing Services Authority

Division 1 Preliminary

7   Definitions

             (1)  In this Part, unless the contrary intention appears:

asset means:

                     (a)  any legal or equitable estate or interest in real or personal property, whether actual, contingent or prospective; and

                     (b)  any right, power, privilege or immunity, whether actual, contingent or prospective.

Authority means the Australian Hearing Services Authority established by the Australian Hearing Services Act 1991 .

Commonwealth-owned has the meaning given by subsection (2).

instrument includes a document.

land registration official , in relation to land, means the Registrar of Titles or other proper officer of the State or Territory in which the land is situated.

liability means any liability, duty or obligation, whether actual, contingent or prospective.

nominated company means the company nominated under section 8.

specified means specified or identified (whether by reference to a class or by any other means).

transferred employee means a person whose employment is transferred to the nominated company under section 15.

             (2)  For the purposes of this Act, a company is Commonwealth-owned at a particular time if, and only if, all the shares in the company are beneficially owned by the Commonwealth at that time.

8   Nominated company

             (1)  For the purposes of this Act, the Minister may, by writing, nominate a company that:

                     (a)  is incorporated under the Corporations Law; and

                     (b)  has a share capital.

             (2)  A copy of the nomination must be published in the Gazette within 21 days after the nomination is made.



 

Division 2 Transfer of assets and liabilities of the Authority

9   Liabilities that are to be transferred to the Commonwealth

                   The Minister may, by notice published in the Gazette before the transfer time, declare that specified liabilities of the Authority will be transferred to the Commonwealth under this Act.

10   Transfer of assets and liabilities to the nominated company

             (1)  At the transfer time:

                     (a)  declared liabilities vest in the Commonwealth, without any conveyance, transfer or assignment; and

                     (b)  the Commonwealth becomes the successor in law of the Authority in relation to those liabilities.

             (2)  At the transfer time:

                     (a)  all assets of the Authority, and all liabilities of the Authority (other than declared liabilities), vest in the nominated company, without any conveyance, transfer or assignment; and

                     (b)  the nominated company becomes the successor in law of the Authority in relation to those assets and liabilities.

             (3)  In this section:

declared liabilities means liabilities that are specified in a declaration under section 9.

11   Pending proceedings

                   If:

                     (a)  immediately before the transfer time, the Authority was a party to proceedings that were pending in any court or tribunal; and

                     (b)  those proceedings related, in whole or in part, to an asset or liability that vested in the Commonwealth or the nominated company under section 10;

then the Commonwealth or the nominated company (as the case requires) is substituted for the Authority as a party to the proceedings, to the extent to which the proceedings relate to that asset or liability.

12   Exemption from stamp duty and other taxes

             (1)  In this section:

exempt matter means the transfer of an asset or a liability under this Division.

             (2)  Stamp duty or other tax is not payable under a law of a State or Territory in respect of:

                     (a)  an exempt matter; or

                     (b)  anything done (including a transaction entered into or an instrument made, executed, lodged or given) because of, or for a purpose connected with or arising out of, an exempt matter.

13   Registration of transfers of land

             (1)  This section applies if:

                     (a)  any right, title and interest in particular land vests in the nominated company under this Act; and

                     (b)  there is lodged with a land registration official a certificate that:

                              (i)  is signed by an authorised person; and

                             (ii)  identifies the land, whether by reference to a map or otherwise; and

                            (iii)  states that the right, title and interest has become vested in the company under this Act.

             (2)  The land registration official may:

                     (a)  register the matter in a way that is the same as, or similar to, the way in which dealings in land of that kind are registered; and

                     (b)  deal with, and give effect to, the certificate.

             (3)  A document that appears to be a certificate under subsection (1) is taken to be such a certificate, and to have been properly given, unless the contrary is established.

             (4)  In this section:

authorised person means:

                     (a)  the Minister; or

                     (b)  a person authorised by the Minister, in writing, for the purposes of this section.

14   Effect of instruments that refer to the Authority

             (1)  To the extent that an instrument relates to a liability transferred to the Commonwealth under this Act, the instrument has effect after the transfer time as if references in the instrument to the Authority were instead references to the Commonwealth.

             (2)  To the extent that an instrument relates to an asset or liability transferred to the nominated company under this Act, the instrument has effect after the transfer time as if references in the instrument to the Authority were instead references to the nominated company.

             (3)  Subsections (1) and (2) have effect subject to the regulations.



 

Division 3 Transfer of staff

15   Transfer of employees

                   All persons who were employees of the Authority immediately before the transfer time become employees of the nominated company at the transfer time by force of this section.

16   Accrued benefits

                   A person who is a transferred employee is taken to have accrued an entitlement to benefits, as an employee of the nominated company, that is equivalent to the entitlement that the person had accrued, as an employee of the Authority, immediately before the transfer time.

17   Continuity of service

                   The service of a transferred employee as an employee of the nominated company is taken, for all purposes, to have been continuous with the service of the employee, immediately before the transfer time, as an employee of the Authority.

18   Preservation of rights under Part IV of the Public Service Act

                   In determining the rights (if any) that a transferred employee has under Part IV of the Public Service Act 1922 , that Part applies in relation to the transferred employee, while the nominated company remains Commonwealth-owned, in the same way as that Part applied immediately before the transfer time.

19   Termination payments

                   A transferred employee is not entitled to receive any payment or other benefit merely because he or she ceased to be an employee of the Authority as a result of this Division.



 

Division 4 Miscellaneous

20   Exemption of nominated company from State and Territory taxes

             (1)  The nominated company is not subject to taxation under a law of a State or Territory in respect of a particular period if, throughout that period:

                     (a)  the nominated company is Commonwealth-owned; and

                     (b)  all the activities carried on by the nominated company are activities within the legislative powers of the Parliament.

             (2)  Subsection (1) does not apply to a law of a State or Territory that is specified in the regulations.

21   Nominated company not to be an agency of the Commonwealth etc .

             (1)   The nominated company is not taken, for the purposes of a law, to be:

                     (a)  a Commonwealth authority; or

                     (b)  established for a public purpose or for a purpose of the Commonwealth; or

                     (c)  a public authority or an agency or instrumentality of the Crown;

(within the ordinary meaning of the expression concerned) unless a law expressly provides otherwise.

             (2)  In this section:

law means:

                     (a)  an Act of the Commonwealth or of a State or Territory; or

                     (b)  regulations or any other instrument made under such an Act.

22   Compensation for acquisition of property

             (1)  If:

                     (a)  apart from this section, the operation of this Act would result in the acquisition of property from a person otherwise than on just terms; and

                     (b)  the acquisition would be invalid because of paragraph 51(xxxi) of the Constitution;

the Commonwealth is liable to pay the person a reasonable amount of compensation in respect of the acquisition.

             (2)  If the Commonwealth and the person do not agree on the amount of the compensation, the person may institute proceedings in the Federal Court of Australia for the recovery from the Commonwealth of such reasonable amount of compensation as the court determines.

             (3)  In this section:

acquisition of property has the same meaning as in paragraph 51(xxxi) of the Constitution.

just terms has the same meaning as in paragraph 51(xxxi) of the Constitution.