Explanatory note
This explanatory note relates to this Bill as introduced into Parliament.

Overview of Bill

The Australian Jockey Club (the AJC) is an unincorporated club that was formed in
1842. It holds a lease of Randwick Racecourse that was granted to it under the
Australian Jockey Club Act 1873 by the trustees of the Racecourse (the Racecourse
trustees) and, as a result, has the use of and is responsible for the management of the
Racecourse. That Act confers various powers on the Chairman of the Committee of
the AJC (the AJC Chairman) and the Committee of the AJC (the AJC Committee)
to act on behalf of the AJC so as to enable it to undertake activities that would
otherwise have been impracticable because it is an unincorporated body. The Act
also deals with issues concerning the management and use of Randwick Racecourse.

In April 2008, the AJC Committee formed a public company limited by guarantee
known as Australian Jockey Club Limited (ACN 130 406 852) (AJC Limited) so that
the business undertaking of the AJC could be managed using a modern corporate
structure that was better suited to the contemporary commercial context.

It is intended that members of the AJC will be offered the opportunity to become
members of the newly incorporated AJC Limited. This process may take some time.

The AJC will continue in existence into the future as a separate entity to AJC Limited
to facilitate this process of membership transfer.

The objects of this Bill are:

(a) to transfer the lease of Randwick Racecourse vested in the AJC Chairman to
AJC Limited and to provide for the lease to be issued for a further term or
terms, and

(b) to provide for the functions of AJC Limited in relation to Randwick
Racecourse, and

(c) to transfer the remainder of the business undertaking of the AJC to AJC
Limited, and

(d) to repeal the Australian Jockey Club Act 1873 and to re-enact (with
modifications) some of the provisions of that Act that have continuing
application, and

(e) to make provision for matters of a savings or transitional nature, and

(f) to make consequential amendments to certain other Acts and statutory
instruments.

Outline of provisions

Part 1 Preliminary
Clause 1 sets out the name (also called the short title) of the proposed Act.

Clause 2 provides for the commencement of the proposed Act on the date of assent
to the proposed Act.

Clause 3 sets out the objects of the proposed Act.

Clause 4 defines certain words and expressions used in the proposed Act and
contains certain other interpretative provisions.

Part 2 Randwick Racecourse
Division 1 Functions of AJC Limited
Clause 5 provides that the functions that are conferred on or imposed on AJC
Limited by proposed Part 2 are conferred or imposed only while AJC Limited is the
lessee of Randwick Racecourse.

Clause 6 provides for the functions that AJC Limited has over Randwick
Racecourse.

Clause 7 enables the Racecourse trustees to consent to the use of Randwick
Racecourse for certain additional activities.

Clause 8 enables AJC Limited to maintain buildings and other improvements within
Randwick Racecourse and to erect or re-erect buildings and other improvements.

Division 2 Racecourse trustees
Clause 9 continues the power of the Governor to appoint the Racecourse trustees
despite the repeal of the Australian Jockey Club Act 1873 by the proposed Act. The
power to make such appointments is currently conferred by the preamble to that Act.

Division 3 Leasing of Racecourse
Clause 10 enables the Racecourse trustees to grant further leases of Randwick
Racecourse to AJC Limited for periods not exceeding 99 years on the surrender of
the current lease. It also requires the trustees to ensure that the first lease granted
under the proposed section meets certain contractual obligations of the State.

Clause 11 specifically authorises certain conduct done in connection with the
granting of leases under proposed section 10 that might otherwise contravene Part IV
of the Trade Practices Act 1974 of the Commonwealth or the Competition Code of
New South Wales.

Division 4 Use of Racecourse
Clause 12 enables AJC Limited to make by-laws, with the approval of the Governor,
in connection with the use or management of Randwick Racecourse.

Clause 13 enables AJC Limited to exclude or expel certain persons from Randwick
Racecourse.

Clause 14 makes it an offence for a person wilfully to trespass on any part of
Randwick Racecourse (or any building or structure located within that Racecourse).

The maximum penalty for such an offence will be 50 penalty units (currently,
$5,500).

Part 3 Transfer of business undertaking of AJC to
AJC Limited
Clause 15 defines certain terms and expressions used in proposed Part 3.

Clause 16 transfers assets held by or on behalf of the AJC to AJC Limited on the day
on which the proposed Act commences (the commencement day).

Clause 17 transfers licences, permits, consents, entitlements, accreditations and
other authorities held by or on behalf of the AJC and in force under State legislation
to AJC Limited on the commencement day.

Clause 18 transfers the liabilities of the AJC (including liabilities enforceable
against the AJC Chairman or other AJC Committee members and former holders of
those offices) to AJC Limited on the commencement day. It also transfers the rights
that may be exercised by or on behalf of the AJC to AJC Limited.

Clause 19 ensures that AJC Limited becomes the party to certain contracts and other
arrangements entered into by or on behalf of the AJC instead of the AJC or the person
on behalf of the AJC.

Clause 20 provides for certain pending proceedings by or against the AJC relating to
its transferred business undertaking to be treated as being proceedings by or against
AJC Limited.

Clause 21 provides for certain acts, matters or things done, or omitted to be done, in
relation to the AJC’s transferred business undertaking to be treated as having been
done, or omitted to be done, by, to or in respect of AJC Limited.

Clause 22 updates certain references in legal instruments (including legislation) to
reflect the fact that the AJC’s business undertaking has been transferred to AJC
Limited.

Clause 23 provides for how certain assets, rights and liabilities located outside of
New South Wales are to be treated when the business undertaking of the AJC is
transferred to AJC Limited.

Clause 24 confirms that the AJC Chairman and any other AJC Committee member
(and former holders of those offices) cease to have the rights and liabilities that they
had or incurred in their official capacities in relation to AJC’s business undertaking
once the undertaking is transferred to AJC Limited.

Clause 25 provides for the employees of the AJC to become the employees of AJC
Limited on the commencement day and preserves the terms and conditions of
employment of the transferred employees.

Clause 26 enables AJC Limited to provide abbreviated information to registration
authorities (such as the Registrar-General) to enable such authorities to update
registers that they maintain in respect of assets, rights or liabilities.

Clause 27 provides that no compensation is payable in connection with the operation
of proposed Part 3.

Clause 28 enables the Minister, by notice in writing, to confirm that particular
employees, assets, rights, liabilities or regulatory authorisations have been
transferred to AJC Limited under proposed Part 3.

Part 4 Miscellaneous
Clause 29 repeals the Australian Jockey Club Act 1873.

Clause 30 confirms that the AJC is not dissolved by reason of the operation of the
proposed Act.

Clause 31 provides that the proposed Act binds the State and, in so far as the
legislative power of the Parliament of New South Wales permits, the other States, the
Territories and the Commonwealth.

Clause 32 provides that the proposed Act is intended to have effect outside of the
territorial limits of New South Wales as well as within the State.

Clause 33 ensures that the operation of the proposed Act will not result in a breach
of contract or any other civil liability.

Clause 34 provides that State tax is not payable in respect of matters relating to the
transfer of the AJC’s business undertaking to AJC Limited.

Clause 35 makes provision for the giving or service of documents under the
proposed Act.

Clause 36 enables the Governor to make regulations for the purposes of the
proposed Act.

Clause 37 provides that offences against the proposed Act or by-laws made under
the proposed Act may be dealt with summarily before the Local Court.

Clause 38 is a formal provision that gives effect to the savings, transitional and other
provisions set out in Schedule 1.

Clause 39 is a formal provision that gives effect to the amendments to the Acts and
statutory instruments set out in Schedule 2.

Clause 40 provides for the review of the proposed Act in 5 years.

Schedule 1 Savings, transitional and other
provisions
Schedule 1 contains savings, transitional and other provisions consequent on the
enactment of the proposed Act.

Schedule 2 Amendment of other Acts and statutory
instruments
Schedule 2 makes consequential amendments to certain other Acts and statutory
instruments.

Note: If this Bill is not modified, these Explanatory Notes would reflect the Bill as passed in the House. If the Bill has been amended by Committee, these Explanatory Notes may not necessarily reflect the Bill as passed.

 

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