New South Wales Consolidated Acts

AGL CORPORATE CONVERSION ACT 2002 - SECT 4

4 Definitions

(1) In this Act:
"AGL" means the company of proprietors known by the name “The Australian Gas Light Company” that was originally established by the Australian Gas Light Company Act 1837.
"AGL legislation" means the legislation referred to in section 15 (1).
"ASIC" means the Australian Securities and Investments Commission.
"assets" means any legal or equitable estate or interest (whether present or future, whether vested or contingent and whether personal or assignable) in real or personal property of any description (including money), and includes securities, choses in action and documents.
"ASX Listing Rule" means a Listing Rule of the Australian Stock Exchange Limited.
"board or managerial office" has the same meaning as it has in section 9 of the Corporations Act 2001 of the Commonwealth.
"company limited by shares" means a body corporate, whose principle, or one of whose principles, is that the liability of its member or members is limited to the amount (if any) unpaid on the shares respectively held by the member or members.
"compliance certificate" means a certificate issued by the Minister under section 32 certifying that the provisions of this Act have been complied with concerning the transfer of corporatised AGL’s incorporation to the Corporations Act 2001 of the Commonwealth.
"constitution" means:

(a) in relation to AGL, the following:

(i) the AGL legislation,

(ii) the provisions of the Gas Industry Restructuring Act 1986 relating to AGL as in force at the relevant time before the conversion day,

(iii) any by-laws or resolutions relating to AGL made under that legislation or Act, and

(b) in relation to corporatised AGL, the constitution of corporatised AGL as in force from time to time, and

(c) in relation to registered AGL, the constitution of registered AGL as in force from time to time.

"conversion day" means the day specified by the Minister in a conversion order as the day on which AGL is to be constituted as a body corporate under this Act.
"conversion order" means an order made by the Minister under section 13 specifying a conversion day.
"conversion resolution" -see section 8.
"Corporations legislation" means the Corporations legislation to which Part 1.1A of the Corporations Act 2001 of the Commonwealth applies.
"corporatised AGL" means AGL after it is constituted as a body corporate under this Act.
"instrument" means an instrument (other than this Act or an instrument made under this Act) or any other document that creates, modifies or extinguishes rights or liabilities (or would do so if lodged, filed or registered in accordance with any law), and includes any judgment, order, process or other instrument issued by a court or tribunal.

Note: Section 21 (1) of the Interpretation Act 1987 provides that a reference in an Act to "document" means any record of information, and includes:

(a) anything on which there is writing, or

(b) anything on which there are marks, figures, symbols or perforations having a meaning for persons qualified to interpret them, or

(c) anything from which sounds, images or writings can be reproduced with or without the aid of anything else, or

(d) a map, plan, drawing or photograph.

"invalidity order" -see section 11 (1).
"liabilities" means any liabilities, debts or obligations (whether present or future, whether vested or contingent and whether personal or assignable).
"matter" includes act, omission, body, person or thing.
"preserved resolution" -see section 5.
"proprietors" of AGL means persons who are proprietors of AGL under the constitution of AGL.
"registered AGL" means corporatised AGL after it is registered as a public company limited by shares under Part 5B.1 of the Corporations Act 2001 of the Commonwealth.
"registration day" means the day on which corporatised AGL is registered as a public company limited by shares under Part 5B.1 of the Corporations Act 2001 of the Commonwealth.

Registration day: 11.10.2002. For further information see the Australian Securities and Investments Commission website at http://www.asic.gov.au.

"registration resolution" -see section 9.
"rights" means any rights, powers, privileges or immunities (whether present or future, whether vested or contingent and whether personal or assignable).
"Secretary" of AGL means the person holding office as the Secretary of AGL from time to time under the constitution of AGL.

(2) If this Act provides for an event or other thing to occur on the conversion day or registration day, that event or thing is taken to occur at the beginning of the day that is the conversion day or registration day. However, if the conversion day is the same day as the registration day, any event or other thing to occur on the registration day is taken to have occurred immediately after any event or other thing to occur on the conversion day.

(3) A reference in this Act to the Australian Gas Light Company Act 1837 is a reference to the Act passed in 1837 entitled “An Act for lighting with Gas the Town of Sydney in the Colony of New South Wales and to enable certain persons associated under the name style and firm of ‘The Australian Gas-light Company’ to sue and be sued in the name of the Secretary for the time being of the said Company and for other purposes therein mentioned”, as amended by subsequent Acts.

(4) Words and expressions used in this Act have the same meanings as in section 9 of the Corporations Act 2001 of the Commonwealth, except in so far as they are defined differently in this Act or the context or subject-matter otherwise indicates or requires.

(5) This Act is intended to have extraterritorial application in so far as the legislative powers of the State permit.

(6) Notes included in this Act do not form part of this Act.