New South Wales Consolidated Acts

COAL INDUSTRY ACT 2001 - SCHEDULE 2

SCHEDULE 2 – Transfer of assets, rights and liabilities of Joint Coal Board

(Sections 6 (3) and 7 (4))

1 Definition

In this Schedule, "instrument" means an instrument (other than this Act) 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 or process of a court.

2 Application and interpretation

(1) This Schedule applies to the following:

(a) the transfer of the assets, rights and liabilities from the Joint Coal Board to the Ministerial Holding Corporation under section 6 (1),

(b) the transfer of assets, rights and liabilities from the Ministerial Holding Corporation to an approved company by the operation of an order under section 7 (1).

(2) In this Schedule, the body from which assets, rights or liabilities are so transferred is called the "transferor" and the body to which they are being so transferred is called the "transferee".

3 Vesting of undertaking in transferee

When assets, rights or liabilities are transferred the following provisions have effect:

(a) the assets of the transferor vest in the transferee by virtue of this clause and without the need for any conveyance, transfer, assignment or assurance,

(b) the rights and liabilities of the transferor become, by virtue of this clause, the rights and liabilities of the transferee,

(c) all proceedings commenced before the transfer by or against the transferor and pending immediately before the transfer are taken to be proceedings pending by or against the transferee,

(d) any act, matter or thing done or omitted to be done in relation to the assets, rights or liabilities before the transfer by, to or in respect of the transferor is (to the extent to which that act, matter or thing has any force or effect) taken to have been done or omitted by, to or in respect of the transferee,

(e) a reference in any Act, in any instrument made under any Act or in any document of any kind to the transferor or a predecessor of the transferor is (to the extent that it relates to those assets, rights or liabilities but subject to the regulations or other provisions under Schedule 8) to be read as, or as including, a reference to the transferee.

4 Operation of Schedule

(1) The operation of this Schedule is not to be regarded:

(a) as a breach of contract or confidence or otherwise as a civil wrong, or

(b) as a breach of any contractual provision prohibiting, restricting or regulating the assignment or transfer of assets, rights or liabilities, or

(c) as giving rise to any remedy by a party to an instrument, or as causing or permitting the termination of any instrument, because of a change in the beneficial or legal ownership of any asset, right or liability.

(2) The operation of this Schedule is not to be regarded as an event of default under any contract or other instrument.

(3) No attornment to the transferee by a lessee from the transferor is required.

(4) No compensation is payable to any person in connection with a transfer effected by this Schedule.

5 Duty

Duty is not chargeable in respect of the transfer of assets, rights and liabilities to which this Schedule applies.