STATE OWNED CORPORATIONS ACT 1989 - SCHEDULE 6
STATE OWNED CORPORATIONS ACT 1989 - SCHEDULE 6
SCHEDULE 6 – Provisions to be included in constitution of statutory SOCs
Provisions to the effect of the following provisions are to be included in the constitution of a statutory SOC. Words and expressions used in these provisions have the same meanings as in the State Owned Corporations Act 1989 .
1 Entrenchment
The constitution may not be altered or added to in a way that is inconsistent with the provisions in Schedule 6 to the State Owned Corporations Act 1989 , unless and until resolutions approving the alteration or addition have been passed by both Houses of Parliament.
2 Act to prevail
(1) The provisions of the State Owned Corporations Act 1989 prevail over any inconsistent provisions of the constitution of the corporation.
(2) The corporation is expressly prohibited from exercising any power of the corporation in contravention of any requirement of or under section 20X or 20Y of the State Owned Corporations Act 1989 .
3 Shareholders
(1) Only eligible Ministers may hold shares in the corporation's issued share capital.
(2) The shareholders hold their shares in the corporation for and on behalf of the State.
(3) A person ceases to be eligible to hold shares in the corporation on ceasing to be an eligible Minister, and may thereafter exercise no rights as a shareholder (except to transfer his or her shares as directed by the Premier).
(4) A shareholder may not sell or otherwise dispose of shares in the corporation otherwise than to another eligible Minister.
(5) The Premier is empowered to execute a transfer of any issued shares, whether or not the person still holds office as an eligible Minister, and the corporation is required to register the transfer.
(6) The board of the corporation is accountable to the voting shareholders in the manner set out in Part 4 of the State Owned Corporations Act 1989 and in the constitution of the corporation.
(7) The corporation may issue further shares to shareholders, but no shareholder is obliged to acquire any such further shares.
(8) Only the voting shareholders may cast votes.
(9) The voting shareholders must at all times have an equal number of shares and be in a position to cast an equal number of votes.
4 Subsidiaries
(1) The corporation may not form, participate in the formation of or acquire subsidiaries without the prior written approval of the voting shareholders.
(2) The corporation must ensure that the constitutions of its subsidiaries at all times contain provisions to the effect of those required by Schedule 7 to the State Owned Corporations Act 1989 .
(3) The corporation must, to the maximum extent practicable, ensure that every subsidiary complies with its constitution (if any) and with the requirements of the State Owned Corporations Act 1989 .