New South Wales Consolidated Acts

TOTALIZATOR AGENCY BOARD PRIVATISATION ACT 1997 - SCHEDULE 5

SCHEDULE 5 – Savings, transitional and other provisions

(Section 61)

Part 1 - Regulations

1 Regulations

(1) The regulations may contain provisions of a savings or transitional nature consequent on the enactment of the following Acts:

this Act

Totalizator Agency Board Privatisation Amendment Act 2002

Totalizator Legislation Amendment Act 2003

(2) Any such savings or transitional provisions may, if the regulations so provide, take effect on the date of assent to the Act concerned or a later date.

(3) To the extent to which any such savings or transitional provision takes effect on a date that is earlier than the date of its publication in the Gazette, the provision does not operate so as:

(a) to affect, in a manner prejudicial to any person (other than the State, TAB, a TAB subsidiary or an authority of the State), the rights of that person existing before the date of its publication, or

(b) to impose liabilities on any person (other than the State, TAB, a TAB subsidiary or an authority of the State) in respect of anything done or omitted to be done before the date of its publication.

Part 2 - Provisions consequent on enactment of this Act

2 Members of TAB

(1) A person who, immediately before the commencement of Part 3 of this Act, held office as a member of TAB:

(a) ceases to hold that office, and

(b) is eligible (if otherwise qualified) to be appointed as a director under section 10.

(2) A person who so ceases to hold office is not entitled to any remuneration or compensation because of the loss of that office.

3 Directors of TAB

(1) A person who, immediately before the conversion of TAB to TAB Limited, held office as a director of TAB, is, by force of this clause, a director of TAB Limited on and from the conversion, as if appointed to that office in accordance with the memorandum and articles of association of TAB Limited. This subclause has effect despite any provision of the memorandum or articles of association.

(2) Such a person holds office for the balance of the then current term for which the person was appointed, subject to the memorandum and articles of association of TAB Limited, and is (if otherwise qualified) eligible for further appointment as a director of TAB Limited in accordance with the memorandum and articles of association of TAB Limited.

(3) A person is not entitled to any remuneration or compensation because of the operation of this clause.

4 Application of certain provisions of Corporations Law

(1) While the State of New South Wales continues to hold all the shares in TAB Limited, sections 186 and 461 (d) of the Corporations Law do not apply in relation to TAB Limited, and section 249 (7) of the Corporations Law applies in relation to TAB Limited as if:

(a) the State of New South Wales were a holding company (within the meaning of section 249 (7) of the Corporations Law ) of TAB Limited, and

(b) the Minister were a representative of the State authorised under section 249 (3) of the Corporations Law .

(2) Sections 139 (2) and 151 (5) of the Corporations Law do not apply in relation to TAB Limited.

(3) For the purposes of Division 2 of Part 5.6 of the Corporations Law (Contributories on winding up):

(a) the State of New South Wales is not (in relation to any period before the conversion) a past member of TAB Limited, and

(b) a person is not a past member of TAB Limited merely because he or she was a member of the Totalizator Agency Board, or acted as such, before the conversion.

(4) For the purposes of the Corporations Law , accounts and records kept under Part 3 of the Public Finance and Audit Act 1983 are, after the conversion, taken to be accounting records kept by TAB Limited under a provision of a previous law of the State of New South Wales, being a provision corresponding to section 289 of the Corporations Law .

(5) For the purposes of the Corporations Law , a report and financial statements that were prepared under Part 3 of the Public Finance and Audit Act 1983 in relation to a period and furnished to the Minister on a particular day are, after the conversion, taken to be a profit and loss account of TAB Limited that was:

(a) made out in relation to that period, and

(b) laid before the body at an annual general meeting of the body held on that day.

5 Audit and accounts

(1) As from the conversion, the functions of the Auditor-General under the Public Finance and Audit Act 1983 are no longer exercisable in respect of TAB Limited, except in respect of whole financial years before the conversion.

(2) TAB Limited is not required to prepare accounts as at the date of conversion if the conversion occurs during a financial year.

6 Superannuation under State public sector schemes

(1) This clause applies to a member of staff of TAB Limited who is, immediately before the conversion, a contributor under a State public sector superannuation scheme.

(2) Contributors to whom this clause applies cease to be contributors on the day referred to in subclause (1). They are taken to have elected on that day to preserve their superannuation benefits in accordance with the relevant statutory provisions.

(3) This clause does not affect the provisions of any other Act or regulation relating to the rights of contributors under superannuation schemes.

(4) In this clause:
"State public sector superannuation scheme" means an FTC scheme or STC scheme within the meaning of the Superannuation Administration Act 1996 or any other scheme or fund prescribed by the regulations for the purposes of this clause.