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Queensland
PRIMARY INDUSTRY
BODIES REFORM BILL 1999
Queensland
PRIMARY INDUSTRY BODIES REFORM
BILL 1999
TABLE OF PROVISIONS
Section Page
PART 1--PRELIMINARY
Division 1--Introduction
1 Short title . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
2 Commencement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Division 2--Objects and application
3 Objects of Act . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
4 Act binds all persons . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Division 3--Interpretation
Subdivision 1--Dictionary
5 Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Subdivision 2--Key definitions
6 What is a "producer body" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
7 What is a "secondary body" of a producer body . . . . . . . . . . . . . . . . . . . . . . 12
8 Who is an "eligible producer" for a producer body . . . . . . . . . . . . . . . . . . . 12
9 What is the "share distribution scheme" for a producer body . . . . . . . . . . . 12
10 "Transfer day" is day after assent . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
PART 2--APPOINTMENT OF REPLACEMENT CORPORATION
Division 1--General
11 Producer body may appoint its replacement corporation . . . . . . . . . . . . . . . 13
12 Conditions for appointment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
13 Notice of appointment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
14 Consequence of failure to make or notify appointment . . . . . . . . . . . . . . . . 15
2
Primary Industry Bodies Reform
Division 2--Facilitation of incorporation under Associations
Incorporation Act
Subdivision 1--Preliminary
15 Main purposes of div 2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
16 Application of div 2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
17 Definitions for div 2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
18 References to provisions in div 2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
Subdivision 2--Facilitative provisions
19 Change to and deferral of certain eligibility requirements . . . . . . . . . . . . . . 17
20 Excluded provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
21 Changed application of s 9 (Form of application etc.) . . . . . . . . . . . . . . . . . 18
22 Changed application of s 12 (Chief executive to make decision
about application) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
23 Change to and deferral of certain name requirements . . . . . . . . . . . . . . . . . 19
24 Deferral of requirements about management committee . . . . . . . . . . . . . . . 19
25 First management committee members . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
Division 3--Facilitation of incorporation under Cooperatives Act
Subdivision 1--Preliminary
26 Main purposes of div 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
27 Application of div 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
28 Definitions for div 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
29 References to provisions in div 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
Subdivision 2--Facilitative provisions
30 Change to and deferral of minimum membership requirements . . . . . . . . . 21
31 Deferral of active membership requirements . . . . . . . . . . . . . . . . . . . . . . . . . 22
32 Exclusion of pt 2, divs 2 and 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23
33 Changed application of s 19 (Application for registration of
proposed cooperative) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23
34 Changed application of s 20 (Registration of cooperative) . . . . . . . . . . . . . 24
35 Changed application of ss 71 and 143 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24
36 Changed application of s 206 (Election of directors) . . . . . . . . . . . . . . . . . . 24
37 Change to and deferral of certain name requirements . . . . . . . . . . . . . . . . . 25
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Primary Industry Bodies Reform
PART 3--GENERAL PROVISIONS FOR TRANSFER TO
REPLACEMENT CORPORATION
Division 1--Transfer of assets and liabilities of secondary bodies
Subdivision 1--Preliminary
38 Application of div 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
Subdivision 2--Transfers generally
39 Transfer to producer body . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26
40 Certain assets held on trust for secondary body's purposes . . . . . . . . . . . . . 26
Subdivision 3--Transfers for local associations
41 Application of sdiv 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
42 Transfer to former committee members . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
43 Asset held on trust for former members . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
Division 2--Transfer to replacement corporation
44 Application of div 2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
45 Transfer of producer body's assets and liabilities . . . . . . . . . . . . . . . . . . . . . 28
46 Certain assets held on trust for former secondary body's purposes . . . . . . . 28
47 Exemption for cooperatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
48 Registration of transferred assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
49 References to producer or secondary body . . . . . . . . . . . . . . . . . . . . . . . . . . 29
50 Continuity of proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
51 Employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
52 Minister's directions to give effect to transfer . . . . . . . . . . . . . . . . . . . . . . . . 31
PART 4--TRANSFERS TO REPLACEMENT CORPORATION
WITHOUT SHARE CAPITAL
53 Application of pt 4 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
54 Eligible producers become members of replacement corporation . . . . . . . . 31
55 Dissolution on transfer day . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32
56 Officers cease holding office . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32
PART 5--TRANSFERS TO PUBLIC COMPANIES OR TO
COOPERATIVES WITH SHARE CAPITAL
Division 1--Preliminary
57 Application of pt 5 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32
58 Definitions for pt 5 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
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Primary Industry Bodies Reform
Division 2--Administration
Subdivision 1--Status of producer body and its secondary bodies
59 Officers cease holding office . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
60 Suspension of rules . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
61 Powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34
Subdivision 2--Administrator
62 Appointment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34
63 Function . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35
64 Term of office . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35
65 Administrator's remuneration . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36
66 Producer body's costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36
67 Minister's directions to administrator . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36
Division 3--The share issue
68 Replacement corporation must issue shares to producer body . . . . . . . . . . . 37
Division 4--Share distribution scheme
Subdivision 1--General
69 Obligation to distribute shares to eligible producers . . . . . . . . . . . . . . . . . . . 37
70 Share issue price . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38
71 Total value of issued shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38
72 Total number of issued shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38
73 Share entitlement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38
Subdivision 2--Deciding net asset value
74 How net asset value is to be decided . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38
75 Minister's decision about net asset value . . . . . . . . . . . . . . . . . . . . . . . . . . . 39
76 Notice of decision . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 39
77 Costs of obtaining advice . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 39
Subdivision 3--Completing the scheme
78 Distribution . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40
79 Completion notice . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40
Division 5--Miscellaneous
80 Obligation to register shares issued or distributed under pt 5 . . . . . . . . . . . . 40
81 Part overrides Corporations Law and other laws . . . . . . . . . . . . . . . . . . . . . . 40
5
Primary Industry Bodies Reform
82 Dissolution day . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 41
PART 6--COMPULSORY MEMBERSHIP OF REPLACEMENT
CORPORATIONS
Division 1--Preliminary
83 Definitions for pt 6 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 41
Division 2--Compulsory membership for relevant producers
84 Application of div 2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 42
85 Obligation to be a member of replacement corporation . . . . . . . . . . . . . . . . 43
86 Compulsory membership . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44
87 Deferral of replacement corporation's obligations for membership . . . . . . . 44
Division 3--Review of compulsory membership
88 Application of div 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45
89 Review by poll . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45
90 Conduct of poll . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45
91 Costs of poll . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46
92 Result of poll . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46
93 Consequence of failure to conduct or declare poll . . . . . . . . . . . . . . . . . . . . 46
94 Amendment takes effect as a special resolution . . . . . . . . . . . . . . . . . . . . . . 46
95 Obligation to register amendment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46
Division 4--Miscellaneous
96 Part overrides Corporations Law and other laws . . . . . . . . . . . . . . . . . . . . . . 47
PART 7--MISCELLANEOUS
Division 1--Appeals from Minister's decision on net asset value
97 Application of div 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47
98 Right of appeal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47
99 Starting appeal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48
100 Stay of operation of decision . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48
101 Hearing procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49
102 General powers of District Court on appeal . . . . . . . . . . . . . . . . . . . . . . . . . . 49
103 Appeal to Supreme Court . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49
Division 2--General
104 Act applies despite agreements etc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49
105 Act does not affect existing legal relationships . . . . . . . . . . . . . . . . . . . . . . 50
6
Primary Industry Bodies Reform
106 Other conditions for transactions under Act taken to be met . . . . . . . . . . . . 50
107 Regulation-making power . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50
PART 8--EXPIRY OF ACT
108 Expiry . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51
PART 9--AMENDMENT OF MEAT INDUSTRY ACT 1993
109 Act amended in pt 9 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51
110 Insertion of new s 137A . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51
137A Other powers with Minister's approval . . . . . . . . . . . . . . . . . . . . . . . . 51
111 Amendment of s 138 (Delegation) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 52
112 Amendment of pt 7A (Administrator) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 52
113 Insertion of new pt 7B . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53
PART 7B--ABATTOIR CORPORATION ADMINISTRATOR
162G Effect of part on pt 7 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53
162H Appointment of administrator . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53
162I Abattoir corporation members go out of office . . . . . . . . . . . . . . . . . 53
162J Administrator is abattoir corporation . . . . . . . . . . . . . . . . . . . . . . . . . 54
162K Additional functions of administrator . . . . . . . . . . . . . . . . . . . . . . . . . 54
PART 10--REPEALS AND OTHER AMENDMENTS
Division 1--Repeal of Fruit Marketing Organisation Act 1923
114 Repeal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 55
Division 2--Repeal of Primary Producers' Organisation and
Marketing Act 1926
115 Repeal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 55
Division 3--Amendment of Stamp Act 1894
116 Act amended in div 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 55
117 Amendment of s 36 (Stamp duty not chargeable on certain orders) . . . . . . 55
118 Amendment of s 69B (Restriction on exemption on instruments
securing advances to certain boards and cooperatives) . . . . . . . . . . . . . . . . 56
119 Amendment of sch 1 (Stamp duties on instruments) . . . . . . . . . . . . . . . . . . 56
Division 4--Amendment of Wheat Marketing (Facilitation) Act 1989
120 Act amended in div 4 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 56
121 Amendment of s 3 (Definitions) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 56
122 Amendment of s 5 (Powers of Australian Wheat Board) . . . . . . . . . . . . . . . 56
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Primary Industry Bodies Reform
SCHEDULE . . . . . . . . . . . . . . . . . . . . . . . . . 57
DICTIONARY
1999
A BILL
FOR
An Act to provide for the transfer of the assets and liabilities of bodies
under the Primary Producers' Organisation and Marketing
Act 1926 and the Fruit Marketing Organisation Act 1923 to
incorporated bodies that are not public authorities, to amend the
Meat Industry Act 1993, and for other purposes
s1 10 s3
Primary Industry Bodies Reform
The Parliament of Queensland enacts-- 1
ART 1--PRELIMINARY 2
P
1--Introduction 3
Division
title 4
Short
1. This Act may be cited as the Primary Industry Bodies Reform 5
Act 1999. 6
7
Commencement
2.(1) Parts 9 and 101 commence on assent. 8
(2) The remaining provisions of this Act are taken to have commenced 9
on 29 October 1999. 10
2--Objects and application 11
Division
of Act 12
Objects
3. The objects of this Act are-- 13
(a) generally, to transfer the assets and liabilities of each producer 14
body and its secondary bodies to a body corporate appointed by 15
the producer body (its "replacement corporation") that is not a 16
public authority; and 17
(b) to transfer assets held by or for a local association that is not a 18
cooperative to its committee members on trust for its members; 19
and 20
(c) if a replacement corporation has a share capital--to provide for 21
1 Parts 9 (Amendment of Meat Industry Act 1993) and 10 (Repeals and other
amendments)
s4 11 s6
Primary Industry Bodies Reform
the distribution of shares in the corporation among eligible 1
producers for its transferring producer body; and 2
(d) to dissolve each producer body and its secondary bodies; and 3
(e) to provide for a transition from compulsory to voluntary 4
membership of each replacement corporation for producers of the 5
commodity for which its transferring producer body was 6
established. 7
binds all persons 8
Act
4. This Act binds all persons, including the State and, so far as the 9
legislative authority of the Parliament permits, the Commonwealth and the 10
other States. 11
3--Interpretation 12
Division
1--Dictionary 13
Subdivision
14
Definitions
5. The dictionary in the schedule defines particular words used in this 15
Act. 16
Subdivision 2--Key definitions 17
is a "producer body" 18
What
6. A "producer body" is-- 19
(a) the committee of direction of fruit marketing (the "COD") under 20
the FMO Act; and 21
(b) each producer representative body under the PPO&M Act (a 22
"PPO&M producer body") as follows-- 23
(i) the Queensland Cane Growers' Organisation; 24
(ii) the Queensland Dairyfarmers' Organisation; 25
s7 12 s9
Primary Industry Bodies Reform
(iii) the Queensland Pork Producers' Organisation; 1
(iv) the Queensland Commercial Fishermen's Organisation. 2
is a "secondary body" of a producer body 3
What
7. A "secondary body" of a producer body is-- 4
(a) for the COD, the following bodies-- 5
(i) each local association that is not a cooperative; 6
(ii) each sectional group committee under the FMO Act; or 7
(b) for a PPO&M producer body-- 8
(i) its State council; and 9
(ii) the State council's subsidiary bodies under the PPO&M Act, 10
section 30E.2 11
is an "eligible producer" for a producer body 12
Who
8. A person is an "eligible producer" for a producer body if-- 13
(a) for the COD--the person is a fruit grower or vegetable grower 14
under the FMO Act; or 15
(b) for a PPO&M producer body--the person is a member of the 16
body under the PPO& M Act, section 30C(2).3 17
is the "share distribution scheme" for a producer body 18
What
9. The "share distribution scheme", for a producer body, means the 19
scheme for distributing, under part 5, division 4, shares among the persons 20
who, immediately before the transfer day, are eligible producers for the 21
body. 22
2 PPO&M Act, section 30E (Subsidiary bodies)
3 PPO&M Act, section 30C (Producer representative bodies)
s 10 13 s 11
Primary Industry Bodies Reform
day" is day after assent 1
"Transfer
10. The "transfer day" is the day after the date of assent for this Act. 2
PART 2--APPOINTMENT OF REPLACEMENT 3
CORPORATION 4
Division 1--General 5
body may appoint its replacement corporation 6
Producer
11.(1) A producer body may, before the transfer day, appoint its 7
replacement corporation. 8
(2) The appointment may be decided only by-- 9
(a) for the COD--the COD members; or 10
(b) for a PPO&M producer body--its State council. 11
(3) It is the intention of the Parliament that, unless this Act otherwise 12
provides-- 13
(a) the following issues about the replacement corporation are to be 14
resolved when making the appointment-- 15
(i) its constitution; 16
(ii) if it has a share capital--its shares and the terms on which 17
they are issued; 18
(iii) if it does not have a share capital--its membership and the 19
conditions for becoming a member; 20
(iv) the obligations, restrictions and rights attaching to its shares 21
or imposed on its members; 22
(iv) its officers. 23
(b) laws concerning the incorporation of, and laws that apply to, the 24
replacement corporation continue to apply. 25
s 12 14 s 13
Primary Industry Bodies Reform
for appointment 1
Conditions
12.(1) A replacement corporation may be appointed for a producer body 2
only if-- 3
(a) it has, by notice to the producer body signed by an authorised 4
person for the replacement corporation, agreed to the 5
appointment; and 6
(b) it is not an industrial association; and 7
(c) its constitution allows the transfer of all of the assets and liabilities 8
of the producer body to the replacement corporation; and 9
(d) it is a company limited by guarantee, a cooperative, an 10
incorporated association or a public company; and 11
(2) However, the replacement corporation must not be a public company 12
or a cooperative that has a share capital unless its constitution is consistent 13
with and, allows the carrying out of, the share issue and the share 14
distribution scheme for the producer body. 15
of appointment 16
Notice
13.(1) As soon as practicable after a producer body has appointed its 17
replacement corporation, it must give the Minister notice of the 18
appointment. 19
(2) The notice must-- 20
(a) be accompanied by a copy of the notice mentioned in 21
section 12(1)(a); and 22
(b) state the following-- 23
(i) the replacement corporation's name; 24
(ii) the day the appointment was made; 25
(iii) that the replacement corporation is not an industrial 26
association; 27
(iv) that the replacement corporation's constitution allows the 28
transfer of all of the assets and liabilities of the producer 29
body to the replacement corporation; 30
(v) whether the replacement corporation is a company limited by 31
s 14 15 s 14
Primary Industry Bodies Reform
guarantee, a cooperative, an incorporated association or a 1
public company; 2
(vi) if the replacement corporation is a public company or a 3
cooperative that has a share capital--that its constitution 4
complies with section 12(2). 5
of failure to make or notify appointment 6
Consequence
14.(1) This section applies if a producer body does not, before the 7
transfer day-- 8
(a) appoint its replacement corporation; or 9
(b) give the Minister notice of the appointment of its replacement 10
corporation. 11
(2) The Supreme Court may, on the application of the chief executive, 12
order the winding up of the producer body or a secondary body of the 13
producer body. 14
(3) Despite the repeal of the PPO&M Act, sections 43(2) and (3) and 46 15
to 484 of that Act apply for the winding up as if-- 16
(a) they had not been repealed; and 17
(b) a reference to a board were a reference to the producer body or 18
secondary body; and 19
(c) a reference to ASIC were a reference to the Minister; and 20
(d) a reference to deregistration of the body were a reference to its 21
dissolution. 22
(4) The Minister may issue a certificate stating the producer body did not, 23
before the transfer day-- 24
(a) appoint its replacement corporation; or 25
(b) give the Minister notice of the appointment of its replacement 26
corporation. 27
4 PPO&M Act, sections 43 (Procedure for winding-up a board), 46 (Application of
moneys remaining after winding-up), 47 (Regulations and rules)
and 48 (Particular modifications)
s 15 16 s 16
Primary Industry Bodies Reform
(5) A certificate purporting to be issued under subsection (4) is, for a 1
proceeding under this section, evidence of the things it states. 2
Division 2--Facilitation of incorporation under Associations 3
Incorporation Act 4
1--Preliminary 5
Subdivision
purposes of div 2 6
Main
15. The main purposes of this division are to-- 7
(a) exclude or change provisions of the Associations 8
Incorporation Act to allow a proposed replacement corporation 9
that is not incorporated to become an incorporated association 10
before the transfer day; and 11
(b) change or defer, until the deferred day, provisions of that Act 12
about aspects of the following matters to the extent they concern 13
the association or the relevant incorporated association-- 14
(i) eligibility requirements for incorporation or for continuing 15
incorporation; 16
(ii) name requirements; 17
(iii) membership committee requirements. 18
of div 2 19
Application
16.(1) This division applies if-- 20
(a) an application is made for incorporation or registration of an 21
association under the Associations Incorporation Act; and 22
(b) the application states the incorporation of the association is for its 23
appointment under this part as the replacement corporation for a 24
stated producer body; and 25
(c) the applicant is-- 26
(i) if the stated producer body is the COD--a COD member; or 27
s 17 17 s 19
Primary Industry Bodies Reform
(ii) if the stated producer body is a PPO&M producer body--an 1
officer of its State council. 2
(2) This division does not affect the operation of the Associations 3
Incorporation Act for-- 4
(a) any other application for incorporation or registration; or 5
(b) an incorporated association other than the relevant incorporated 6
association. 7
for div 2 8
Definitions
17. In this division-- 9
"deferred day" means the day that is 2 months after the dissolution day for 10
the relevant incorporated association's transferring producer body. 11
"relevant incorporated association" means the association the subject of 12
the application, after its incorporation or registration under the 13
Associations Incorporation Act. 14
to provisions in div 2 15
References
18.(1) In this division, a reference to a numbered provision is a reference 16
to the provision of the Associations Incorporation Act with that number. 17
(2) Subsection (1) does not apply to the extent that the context or subject 18
matter otherwise indicates or requires. 19
Subdivision 2--Facilitative provisions 20
to and deferral of certain eligibility requirements 21
Change
19.(1) This section applies only until the deferred day. 22
(2) The requirement under section 5(1)(a) is changed to a requirement 23
that the association or the relevant incorporated association has at least 24
2 members. 25
(3) The members must include at least 2 eligible producers for the stated 26
producer body. 27
s 20 18 s 21
Primary Industry Bodies Reform
(4) The requirements under section 5(1)(c) and (e) do not apply to the 1
application, the incorporation or registration of the association or to the 2
relevant incorporated association. 3
(5) The following provisions do not apply to the relevant incorporated 4
association-- 5
· section 90(1)(b) and (d) 6
· section 93(1)(c), to the extent it relates to a requirement mentioned 7
in section 5(1)(c) and (e) 8
· section 93(1)(d).5 9
provisions 10
Excluded
20. The following provisions do not apply to the application or the 11
incorporation or registration of the association-- 12
· sections 6 to 8 13
· section 10 14
· section 11 15
· section 13.6 16
application of s 9 (Form of application etc.) 17
Changed
21.(1) For section 9, the application must state the name and address of 18
the president, treasurer, secretary and any other officer of the association. 19
(2) For subsection (1), the same person may hold 1 or more or all of the 20
offices. 21
(3) For section 9(1) and (2), the chief executive administering the 22
Associations Incorporation Act must waive the following if satisfied they 23
5 Associations Incorporation Act, sections 90 (Winding-up by the Supreme Court)
and 93 (Cancellation of incorporation)
6 Associations Incorporation Act, sections 6 (Association may resolve to
incorporate and adopt proposed rules), 7 (Appointment of person to apply for
incorporation), 8 (Interim officers), 10 (Giving notice of application etc.),
11 (Objections to application for incorporation) and 13 (Chief executive to
advise association and objectors of decision)
s 22 19 s 24
Primary Industry Bodies Reform
are not necessary for the requirements for incorporation or registration, as 1
changed by this division-- 2
(a) information or the inclusion of documents required by the 3
approved form; 4
(b) information or documents required under a regulation. 5
(4) For section 9(3) and the Associations Incorporation Regulation 1999, 6
the association's or the relevant incorporated association's objects are taken 7
to be sufficiently stated in the application if it states their object is to be the 8
stated producer body's replacement corporation under this Act. 9
application of s 12 (Chief executive to make decision about 10
Changed
application) 11
22. Section 12 is changed by omitting the words `and any objections 12
properly made to the application,'. 13
to and deferral of certain name requirements 14
Change
23.(1) Sections 29 and 30 do not apply to the application or the 15
incorporation or registration of the association. 16
(2) Sections 29 and 30 do not apply to the relevant incorporated 17
association until the deferred day. 18
(3) If the name of the association or the relevant incorporated association 19
is the same, or substantially the same, as the stated producer body's name, 20
section 43 is taken to have been complied with.7 21
of requirements about management committee 22
Deferral
24. Section 61(5)8 does not apply to the relevant incorporated association 23
until the deferred day. 24
7 Associations Incorporation Act, sections 29 (Name of incorporated association to
include `incorporated' etc.), 30 (Use of `incorporated' as part of name etc.)
and 43 (Association must not have undesirable name)
8 Associations Incorporation Act, section 61 (Membership of management
committee)
s 25 20 s 27
Primary Industry Bodies Reform
management committee members 1
First
25.(1) The first members of the relevant incorporated association's 2
management committee are taken to be the association's officers, as stated 3
in the application.9 4
(2) The first members hold the offices stated in the application until office 5
holders for the offices are elected or appointed by the relevant incorporated 6
association. 7
Division 3--Facilitation of incorporation under Cooperatives Act 8
1--Preliminary 9
Subdivision
purposes of div 3 10
Main
26. The main purposes of this division are to-- 11
(a) exclude or change provisions of the Cooperatives Act to allow a 12
proposed replacement corporation that is not incorporated 13
(a "proposed cooperative") to become a cooperative before the 14
transfer day; and 15
(b) change or defer, until the deferred day, provisions of that Act 16
about aspects of the following matters to the extent they concern 17
the proposed cooperative or the relevant cooperative-- 18
(i) the required minimum number of members; 19
(ii) requirements for their members to be active members; 20
(iii) certain requirements for the relevant cooperative's name. 21
of div 3 22
Application
27.(1) This division applies if-- 23
(a) an application is made for registration under the Cooperatives Act 24
of a proposed cooperative; and 25
9 See section 21(1) (Changed application of s 9 (Form of application etc.))
s 28 21 s 30
Primary Industry Bodies Reform
(b) the application or a document accompanying it states the 1
registration is for the relevant cooperative's appointment under 2
this part as the replacement corporation for a stated producer 3
body; and 4
(c) the applicant is-- 5
(i) if the stated producer body is the COD--a COD member; or 6
(ii) if the stated producer body is a PPO&M producer body--an 7
officer of its State council. 8
(2) This division does not affect the operation of the Cooperatives Act 9
for-- 10
(a) any other application for registration; or 11
(b) for a cooperative other than the relevant cooperative. 12
for div 3 13
Definitions
28. In this division-- 14
"deferred day" means the day that is 2 months after the dissolution day for 15
the relevant cooperative's transferring producer body. 16
"relevant cooperative" means the proposed cooperative the subject of the 17
application, after its registration under the Cooperatives Act. 18
to provisions in div 3 19
References
29.(1) In this division, a reference to a numbered provision is a reference 20
to the provision of the Cooperatives Act with that number. 21
(2) Subsection (1) does not apply to the extent that the context or subject 22
matter otherwise indicates or requires. 23
Subdivision 2--Facilitative provisions 24
to and deferral of minimum membership requirements 25
Change
30.(1) This section applies only until the deferred day. 26
s 31 22 s 31
Primary Industry Bodies Reform
(2) The requirement under section 14(3)(c) or 15(3)(c) for the proposed 1
cooperative or the relevant cooperative to have at least 5 members is 2
changed to at least 2 members. 3
(3) The members must include at least 2 eligible producers for the stated 4
producer body. 5
(4) Sections 68 and 328(2)(a) and (f) do not apply to the relevant 6
cooperative.10 7
of active membership requirements 8
Deferral
31.(1) Each provision as follows (a "deferred provision") does not 9
apply to the application or the registration of the proposed cooperative-- 10
· section 14(3)(c) or 15(3)(c), to the extent it requires members to 11
be active members 12
· section 61(1)(a) and (2) 13
· section 101(1), to the extent it applies schedule 1, section 1(b) 14
· part 6 15
· section 166 16
· section 167(2) 17
· section 175(4) 18
· section 178 19
· section 196(2) 20
· section 203(2) 21
· section 237(1)(e) 22
· section 328(2)(f) 23
10 Cooperatives Act, sections 14 (Trading cooperatives), 15 (Non-trading
cooperatives), 68 (Carrying on business with too few members) and
328 (Grounds for winding-up, transfer of engagements, appointment of
administrator)
s 32 23 s 33
Primary Industry Bodies Reform
· schedule 1, section 1(b).11 1
(2) Each deferred provision does not apply to the relevant cooperative 2
until the deferred day. 3
(3) However, this section does not prevent the proposed cooperative or 4
the relevant cooperative from complying with a deferred provision before 5
the deferred day. 6
of pt 2, divs 2 and 3 7
Exclusion
32. Part 2, divisions 2 and 312 do not apply to the application or the 8
registration of the proposed cooperative. 9
application of s 19 (Application for registration of proposed 10
Changed
cooperative) 11
33.(1) For section 19(1)(a), the registrar of cooperatives must waive the 12
giving of information or the inclusion of documents required by the 13
approved form if satisfied they are not necessary for the requirements for 14
registration, as changed by this division. 15
(2) The following requirements apply instead of section 19(1)(c) and (d) 16
and (2)-- 17
(a) the applicant and someone else who is an eligible producer for the 18
stated producer body must sign the application; 19
(b) the application must be accompanied by-- 20
(i) 2 copies of the constitution proposed for the relevant 21
cooperative; and 22
(ii) a statement listing the name, address, occupation and place 23
11 Cooperatives Act, sections 61 (Qualification for membership), 101 (Content of
rules), part 6 (Active membership), 166 (Sale or transfer of shares),
167 (Transfer on death of member), 175 (Voting by proxy), 178 (Inactive
members not entitled to vote), 196 (Holding of postal ballot on requisition),
203 (Calling of general meeting on requisition), 237 (Registers to be kept by
cooperatives), and schedule 1, section 1 (Requirements for all cooperatives)
12 Cooperatives Act, part 2, divisions 2 (Formation meeting) and 3 (Approval of
disclosure statement and rules)
s 34 24 s 36
Primary Industry Bodies Reform
and date of birth of each person who is to be a director of the 1
relevant cooperative; 2
(c) the applicant must sign and certify the constitution; 3
(d) the constitution must comply with section 101, other than to the 4
extent it applies schedule 1, section 1(b). 5
application of s 20 (Registration of cooperative) 6
Changed
34.(1) For section 20(1), the requirements for registration of the 7
proposed cooperative are the requirements for registration, as changed by 8
this division. 9
(2) Section 20 is changed by omitting subsection (2)(a). 10
(3) The requirements mentioned in section 20(2)(b) are the requirements 11
of the Cooperatives Act, as changed by this division. 12
(4) The requirements mentioned in section 20(2)(c) and (d) are taken to 13
have been complied with if the application or the constitution proposed for 14
the relevant cooperative states the relevant cooperative is to be appointed 15
under this part as the stated producer body's replacement corporation. 16
application of ss 71 and 143 17
Changed
35. Sections 71 and 14313 do not apply to the board of the relevant 18
cooperative for a person who is an eligible producer for the stated producer 19
body. 20
application of s 206 (Election of directors) 21
Changed
36. For section 206(2),14 the first directors of the relevant cooperative are 22
the persons stated in the application as the persons who are to be the 23
directors of the relevant cooperative. 24
13 Cooperatives Act, sections 71 (Cooperative to give information to person
intending to become a member) and 143 (Disclosure to members)
14 For the directors stated in the application, see section 33(2)(b)(ii) (Changed
application of s 19 (Application for registration of proposed cooperative))
s 37 25 s 38
Primary Industry Bodies Reform
to and deferral of certain name requirements 1
Change
37.(1) Section 245(2) and (3)15 does not apply to the application or the 2
registration of the proposed cooperative. 3
(2) Section 245(2) and (3) does not apply to the relevant cooperative until 4
the deferred day. 5
(3) For section 245(5), the name of the proposed cooperative or of the 6
relevant cooperative is not an unsuitable name only because it has a name 7
that is the same, or substantially the same, as the stated producer body's 8
name. 9
PART 3--GENERAL PROVISIONS FOR TRANSFER 10
TO REPLACEMENT CORPORATION 11
Division 1--Transfer of assets and liabilities of secondary bodies 12
1--Preliminary 13
Subdivision
of div 1 14
Application
38.(1) This division applies for any producer body and its secondary 15
bodies, whether or not the producer body has appointed its replacement 16
corporation. 17
(2) However, this division is subject to part 5, division 2, subdivision 1.16 18
15 Cooperatives Act, section 245 (Name to include certain matter)
16 Part 5, division 2, subdivision 1 (Status of producer body and its secondary
bodies)
s 39 26 s 40
Primary Industry Bodies Reform
2--Transfers generally 1
Subdivision
to producer body 2
Transfer
39.(1) Immediately before the transfer day, the following assets or 3
liabilities are, or are taken to have been, transferred to the producer body and 4
become assets and liabilities of the producer body-- 5
(a) assets and liabilities of each secondary body of the producer body; 6
(b) assets held by the producer body for, or for the objects or 7
purposes of, the producer body or a secondary body of the 8
producer body; 9
(c) assets held by a secondary body of the producer body for, or for 10
the objects or purposes of, the producer body or another 11
secondary body of the producer body; 12
13
Example for paragraph (c)--
14
Assets held under the PPO&M Act, section 30B, by the Queensland
15
Cane Growers' Council for a district cane growers' executive or mill
16
suppliers' committee or for the objects or purposes of the executive or
17
committee.
(d) assets held by anyone else for, or for the objects or purposes of, 18
the producer body or a secondary body of the producer body. 19
(2) However, subsection (1) does not apply to an asset held by or for a 20
secondary body of the COD if the secondary body is a local association. 21
(3) Also, subsection (1)(d) does not apply to a local association that is a 22
cooperative. 23
(4) If the producer body is not already incorporated, it is taken to have 24
become a corporation. 25
assets held on trust for secondary body's purposes 26
Certain
40.(1) This section applies if, immediately before the transfer day-- 27
(a) an asset was held-- 28
(i) by a producer body for a secondary body or the purposes of 29
the secondary body; or 30
s 41 27 s 43
Primary Industry Bodies Reform
(ii) by a secondary body for, or for the objects or purposes of, 1
its producer body or another secondary body of its producer 2
body; and 3
(b) under section 39(1)(b), the asset is transferred to the producer 4
body. 5
(2) On the transfer, the asset is taken to be held by the producer body on 6
trust for the purposes of the secondary body immediately before the date of 7
assent, to the extent they can still be achieved after the transfer day. 8
Subdivision 3--Transfers for local associations 9
of sdiv 3 10
Application
41. This subdivision applies on the transfer day if, immediately before 11
the transfer day, an asset is held by or for a local association that is not a 12
cooperative. 13
to former committee members 14
Transfer
42. The asset is, or is taken to have been, transferred jointly to the 15
persons who, immediately before date of assent, were members of the local 16
association's committee (the "trustees"). 17
held on trust for former members 18
Asset
43.(1) The asset is taken to be held by the trustees on trust for the 19
persons, who, immediately before the date of assent, were members of the 20
local association under the Fruit Marketing Organisation Regulation 1964, 21
section 50. 22
(2) Despite the Trusts Act 1973, section 11,17 the trustees are taken to 23
have been appointed as trustees of the trust. 24
17 Trusts Act 1973, section 11 (Limitation of the number of trustees)
s 44 28 s 48
Primary Industry Bodies Reform
2--Transfer to replacement corporation 1
Division
of div 2 2
Application
44.(1) This division applies on the transfer day. 3
(2) This division applies for any producer body and its replacement 4
corporation. 5
of producer body's assets and liabilities 6
Transfer
45. Subject to section 46, the producer body's assets and liabilities are 7
transferred to the replacement corporation and become assets and liabilities 8
of the corporation. 9
assets held on trust for former secondary body's purposes 10
Certain
46.(1) This section applies, if immediately before the transfer day, an 11
asset is held by the producer body on trust for the purposes of a secondary 12
body of the producer body. 13
(2) The asset is taken to be held by the replacement corporation on trust 14
for the purposes, to the extent they can still be achieved after the transfer 15
day. 16
for cooperatives 17
Exemption
47. If the replacement corporation is a cooperative, the Cooperatives Act, 18
section 26818 does not apply to the transfer of the producer body's assets 19
and liabilities to the replacement corporation. 20
of transferred assets 21
Registration
48.(1) A certificate signed by an authorised person for the replacement 22
corporation is evidence of an asset having become an asset of the 23
corporation on the transfer day if the certificate-- 24
(a) identifies the asset; and 25
18 Cooperatives Act, section 268 (Acquisition and disposal of assets)
s 49 29 s 49
Primary Industry Bodies Reform
(b) states the asset was, immediately before the transfer day, an asset 1
of the producer body or became an asset of the body under 2
section 39; and 3
(c) that, under this part, the asset became an asset of the replacement 4
corporation on the transfer day. 5
(2) If the certificate is given to an entity with registration functions for 6
assets of that kind under a law of the State, the entity must do the following 7
as if the certificate were an appropriate instrument of transfer of the asset-- 8
(a) register the matter in the same way as transactions for assets of 9
that kind; 10
(b) deal with, and give effect to, the certificate. 11
12
Examples of an `entity with registration functions'--
13
· ASIC
14
· the registrar of titles.
(3) Subsection (2) applies despite the Corporations Law, section 268 or 15
the Corporations Law, chapter 7, part 7.13.19 16
(4) A transfer of the asset to the replacement corporation may be 17
registered or given effect to under the law of another State if-- 18
(a) the certificate is given to an entity with registration functions for 19
assets of that kind under the other State's law; and 20
(b) the person is permitted by law to do so. 21
(5) In this section-- 22
"asset", of the replacement corporation, includes any asset held by it on 23
trust under section 46. 24
to producer or secondary body 25
References
49. In a document, a reference to a producer body or a secondary body of 26
the producer body is, if the context permits, taken to be a reference to the 27
producer body's replacement corporation. 28
19 Corporations Law, section 268 (Assignment and variation of charges) and
chapter 7, part 7.13 (Title to, and transfer of, securities)
s 50 30 s 51
Primary Industry Bodies Reform
of proceedings 1
Continuity
50.(1) A proceeding, other than a proceeding that has ended, by or 2
against the producer body or a secondary body of the producer body may be 3
continued and finished by or against its replacement corporation. 4
(2) If a proceeding could have been taken by or against the producer body 5
or a secondary body of the producer body if it had continued to exist, the 6
proceeding may be taken against the replacement corporation. 7
8
Employees
51.(1) A person employed by the producer body or a secondary body of 9
the producer body (the "former employer") immediately before the 10
transfer day becomes an employee of the replacement corporation. 11
(2) Subsection (1) does not-- 12
(a) constitute a redundancy or retrenchment of the person's 13
employment by the former employer; or 14
(b) entitle the person to a benefit or payment merely because the 15
person is no longer employed by the former employer; or 16
(c) interrupt the person's continuity of service. 17
(3) For the Industrial Relations Act, the person's period of employment 18
with the former employer is taken to be an equivalent period of employment 19
with the replacement corporation. 20
(4) Subject to the Industrial Relations Act, the person has the same 21
employment rights against the replacement corporation that the person had 22
against the former employer immediately before the transfer day. 23
(5) If an industrial instrument under the Industrial Relations Act bound 24
the person and the former employer immediately before the transfer day, it 25
binds the person and the replacement corporation. 26
(6) In this section-- 27
"employment rights" includes existing and accruing rights to-- 28
(a) remuneration; and 29
(b) recreation, long service, sick or other leave; and 30
(c) superannuation or other benefits and entitlements. 31
s 52 31 s 54
Primary Industry Bodies Reform
directions to give effect to transfer 1
Minister's
52.(1) The Minister may give the producer body or the replacement 2
corporation a written direction to give effect to the transfer of the producer 3
body's assets and liabilities to the corporation. 4
(2) After the direction has been given it must be-- 5
(a) gazetted as soon as practicable; and 6
(b) tabled in the Legislative Assembly within 14 sitting days. 7
ART 4--TRANSFERS TO REPLACEMENT 8
P
CORPORATION WITHOUT SHARE CAPITAL 9
of pt 4 10
Application
53.(1) This part applies on the transfer day, in addition to part 3. 11
(2) This part applies for a producer body and its replacement corporation 12
only if the corporation is-- 13
(a) an incorporated association; or 14
(b) a company limited by guarantee; or 15
(c) a cooperative that does not have a share capital. 16
producers become members of replacement corporation 17
Eligible
54.(1) Each person who was, immediately before the transfer day, an 18
eligible producer for the producer body is taken to be a member of the 19
replacement corporation, without paying an entry fee or complying with any 20
other condition for membership of the corporation. 21
(2) The replacement corporation and any entity with registration functions 22
for its membership must register the membership of each person who is 23
taken to be a member of the replacement corporation under subsection (1). 24
(3) This section has effect despite the following-- 25
(a) the Associations Incorporation Act; 26
s 55 32 s 57
Primary Industry Bodies Reform
(b) the Cooperatives Act; 1
(c) the Corporations Law; 2
(d) the replacement corporation's constitution. 3
(4) Without limiting subsection (3), if there is any conflict or 4
inconsistency between this section and the replacement corporation's 5
constitution, this section prevails. 6
on transfer day 7
Dissolution
55. The producer body and its secondary bodies are dissolved. 8
cease holding office 9
Officers
56.(1) Each person who was an officer of the producer body or a 10
secondary body of the producer body goes out of office. 11
(2) To remove any doubt, it is declared that if, apart from subsection (1), 12
a person is an eligible producer immediately before the transfer day, the 13
person is still an eligible producer immediately before that day. 14
(3) No compensation is payable to a person because of subsection (1). 15
ART 5--TRANSFERS TO PUBLIC COMPANIES OR 16
P
TO COOPERATIVES WITH SHARE CAPITAL 17
Division 1--Preliminary 18
of pt 5 19
Application
57.(1) This part applies on the transfer day, in addition to part 3. 20
(2) This part applies for a producer body and its replacement corporation 21
only if the corporation is a public company or a cooperative that has a share 22
capital. 23
s 58 33 s 60
Primary Industry Bodies Reform
for pt 5 1
Definitions
58. In this part-- 2
"administrator" means the person who holds office under division 2 as 3
the administrator of the producer body and its secondary bodies. 4
"completion notice" see section 79. 5
"parties" see section 74(1). 6
"residual powers" see section 61(1). 7
"share issue price" means the share issue price required under section 70. 8
"transfer" means the transfer, under section 45, of the producer body's 9
assets and liabilities to its replacement corporation, other than any asset 10
held by the corporation on trust under section 46. 11
2--Administration 12
Division
Subdivision 1--Status of producer body and its secondary bodies 13
cease holding office 14
Officers
59.(1) Each person who, immediately before the transfer day, is an 15
officer of the producer body or a secondary body of the producer body goes 16
out of office. 17
(2) To remove any doubt, it is declared that if, apart from subsection (1), 18
a person is an eligible producer immediately before the transfer day, the 19
person is still an eligible producer immediately before that day. 20
(3) No compensation is payable to a person because of subsection (1). 21
of rules 22
Suspension
60.(1) The rules of the producer body and its secondary bodies are 23
suspended. 24
(2) In this section-- 25
"rules", of a body, means a provision of, or an instrument made under, the 26
s 61 34 s 62
Primary Industry Bodies Reform
FMO Act or the PPO&M Act or any other document that governs the 1
operation of the body. 2
3
Powers
61.(1) The powers the producer body and its secondary bodies had apart 4
from this Act are suspended and they only have power, by their 5
administrator, (their "residual powers") to do as follows-- 6
(a) execute a document to evidence or to give effect to the transfer or 7
any transfer of an asset to the producer body under section 39; 8
(b) receive, for the producer body, shares under the share issue; 9
(c) distribute shares under the share distribution scheme for the 10
producer body; 11
(d) do anything necessary for, or incidental to, the share issue and the 12
receipt and distribution of the shares; 13
(e) exercise any other power prescribed under a regulation. 14
(2) Despite the repeal of the FMO Act or the PPO&M Act, the residual 15
powers continue until the dissolution day. 16
(3) In this section-- 17
"asset", of the producer body, includes any asset held by it on trust under 18
section 40.20 19
2--Administrator 20
Subdivision
21
Appointment
62.(1) The Minister must appoint as the administrator of the producer 22
body and its secondary bodies the person who, immediately before the 23
transfer day, holds office as the producer body's chairperson. 24
(2) However, the Minister may appoint a qualified person as the 25
administrator if-- 26
20 Section 40 (Certain assets held on trust for secondary body's purposes)
s 63 35 s 64
Primary Industry Bodies Reform
(a) there is no chairperson to be appointed as administrator; or 1
(b) the chairperson is unwilling to perform the administrator's 2
function; or 3
(c) the administrator dies or ceases to hold office. 4
(3) The Minister must, by gazette notice, notify the administrator's 5
appointment as soon as practicable after the administrator is appointed. 6
(4) In this section-- 7
"chairperson" includes president. 8
"qualified person" means a person who-- 9
(a) is a former officer of the producer body; or 10
(b) has extensive experience in-- 11
(i) the industry whose producers the producer body represented 12
under the FMO Act or the PPO&M Act; or 13
(ii) administering public bodies similar to the producer body; or 14
(c) has qualifications and experience in public administration or 15
financial administration. 16
unction 17
F
63.(1) The administrator's function is to exercise the residual powers of 18
the producer body and its secondary bodies or any other powers necessary 19
or convenient for the residual powers. 20
(2) A share transfer or other document bearing the common seal of the 21
producer body or any of its secondary bodies and the administrator's 22
signature is evidence of the matters it states. 23
of office 24
Term
64.(1) The administrator holds office until-- 25
(a) the dissolution day; or 26
(b) the office is earlier vacated under this section. 27
(2) The administrator's office is vacated if the administrator-- 28
s 65 36 s 67
Primary Industry Bodies Reform
(a) is an undischarged bankrupt or is taking advantage of the laws in 1
force for the time being relating to bankrupt or insolvent debtors; 2
or 3
(b) is convicted of an indictable offence, whether on indictment or 4
summarily; or 5
(c) becomes incapable of performing the administrator's function 6
because of physical or mental incapacity; or 7
(d) is not able to manage a corporation because of the Corporations 8
Law, section 229;21 or 9
(e) is named in the register held by ASIC under the Corporations 10
Law, section 243.22 11
remuneration 12
Administrator's
65.(1) The administrator has the right to remuneration at the rate decided 13
by the replacement corporation. 14
(2) However, the replacement corporation may decide the rate only after a 15
completion notice has been given to the Minister. 16
body's costs 17
Producer
66. The replacement corporation must pay any costs, including the 18
administrator's remuneration, incurred by the producer body in exercising 19
its residual powers. 20
directions to administrator 21
Minister's
67.(1) The Minister may give the administrator a written direction to 22
ensure the share issue and the share distribution scheme for the producer 23
body are carried out. 24
(2) After the direction has been given it must be-- 25
21 Corporations Law, section 229 (Certain persons not to manage corporations)
22 Corporations Law, section 243 (Register of disqualified company directors and
other officers)
s 68 37 s 69
Primary Industry Bodies Reform
(a) gazetted as soon as practicable; and 1
(b) tabled in the Legislative Assembly within 14 sitting days. 2
3--The share issue 3
Division
corporation must issue shares to producer body 4
Replacement
68.(1) In consideration of the transfer, the replacement corporation must 5
issue shares to the producer body. 6
(2) In making the share issue, the following must be consistent with, and 7
allow the carrying out of, the share distribution scheme for the producer 8
body-- 9
(a) the number of shares issued; 10
(b) the share issue price; 11
(c) their type; 12
(d) their value; 13
(e) any terms on which they are issued. 14
Division 4--Share distribution scheme 15
1--General 16
Subdivision
to distribute shares to eligible producers 17
Obligation
69.(1) The producer body must distribute shares issued to it under the 18
share issue among the persons who, immediately before the transfer day, 19
are eligible producers for the body. 20
(2) A person is entitled to be distributed shares only if the person is, 21
immediately before the transfer day, an eligible producer for the producer 22
body. 23
s 70 38 s 74
Primary Industry Bodies Reform
issue price 1
Share
70.(1) The shares to be distributed must be issued at the price prescribed 2
under a regulation. 3
(2) Each share must be issued at the same price. 4
(3) The shares must not be partly-paid shares. 5
value of issued shares 6
Total
71.(1) The total value of shares to be distributed must equal the net value 7
of the producer body's transferred assets, other than any asset held by it on 8
trust under section 4023 (the "net asset value"). 9
(2) The amount of the net asset value must be decided under 10
subdivision 2. 11
number of issued shares 12
Total
72. The total number of shares to which eligible producers are entitled is 13
to be worked out by dividing the net asset value by the share issue price. 14
entitlement 15
Share
73. An eligible producer's share entitlement must be worked out in the 16
way prescribed under a regulation. 17
2--Deciding net asset value 18
Subdivision
net asset value is to be decided 19
How
74.(1) The net asset value must be decided by agreement between the 20
administrator and the replacement corporation (the "parties"). 21
(2) However, if the parties have not agreed on the value 6 months after 22
the transfer day, either party may ask the Minister to decide the value. 23
23 Section 40 (Certain assets held on trust for secondary body's purposes)
s 75 39 s 77
Primary Industry Bodies Reform
decision about net asset value 1
Minister's
75.(1) If asked, the Minister must decide the net asset value. 2
(2) Also, the Minister may decide the value if-- 3
(a) the parties have not agreed on the value 6 months after the transfer 4
day; and 5
(b) the Minister considers completion of the share distribution 6
scheme for the producer body will be unreasonably delayed if the 7
Minister does not decide the value. 8
(3) The decision must be based on expert valuation advice. 9
(4) The Minister may-- 10
(a) seek expert valuation advice on which to base the decision; or 11
(b) require the parties to give information the Minister reasonably 12
considers necessary to make the decision. 13
(5) The Minister must give the parties a reasonable opportunity to make 14
representations before making the decision. 15
of decision 16
Notice
76. As soon as practicable after making the decision, the Minister must 17
give each party notice stating-- 18
(a) the decision, and the reasons for it; and 19
(b) that the party may appeal against the decision to the District Court 20
within 28 days after the party receives the notice; and 21
(c) how to appeal.24 22
of obtaining advice 23
Costs
77. If the Minister decides the net asset value, the State may recover from 24
the replacement corporation as a debt the Minister's costs reasonably 25
incurred in obtaining expert valuation advice on which to base the decision. 26
24 See part 7, division 1 (Appeals from Minister's decision on net asset value).
s 78 40 s 81
Primary Industry Bodies Reform
Subdivision 3--Completing the scheme 1
2
Distribution
78.(1) The administrator must distribute the shares by way of gratuitous 3
transfer. 4
(2) Each transferee is bound by the replacement corporation's 5
constitution. 6
notice 7
Completion
79. As soon as practicable after the shares have been distributed, the 8
administrator must give the Minister notice ("completion notice") that the 9
share distribution scheme has been completed. 10
5--Miscellaneous 11
Division
to register shares issued or distributed under pt 5 12
Obligation
80.(1) This section applies to the replacement corporation and any other 13
entity with registration functions for the corporation's shares. 14
(2) The replacement corporation or the entity must register shares-- 15
(a) issued under the share issue; or 16
(b) transferred under the share distribution scheme for the producer 17
body. 18
overrides Corporations Law and other laws 19
Part
81.(1) This part has effect despite-- 20
(a) the Cooperatives Act; or 21
(b) the Corporations Law; or 22
(c) the replacement corporation's constitution. 23
(2) Without limiting subsection (1), if there is any conflict or 24
s 82 41 s 83
Primary Industry Bodies Reform
inconsistency between this part and the replacement corporation's 1
constitution, this part prevails. 2
day 3
Dissolution
82.(1) If the Minister receives a completion notice, the Minister must, by 4
gazette notice, fix a day (the "dissolution day") for the dissolution of the 5
producer body and its secondary bodies. 6
(2) The producer body and its secondary bodies-- 7
(a) continue in existence under this Act until the dissolution day; and 8
(b) are dissolved on the dissolution day. 9
(3) Subsection (2) applies despite the repeal of the FMO Act or the 10
PPO&M Act. 11
PART 6--COMPULSORY MEMBERSHIP OF 12
REPLACEMENT CORPORATIONS 13
Division 1--Preliminary 14
for pt 6 15
Definitions
83. In this part-- 16
"member", of a replacement corporation, includes a shareholder of the 17
corporation. 18
"membership exemption provision" see section 85(1). 19
"membership obligation" see section 85(5). 20
"poll completion day" see section 90(1). 21
"producer members" see section 88(b). 22
"relevant producer", for a replacement corporation, see section 84. 23
s 84 42 s 84
Primary Industry Bodies Reform
2--Compulsory membership for relevant producers 1
Division
of div 2 2
Application
84.(1) This division applies to a person (a "relevant producer") if, after 3
the dissolution day for a replacement corporation's transferring producer 4
body, the person produces a commodity for which the transferring producer 5
body was established under the FMO Act or the PPO&M Act. 6
(2) The commodities for each transferring producer body are as 7
follows-- 8
(a) for the COD--fruit or vegetables under the FMO Act; 9
(b) for the Queensland Cane Growers' Organisation--sugar cane; 10
(c) for the Queensland Dairyfarmers' Organisation--milk under the 11
Dairy Industry Act 1993; 12
(d) for the Queensland Pork Producers' Organisation--pigs under 13
the Primary Producers' Organisation and Marketing 14
(Queensland Pork Producers' Organisation) Regulation 1997; 15
(e) for the Queensland Commercial Fishermen's Organisation--fish 16
under the Fisheries Act 1994. 17
(3) For subsection (1), a person produces a commodity for the 18
transferring producer body if-- 19
(a) for fruit or vegetables--the person would, if the FMO Act had 20
not been repealed, be a fruit grower or vegetable grower under 21
that Act; or 22
(b) for sugar cane--the person would, if the PPO&M Act had not 23
been repealed, be a grower of sugar cane under section 30A25 of 24
that Act; or 25
(c) for milk--the person holds a producer's licence under the Dairy 26
Industry Act 1993, sections 28(1)(a) and 29(2);26 or 27
(d) for pigs--the person has, at any time in the current year, owned 28
25 PPO&M Act, section 30A (Definitions for section 30)
26 Dairy Industry Act 1993, sections 28 (Classes of licences) and 29 (Application
for and grant of licence)
s 85 43 s 85
Primary Industry Bodies Reform
or grown 70 or more pigs;27 or 1
(e) for fish--the person holds a commercial fisher licence under the 2
Fisheries Act 1994.28 3
to be a member of replacement corporation 4
Obligation
85.(1) This section applies to a person who is, or who becomes, a 5
relevant producer if the replacement corporation's constitution does not have 6
a provision to the effect that a relevant producer need not be a member of 7
the corporation (a "membership exemption provision"). 8
(2) However, this section does not apply if the replacement corporation 9
is, or becomes, an industrial association. 10
(3) If the person is, or becomes, a member of the replacement 11
corporation, the person must continue to be a member of the corporation 12
while the person is a relevant producer.29 13
(4) If the person is not a member of the replacement corporation, the 14
person must, within 7 days after having become a relevant producer, take all 15
steps required under the constitution to become a member of the 16
corporation. 17
18
Example of `steps required'--
19
The replacement corporation is an incorporated association. Its constitution
20
consists only of the model rules under the Associations Incorporation Act. The
21
steps required are the steps under the model rules, sections 6 and 7.
(5) The obligation under subsection (3) or (4) is called the "membership 22
obligation". 23
27 See the Primary Producers' Organisation and Marketing (Queensland Pork
Producers' Organisation) Regulation 1997, section 2, definition "producer".
28 See PPO&M Act, sections 30F (Queensland Commercial Fishermen's
Organisation and State Council) and 58(1)(a) (Transitional provision for
Fisheries Act 1994) and Queensland Commercial Fishermen's Organisation
Regulation 1989, section 5 (Membership by commercial fishermen).
29 For persons who will be members on the dissolution day, see sections 54
(Eligible producers become members of replacement corporation)
and 69 (Obligation to distribute shares to eligible producers).
s 86 44 s 87
Primary Industry Bodies Reform
membership 1
Compulsory
86.(1) If a person to whom the membership obligation applies does not 2
comply with the obligation, the person is taken to have become an ordinary 3
member of the replacement corporation ("compulsory membership"). 4
(2) The compulsory membership applies without the person paying an 5
entry fee or complying with any other condition for the membership. 6
(3) If the replacement corporation is a public company or a cooperative 7
that has a share capital, for the compulsory membership, the person is taken 8
to have been issued 1 ordinary fully-paid share in the corporation. 9
(4) The share is issued on the same terms as other ordinary shares in the 10
replacement corporation. 11
(5) The replacement corporation and any entity with registration functions 12
for its membership may register the compulsory membership. 13
of replacement corporation's obligations for membership 14
Deferral
87. The following provisions do not apply for a compulsory membership 15
until 1 month after a member of the board of directors or management 16
committee of the replacement corporation becomes aware of the 17
membership-- 18
(a) the requirements of a provision as follows, to the extent the 19
replacement corporation must keep a record in a register for the 20
membership-- 21
(i) for an incorporated association--the Associations 22
Incorporation Regulation 1999, section 9(1)(d); 23
(ii) for a public company--the Corporations Law, sections 24
168(1)(a) and 169; 25
(iii) for a cooperative--the Cooperatives Act, section 69(2); 26
s 88 45 s 90
Primary Industry Bodies Reform
(b) if the replacement corporation is a public company--the 1
Corporations Law, section 254X.30 2
3--Review of compulsory membership 3
Division
of div 3 4
Application
88. This division applies to a replacement corporation if, on the third 5
anniversary of the date of assent-- 6
(a) it is not an industrial association; and 7
(b) its constitution does not include a membership exemption 8
provision for all of its members who are relevant producers for 9
the corporation (its "producer members"). 10
by poll 11
Review
89.(1) The replacement corporation must conduct a poll of its producer 12
members. 13
(2) The poll must be to decide whether to amend the corporation's 14
constitution to include a membership exemption provision for all of its 15
producer members. 16
of poll 17
Conduct
90.(1) The poll must be conducted on or before 30 June 2003 or an 18
earlier day prescribed under a regulation (the "poll completion day"). 19
(2) A regulation may provide for how the poll must be conducted and for 20
how the result of the poll must be declared. 21
30 Associations Incorporation Regulation 1999, section 9 (Record keeping)
Corporations Law, sections 168 (Registers to be maintained), 169 (Register of
members) and 254X (Notice to ASIC of share issue)
Cooperatives Act, section 69 (Rights of membership not exercisable until
registered etc.)
s 91 46 s 95
Primary Industry Bodies Reform
of poll 1
Costs
91. The replacement corporation must pay the costs of the poll. 2
of poll 3
Result
92. The replacement corporation is taken to have decided to make the 4
amendment unless a majority of all of its producer members as at the date 5
of the poll decide against the amendment. 6
of failure to conduct or declare poll 7
Consequence
93. The replacement corporation is taken to have decided to make the 8
amendment on the poll completion day if before that day-- 9
(a) the poll has not been conducted; or 10
(b) the result of the poll has not been declared. 11
takes effect as a special resolution 12
Amendment
94.(1) If the replacement corporation decides to make the amendment, or 13
is taken to have decided to make the amendment, the decision is taken to 14
have been made by a special resolution of the corporation's members. 15
(2) The special resolution is taken to have been passed on the earlier of 16
the following-- 17
(a) the declaration of the result of the poll; 18
(b) the poll completion day. 19
to register amendment 20
Obligation
95.(1) This section applies to the replacement corporation and any entity 21
with registration functions for its constitution if the corporation decides to 22
make, or is taken to have decided to make, the amendment. 23
24
Examples of an `entity with registration functions'--
25
· ASIC
26
· the registrar of cooperatives
27
· the chief executive for the Associations Incorporation Act.
s 96 47 s 98
Primary Industry Bodies Reform
(2) The replacement corporation must complete the appropriate 1
documents for the registration of the amendment with the entity as soon as 2
practicable after the special resolution for the amendment is taken to have 3
been passed under section 94(2). 4
(3) The entity must register or otherwise give effect to the documents. 5
4--Miscellaneous 6
Division
overrides Corporations Law and other laws 7
Part
96.(1) This part has effect despite the following-- 8
(a) the Associations Incorporation Act; 9
(b) the Corporations Law; 10
(c) the Cooperatives Act; 11
(d) the replacement corporation's constitution. 12
(2) Without limiting subsection (1), if there is any conflict or 13
inconsistency between this part and the replacement corporation's 14
constitution, this part prevails. 15
PART 7--MISCELLANEOUS 16
Division 1--Appeals from Minister's decision on net asset value 17
of div 1 18
Application
97. This division applies if the Minister decides a producer body's net 19
asset value. 20
of appeal 21
Right
98. The administrator of the producer body or the replacement 22
corporation may appeal against the decision to the District Court. 23
s 99 48 s 100
Primary Industry Bodies Reform
appeal 1
Starting
99.(1) An appeal is started by-- 2
(a) filing written notice of appeal with the District Court; and 3
(b) serving a copy of the notice on the Minister and-- 4
(i) if the administrator filed the notice--the replacement 5
corporation; or 6
(ii) if the replacement corporation filed the notice--the 7
administrator; and 8
(c) complying with rules of court applicable to the appeal. 9
(2) The notice of appeal must be filed within 28 days after the appellant 10
receives notice of the decision. 11
(3) The court may at any time extend the time for filing the notice of 12
appeal. 13
(4) The notice of appeal must state fully the grounds of the appeal and the 14
facts relied on. 15
of operation of decision 16
Stay
100.(1) The District Court may grant a stay of the operation of the 17
decision, and the share issue and share distribution scheme to which it 18
relates, to secure the effectiveness of the appeal. 19
(2) A stay-- 20
(a) may be granted on conditions the court considers appropriate; and 21
(b) operates for the period stated by the court; and 22
(c) may be amended or revoked by the court. 23
(3) The period of a stay stated by the court must not extend past the time 24
when the court decides the appeal. 25
(4) An appeal affects the decision, or the carrying out of the decision and 26
the share issue and distribution, only if the decision is stayed. 27
s 101 49 s 104
Primary Industry Bodies Reform
procedures 1
Hearing
101.(1) In deciding an appeal, the District Court-- 2
(a) has the same powers as the Minister; and 3
(b) is not bound by the rules of evidence; and 4
(c) must comply with natural justice; and 5
(d) may hear the appeal in public or in private. 6
(2) An appeal is by way of rehearing. 7
powers of District Court on appeal 8
General
102.(1) In deciding an appeal, the District Court may-- 9
(a) confirm the decision; or 10
(b) set aside the decision and substitute another decision; or 11
(c) set aside the decision and return the matter to the Minister with 12
directions the court considers appropriate. 13
(2) In substituting another decision, the court has the same powers as the 14
Minister. 15
(3) If the court substitutes another decision, the substituted decision is 16
taken for this Act, other than this division, to be the Minister's decision. 17
to Supreme Court 18
Appeal
103. An appeal lies to the Supreme Court from a decision of the District 19
Court, but only on a question of law. 20
Division 2--General 21
applies despite agreements etc. 22
Act
104. This Act has effect despite anything in any agreement, contract, 23
instrument or undertaking. 24
s 105 50 s 107
Primary Industry Bodies Reform
does not affect existing legal relationships 1
Act
105. Nothing done under this Act in relation to a producer body, 2
secondary body or replacement corporation (the "entity")-- 3
(a) makes the entity liable for a breach of a contract, trust or 4
confidence or otherwise makes the entity guilty of a civil wrong; 5
or 6
(b) places the entity in breach of a law of the State or an instrument 7
prohibiting, regulating or restricting the assignment or transfer of 8
an asset or liability or the disclosure of information; or 9
(c) is taken to fulfil a condition-- 10
(i) allowing a person to terminate an instrument or be released, 11
wholly or partly, from an obligation or modify the operation 12
or effect of an instrument or obligation; or 13
(ii) requiring money to be paid, or anything else to be done, 14
before its stated maturity; or 15
(d) releases a surety or other obligee, wholly or partly, from an 16
obligation. 17
conditions for transactions under Act taken to be met 18
Other
106.(1) This section applies if-- 19
(a) apart from this section, obtaining the advice or consent of, or 20
giving notice to, a person would be necessary to give effect to a 21
transfer or other transaction contemplated by this Act; and 22
(b) the advice, consent or notice is not required under this Act. 23
(2) The advice is taken to have been obtained. 24
(3) The consent or notice is taken to have been given. 25
power 26
Regulation-making
107.(1) The Governor in Council may make regulations under this Act. 27
(2) A regulation may make provision about a matter for which-- 28
(a) it is necessary to make provision to allow or facilitate the doing of 29
s 108 51 s 110
Primary Industry Bodies Reform
anything to achieve the objects of this Act; and 1
(b) this Act does not make provision or sufficient provision. 2
(3) Subsection (2) and this subsection expire 1 year after the date of 3
assent. 4
ART 8--EXPIRY OF ACT 5
P
6
Expiry
108. This Act expires on 30 June 2005. 7
ART 9--AMENDMENT OF MEAT INDUSTRY 8
P
ACT 1993 9
amended in pt 9 10
Act
109. This part amends the Meat Industry Act 1993. 11
of new s 137A 12
Insertion
110. After section 137-- 13
insert-- 14
powers with Minister's approval 15
`Other
`137A.(1) The abattoir corporation may terminate or dispose of all or part 16
of its businesses, and may deal with or dispose of any of its property, in the 17
way the abattoir corporation considers appropriate. 18
19
Examples for subsection (1)--
20
1. Selling property on deferred terms, on security of a mortgage over the
21
property.
22
2. Taking a lease of the property being disposed of as part of a termination or
s 111 52 s 112
Primary Industry Bodies Reform
1
disposal of all or part of the abattoir corporation's business.
2
3. Giving consent, as owner, to an application, under the Integrated Planning
3
Act 1997, for a development approval under that Act.
`(2) The corporation's powers under subsection (1)-- 4
(a) are in addition to its powers under section 137; and 5
(b) are not limited by its functions or by section 136(5). 6
`(3) However, the corporation may exercise a power under subsection (1) 7
only with the Minister's approval and subject to any conditions stated in the 8
approval. 9
`(4) To remove any doubt, it is declared that subsection (3) does not limit 10
the performance of the corporation's functions under section 136 or the 11
exercise of its powers under section 137. 12
`(5) An exercise of the corporation's power contrary to subsection (3) is 13
of no effect. 14
`(6) The chief executive must publish notice of the Minister's approval in 15
the gazette within 14 days after the approval is given. 16
`(7) The Minister must table the notice in the Legislative Assembly 17
within 14 sitting days after the approval is given. 18
`(8) Failure to comply with subsection (6) or (7) does not affect the 19
validity of the approval or anything done under the approval.'. 20
of s 138 (Delegation) 21
Amendment
111. Section 138, after `powers'-- 22
insert-- 23
`, other than a power under section 137A,'. 24
of pt 7A (Administrator) 25
Amendment
112. Part 7A, heading-- 26
omit, insert-- 27
`PART 7A--AUTHORITY ADMINISTRATOR'. 28
s 113 53 s 113
Primary Industry Bodies Reform
of new pt 7B 1
Insertion
113. After part 7A-- 2
insert-- 3
ART 7B--ABATTOIR CORPORATION 4
`P
ADMINISTRATOR 5
of part on pt 7 6
`Effect
`162G. This part-- 7
(a) applies despite part 7; and 8
(b) changes the way part 7 operates. 9
of administrator 10
`Appointment
`162H.(1) The Governor in Council may, by gazette notice, appoint as 11
administrator of the abattoir corporation (the "administrator") a person the 12
Minister considers has appropriate qualifications and experience to be the 13
administrator. 14
`(2) The administrator is to be appointed for the term, and on the 15
conditions approved by the Governor in Council. 16
`(3) The administrator-- 17
(a) holds office subject to the direction of the Minister; and 18
(b) unless the administrator earlier ceases holding office because of 19
section 146(2) or (3)31--ceases holding office when the term of 20
the appointment ends or, if an earlier day is specified by the chief 21
executive by gazette notice as the day the purpose of the 22
administration ends, on the earlier day. 23
corporation members go out of office 24
`Abattoir
`162I.(1) On the appointment of the administrator, the members of the 25
abattoir corporation go out of office. 26
31 Section 146 (Duration of appointment)
s 113 54 s 113
Primary Industry Bodies Reform
`(2) No compensation is payable to a member of the corporation because 1
of subsection (1). 2
is abattoir corporation 3
`Administrator
`162J.(1) For all purposes of this Act, the administrator is the abattoir 4
corporation. 5
`(2) Subject to subsection (3), part 7, divisions 4 and 632 do not apply to 6
the administrator. 7
`(3) Section 146(2)(a) and (c) to (e) and (3) and section 147 apply to the 8
administrator as if the administrator were a member of the corporation. 9
functions of administrator 10
`Additional
`162K.(1) The administrator has the following additional functions-- 11
(a) to implement a program of structural change to the abattoir 12
corporation's resources and functions; 13
(b) to give the Minister a quarterly report on the corporation's 14
financial position, the functions of the corporation, and anything 15
else the Minister requires the administrator to include in the 16
report; 17
(c) to give the Minister a final report on the administration, including 18
details of any directions given by the Minister to the 19
administrator. 20
`(2) The Minister must table the administrator's final report in the 21
Legislative Assembly within 14 sitting days after the Minister receives it.'. 22
32 Part 7, divisions 4 (Membership of abattoir corporation) and 6 (Proceedings of
abattoir corporation)
s 114 55 s 117
Primary Industry Bodies Reform
ART 10--REPEALS AND OTHER AMENDMENTS 1
P
1--Repeal of Fruit Marketing Organisation Act 1923 2
Division
3
Repeal
114. The Fruit Marketing Organisation Act 1923 is repealed. 4
Division 2--Repeal of Primary Producers' Organisation and Marketing 5
Act 1926 6
7
Repeal
115. The Primary Producers' Organisation and Marketing Act 1926 is 8
repealed. 9
3--Amendment of Stamp Act 1894 10
Division
amended in div 3 11
Act
116. This division amends the Stamp Act 1894. 12
of s 36 (Stamp duty not chargeable on certain orders) 13
Amendment
117.(1) Section 36(d)-- 14
omit. 15
(2) Section 36(e) and (f)-- 16
renumber as section 36(d) and (e). 17
s 118 56 s 122
Primary Industry Bodies Reform
of s 69B (Restriction on exemption on instruments 1
Amendment
securing advances to certain boards and cooperatives) 2
118. Section 69B(1), words before `a cooperative registered'-- 3
omit, insert-- 4
`69B.(1) If'. 5
of sch 1 (Stamp duties on instruments) 6
Amendment
119. Schedule 1, under the heading `Mortgage, bond, debenture, and 7
covenant', exemption 5, from `commodity board' to `or to a'-- 8
omit. 9
4--Amendment of Wheat Marketing (Facilitation) Act 1989 10
Division
amended in div 4 11
Act
120. This division amends the Wheat Marketing (Facilitation) Act 1989. 12
of s 3 (Definitions) 13
Amendment
121. Section 3, definition "marketing board"-- 14
omit. 15
of s 5 (Powers of Australian Wheat Board) 16
Amendment
122. Section 5(3)-- 17
omit. 18
57
Primary Industry Bodies Reform
SCHEDULE 1
¡
DICTIONARY 2
section 5 3
"administrator", for part 5, see section 58. 4
"ASIC" means the Australian Securities and Investments Commission. 5
"asset" includes right. 6
"assets and liabilities", of a producer body, includes-- 7
(a) the assets and liabilities that, under section 39, are, or are taken to 8
have been, transferred to the body; and 9
(b) any asset held by it on trust under section 40. 10
"Associations Incorporation Act" means the Associations Incorporation 11
Act 1981. 12
"authorised person", for a replacement corporation, means its secretary or 13
someone else with the written authority of its board of directors or 14
management committee. 15
"COD" see section 6(a). 16
"COD member" means a representative or other appointee to the COD 17
under the FMO Act, section 9. 18
"company limited by guarantee" means a company limited by guarantee 19
under the Corporations Law, section 9.33 20
33 Corporations Law, section 9--
"company limited by guarantee" means a company formed on the principle of
having the liability of its members limited to the respective amounts that the
members undertake to contribute to the property of the company if it is wound
up.
Corporations Law, section 124(1) (Legal capacity and powers of a company)
provides that: `A company limited by guarantee does not have the power to issue
shares.'.
58
Primary Industry Bodies Reform
SCHEDULE (continued)
"completion notice", for part 5, see section 79. 1
"compulsory membership" see section 86(1). 2
"constitution", of a replacement corporation, means-- 3
(a) for a company limited by guarantee or a public company--its 4
constitution, or proposed constitution, under the Corporations 5
Law; or 6
(b) for a cooperative--its rules, or proposed rules, under the 7
Cooperatives Act; or 8
(c) for an incorporated association--its rules, or proposed rules, 9
under the Associations Incorporation Act. 10
"cooperative" means a body registered as a cooperative under the 11
Cooperatives Act. 12
"Cooperatives Act" means the Cooperatives Act 1997. 13
"deferred day" means-- 14
(a) for part 2, division 2--see section 17; or 15
(b) for part 2, division 3--see section 28. 16
"dissolution day", for a producer body, means the day for its dissolution 17
under section 55 or 82. 18
"eligible producer", for a producer body, see section 8. 19
"FMO Act" means the Fruit Marketing Organisation Act 1923, repealed 20
under this Act. 21
"incorporated association" means an association incorporated under the 22
Associations Incorporation Act. 23
"industrial association" means an industrial association under the 24
Industrial Relations Act. 25
"Industrial Relations Act" means the Industrial Relations Act 1999. 26
"local association" means a local association under the FMO Act. 27
"member", for part 6, see section 83. 28
"membership exemption provision", for part 6, see section 85(1). 29
59
Primary Industry Bodies Reform
SCHEDULE (continued)
"membership obligation", for part 6, see section 85(5). 1
"net asset value" see section 71. 2
"officer", of a secondary body, includes a person who is a member, 3
however called, of the secondary body's management committee or 4
other body that governs its affairs. 5
"parties", for part 5, see section 74(1). 6
"poll completion day", for part 6, see section 90(1). 7
"PPO&M Act" means the Primary Producers' Organisation and 8
Marketing Act 1926, repealed under this Act. 9
"PPO&M producer body" see section 6(b). 10
"producer body" see section 6. 11
"producer members", for part 6, see section 88(b). 12
"proposed cooperative", for part 2, division 3, see section 26(a). 13
"public company" means a public company under the Corporations Law, 14
other than-- 15
(a) a company limited by guarantee; or 16
(b) a proprietary company under the Corporations Law, section 45A. 17
"relevant cooperative", for part 2, division 3, see section 28. 18
"relevant incorporated association", for part 2, division 2, see section 17. 19
"relevant producer", for part 6, see section 84(1). 20
"replacement corporation" see section 3(a). 21
"residual powers", for part 5, see section 61(1). 22
"secondary body" see section 7. 23
"share" means a share in share capital of a body corporate. 24
"share distribution scheme", for a producer body, see section 9. 25
"share issue", for a replacement corporation, means the issue of shares it 26
must make under section 68. 27
"share issue price", for part 5, see section 58. 28
60
Primary Industry Bodies Reform
SCHEDULE (continued)
"State council", for a PPO&M producer body, means its State council 1
under the PPO&M Act. 2
"transfer", for part 5, see section 58. 3
"transfer day" see section 10. 4
"transferring producer body", for a replacement corporation, means the 5
producer body whose assets and liabilities are transferred to the 6
corporation under section 45. 7
"trustees" see section 43. 8
9
© State of Queensland 1999
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