Victorian Consolidated Legislation

Casino (Management Agreement) Act 1993 - SCHEDULE 7

SIXTH DEED OF VARIATION TO THE MANAGEMENT AGREEMENT MELBOURNE CASINO PROJECT
DEED dated 3 April 2000 BETWEEN THE HONOURABLE JOHN PANDAZOPOULOS MP, the
Minister of the Crown for the time being administering the Casino Control Act
acting for and on behalf of the State of Victoria ('State') AND CROWN LIMITED
ACN 006 973 262 with its registered office at Level 2, 54 Park Street, Sydney,
New South Wales ('Company') RECITALS A. The State and the Company entered into
an agreement dated 20 September 1993 ratified by and scheduled to the
Casino (Management Agreement) Act 1993 ('Management Agreement') B. The
Management Agreement has been varied by:

   (a)  a deed of variation dated 14 November 1994 ratified by and scheduled
        to the Casino (Management Agreement Amendment) Act 1994 and inserted
        as a schedule to the Casino (Management Agreement) Act 1993;

   (b)  a deed of variation dated 12 October 1995 ratified by and scheduled to
        the Casino (Management Agreement) (Further Amendment) Act 1995 and
        inserted as a schedule to the Casino (Management Agreement) Act 1993;

   (c)  a deed of variation dated 3 June 1996 ratified by the Gaming Acts
        (Amendment) Act 1996 and inserted as a schedule to the
        Casino (Management Agreement) Act 1993;

   (d)  a deed of variation dated 7 November 1996 ratified by the Casino
        (Management Agreement) Amendment Act 1996 and inserted as a schedule
        to the Casino (Management Agreement) Act 1993; and

   (e)  a deed of variation dated 1 October 1998 ratified by the Gaming Acts
        (Further Amendment) Act 1998 and inserted as a schedule to the
        Casino (Management Agreement) Act 1993. C. The parties have agreed to
        further vary the Management Agreement as provided in this Deed of
        Variation. AGREEMENT 1. Definitions
Unless the context otherwise requires or the contrary intention appears, terms
defined in the Casino Control Act or the Management Agreement have the same
meaning when used in this document. 2. Ratification and operation of
provisions 2.1. A Minister of the State must introduce and sponsor a Bill in
the Parliament of Victoria to ratify this document as soon as reasonably
practicable after its execution and the operation of this Deed is subject to
the Bill receiving the Royal Assent on or before 1 July 2000. 2.2. Except for
clause 3, this Deed of Variation shall come into operation on the date shown
at the commencement of the document. Clause 3 shall come into operation on 1
July, 2000. 3. Variation of Management Agreement
The State and the Company agree to vary the Management Agreement by:-

   (a)  Inserting in clause 2 the following definitions:

"GST" has the same meaning as in the GST Act;

"GST Act" means the A New Tax System (Goods and Services Tax) Act 1999
(Commonwealth);

"Global GST Amount" has the same meaning as in the GST Act;

"Intergovernmental Agreement" means the Intergovernmental Agreement on the
Reform of Commonwealth-State Financial Relations executed in June 1999; and

"State Tax Credit" means an amount equivalent to the amount determined under
Division 126 of the GST Act, declared by the Company to the Commissioner as
the Global GST Amount with respect to gambling supplies to which clauses 22
and clause 22A apply; (b) renumbering clause 22C as clause 22D and by
inserting a new clause 22C as follows:

"22C. GST Offset and Intergovernmental Agreement with the Commonwealth
22C.1. The Intergovernmental Agreement requires the State to adjust its
gambling tax arrangements to take account of the GST on gambling operations.
22C.2. The total amount of casino tax as described in and calculated under
clauses 22 and 22A shall be reduced by the State Tax Credit calculated with
respect to gambling supplies to which those clauses apply. The State Tax
Credit will be allowed as a reduction in the total amount of casino tax
payable under clauses 22 and 22A when calculated on the seventh day after the
end of the relevant month.
22C.3. Where no casino tax is payable with respect to the relevant month due
to Gaming Revenue being less than zero, the State Tax Credit will be
calculated with respect to the following month to which the negative Gaming
Revenue is carried forward and applied. When the Casino tax is less than the
State Tax credit in any month, the State Tax Credit remaining after applying
it to the casino tax in that month, shall be carried forward to the following
month.
22C.4. When submitting documentation to the Authority for calculation of the
casino tax payable under clauses 22 and 22A, the Company must provide to the
Authority preliminary documentation and calculations supporting its claim for
a State Tax Credit in a form similar to the document set out in Schedule Six
(the "Schedule Six Return").
	22C.5.	The Company must provide to the State, within 48 hours of lodgement, a copy of its GST return as lodged under Division 31 of the GST Act, together with a statutory declaration as to the accuracy and authenticity of that document.  The State Tax Credit will be varied in the following month by the amount of any difference between the amount allowed by the State as a State Tax Credit in a particular month when compared with the actual Global GST Amount declared by the Company to the Commissioner for that month for gambling supplies to which clauses 22 and 22A apply.   Any adjustment made by the Commissioner to the Global GST Amount subsequent to the declaration by the Company shall be reflected as a corresponding adjustment in the following monthly State Tax Credit and the Company must include details of such adjustments in the monthly Schedule Six Return.

22C.6. The Company consents to the Authority inspecting such records of the
Company that relate to the Global GST Amount used to calculate the State Tax
Credits allowed or to be allowed and will provide to the authorised
representatives of the Authority (or the Auditor-General) all reasonable
access to records and documents of the Company that relate to the calculation
of the relevant Global GST Amount.
22C.7. For the purposes of clauses 22C.1 to 22C.6

"Casino tax" includes any additional casino tax payable under clauses 22 and
22A;

"Commissioner" means the Commissioner of Taxation for the Commonwealth of
Australia; and

"Gaming Revenue" means total amount of Gross Gaming Revenue and Commission
Based Player Revenue.

   (c)  Inserting Schedule Six as annexed to this Deed of Variation. 4. Force
        Majeure Event
The Company acknowledges that none of the negotiation, preparation and
execution of this document, its ratification under clause 2 or any of the
circumstances relating to or giving rise to the creation of this document has
or will cause or create any Government Action or Force Majeure Event. 5.
Confirmation of other terms
The parties acknowledge and confirm that except as varied by this document the
terms and conditions of the Management Agreement remain in full force and
effect. 6. General provisions
Clauses 33 and 35 to 40 (inclusive) of the Management Agreement apply to this
document as if expressly included in this document. EXECUTED as a deed. SIGNED
SEALED AND DELIVERED by THE HONOURABLE JOHN PANDAZOPOULOS MP Minister for
Gaming for and on behalf of the State of Victoria in the presence of: ü ï ý ï
þ

JOHN PANDAZOPOULOS DAMIAN MANNIX Witness

THE COMMON SEAL of CROWN LIMITED is affixed in accordance with its articles of
association in the presence of: ü ý ï þ

L.S. DAVID COURTNEY IAN J JOHNSON Secretary Director TIM DAVIES Witness
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ANNEXURE SCHEDULE SIX COMPONENTS OF GLOBAL GST1 (1) Amounts wagered2 by CBP3
less monetary prizes4 paid to CBPs

(2) CBP bad debts recovered5

(3) Total amounts wagered by CBPs = (1) + (2)

(4)
Other amounts paid6 to CBPs

(5)
Bad debts written-off7 in respect of CBPs

(6)
Total other deductible payments to CBPs = (4) + (5)

(7) Sub-total = (3) - (6)

(8) GST base for CBPs = (7)

(9) Amounts wagered8 by OPs9 less monetary prizes10 paid to OPs

(10) OP bad debts recovered11

(11) Total amounts wagered by OPs = (9) + (10)

(12)
Other amounts paid12 to OPs

(13)
Bad debts written-off13 in respect of OPs

(14)
Total other deductible payments to OPs = (12) + (13)

(15) Sub-total = (11) - (14)

(16) GST base for OPs = (15)

(17) Sub-total for all players = (8) + (16)

(18) Carried forward losses14

Sch. 7 (19) Other adjustments15

(20) Global GST base attributable to all players = (17) - (18) + (19)

(21) Global GST attributable to all players = 1/11th of (20), if (20)>0; =
Zero, otherwise

(22) Global GST Adjustments16

For use in reconciling to period's proforma

(23) Losses to carry forward to next period17 = -(20), if (20) <0; 
 = Zero,
otherwise

For use in reconciling to State tax credit

(24) Losses to carry forward in respect of CBP activity

(25) Losses to carry forward in respect of OP activity

(26) Other adjustments to carry forward in respect of CBP activity

(27) Other adjustments to carry forward in respect of OP activity





(28) Please itemise and briefly explain all items included at (19) and (22)
above in the space below: (or by way of Certified attachment)











I certify that the amount included at (21) above is the amount that will be
included in the GST return to be lodged under Division 31 of the GST Act as
being the amount of Global GST calculated in accordance with Division 126 of
the GST Act. Sch. 7 Authorised Officer

Witnessing Officer Signed:

Signed: Name:

Name: Position:

Position: '. ---------