Reprint as at 1 October 2007 State­Owned Enterprises Act 1986 Public Act 1986 No 124 Date of assent 18 December 1986 Contents Page Title 3 1 Short Title and commencement 4 2 Interpretation 4 3 Act to bind the Crown 6 Part 1 Principles 4 Principal objective to be successful business 6 5 Directors and their role 7 6 Responsibility of Ministers 7 7 Non­commercial activities 7 8 Application of Employment Relations Act 2000 7 9 Treaty of Waitangi 8 Note Changes authorised by section 17C of the Acts and Regulations Publication Act 1989 have been made in this eprint. A general outline of these changes is set out in the notes at the end of this eprint, together with other explanatory material about this eprint. This Act is administered in the Treasury. 1 Reprinted as at State­Owned Enterprises Act 1986 1 October 2007 Part 2 Formation and ownership of new State enterprises 10 Ministers may hold shares and equity bonds in new State 8 enterprises 10A Power to add to Schedules 1 and 2 by Order in Council 9 11 Ministers to hold all shares in new State enterprises 9 12 State enterprise equity bonds 10 13 Powers of shareholding Ministers in respect of new State 11 enterprises Part 3 Accountability 14 Statement of corporate intent 12 15 Annual report, accounts, and dividend 13 16 Half­yearly reports 14 17 Information to be laid before House of Representatives 14 18 Other information 15 19 Auditor­General to be auditor of state enterprises and 16 subsidiaries 20 Protection from disclosure of sensitive information 17 Part 4 Miscellaneous provisions 21 Saving of certain transactions 17 22 Provisions relating to Ministers’ shareholding 17 23 Transfer of Crown assets and liabilities to State enterprises 18 24 Provisions relating to transfer of land 22 25 Title to land 24 26 Land certification 25 26A Certification of easements 26 27 Maori land claims 27 27A District Land Registrar to register necessary memorial 27 27B Resumption of land on recommendation of Waitangi 28 Tribunal 27C Resumption of land to be effected under Public Works 29 Act 1981 27D Resumption of Wahi Tapu 29 28 Orders in Council relating to transfer of assets and 31 liabilities 29 Interpretation relating to transfer of assets and liabilities 32 29A Further provision relating to transfer of Crown assets and 34 liabilities 30 Application of Companies Acts to new State enterprises 34 2 Reprinted as at 1 October 2007 State­Owned Enterprises Act 1986 30A Changes of name 35 31 Review of Ombudsmen Act 1975 and Official Information 36 Act 1982 in relation to State enterprises 32 Amendments and transitional provisions relating to new 36 State enterprises 33 Repeals 38 Schedule 1 38 State enterprises Schedule 2 42 New State enterprises Schedule 2A 46 Modifications of provisions of Public Works Act 1981 applicable to acquisition of land pursuant to recommendation of Waitangi Tribunal Schedule 3 49 Enactments amended Schedule 4 58 Transitional provisions Schedule 5 66 Amendments to Coal Mines Act 1979 [Repealed] Schedule 6 66 Enactments repealed An Act to promote improved performance in respect of Government trading activities and, to this end, to— (a) Specify principles governing the operation of State enterprises; and (b) Authorise the formation of companies to carry on certain Government activities and control the ownership thereof; and (c) Establish requirements about the accountability of State enterprises, and the responsibility of Ministers 3 Reprinted as at s 1 State­Owned Enterprises Act 1986 1 October 2007 BE IT ENACTED by the General Assembly of New Zealand in Parliament assembled, and by the authority of the same, as follows: 1 Short Title and commencement (1) This Act may be cited as the State­Owned Enterprises Act 1986. (2) Sections 32(1) and 33 of, and Schedules 3, 5, and 6 to, this Act shall come into force on the 1st day of April 1987. (3) Subject to subsection (2) of this section, this Act shall come into force on the day after the date on which it receives the Governor­General’s assent. 2 Interpretation In this Act, unless the context otherwise requires,— Board means— (a) In relation to a State enterprise that is a company, the board of directors of the State enterprise: (b) In relation to a State enterprise that is not a company, the persons occupying the positions in or in relation to the State enterprise that are comparable with those of the board of directors of a company: Company means— (a) A company formed and registered under the Companies Act 1955 or an existing company within the meaning of that Act; or (b) A company formed and registered under the Companies Act 1993,— as the case may be Company: this definition was substituted, as from 1 July 1994, by section 2 Company Law Reform (Transitional Provisions) 1994 (1994 No 16). Crown means Her Majesty the Queen in right of New Zealand Equity bond means a State enterprise equity bond issued pursuant to section 12 of this Act Equity bond: this definition was inserted, as from 1 April 1987, by section 2(1) State­Owned Enterprises Act 1987 (1987 No 117). Minister means a Minister of the Crown 4 Reprinted as at 1 October 2007 State­Owned Enterprises Act 1986 s 2 Organisation includes a company, a body corporate, a partnership, and a joint venture Responsible Minister, in relation to a State enterprise, means the Minister for the time being responsible for that State enterprise Rules means— (a) In relation to a State enterprise that is a company, the memorandum of association and articles of association or the constitution, as the case may be, of the State enterprise: (b) In relation to a State enterprise that is not a company, the documents relating to the State enterprise that are comparable to the memorandum of association and articles of association or the constitution, as the case may be, of a company: Rules: paragraphs (a) and (b) of this definition were amended, as from 1 July 1994, by section 2 Company Law Reform (Transitional Provisions) 1994 (1994 No 16) by inserting the words “or the constitution, as the case may be,”. Share means— (a) In relation to a company that has issued shares, a share of any class (but, except in sections 14 and 22 of this Act, does not include an equity bond): (b) In relation to an organisation (other than a company) that has a capital, an interest in or right to the whole or any part of that capital, other than an interest or right as a creditor: (c) In relation to a company or other organisation that does not have a capital,— (i) An interest in or right to any part of the assets of the company or organisation, other than an interest or right as a creditor; or (ii) Where there are no assets, a direct or contingent obligation to contribute money to or bear losses of the company or organisation;— and shareholder has a corresponding meaning Share: paragraph (a) of this definition was amended, as from 1 April 1987, by section 2(2) State­Owned Enterprises Act 1987 (1987 No 117), by substituting the words “issued shares, a share” for the words “a share capital, a share in that capital”, and inserting the words “(but, except in sections 14 and 22 of this Act, does not include an equity bond)”. 5 Reprinted as at s 3 State­Owned Enterprises Act 1986 1 October 2007 Shareholding Ministers means the Minister of Finance and the responsible Minister State enterprise means an organisation that is named in Schedule 1 to this Act Statement of corporate intent, in relation to a State enterprise, means the current statement of corporate intent for the State enterprise prepared pursuant to section 14 of this Act Subsidiary has the same meaning as in sections 158 and 158A of the Companies Act 1955 or sections 5 and 6 of the Companies Act 1993, as the case may be. Subsidiary: this definition was substituted, as from 1 July 1994, by section 2 Company Law Reform (Transitional Provisions) 1994 (1994 No 16). 3 Act to bind the Crown This Act shall bind the Crown. Part 1 Principles 4 Principal objective to be successful business (1) The principal objective of every State enterprise shall be to operate as a successful business and, to this end, to be— (a) As profitable and efficient as comparable businesses that are not owned by the Crown; and (b) A good employer; and (c) An organisation that exhibits a sense of social responsi­ bility by having regard to the interests of the community in which it operates and by endeavouring to accommo­ date or encourage these when able to do so. (2) For the purposes of this section, a good employer is an em­ ployer who operates a personnel policy containing provisions generally accepted as necessary for the fair and proper treat­ ment of employees in all aspects of their employment, includ­ ing provisions requiring— (a) Good and safe working conditions; and (b) An equal opportunities employment programme; and (c) The impartial selection of suitably qualified persons for appointment; and 6 Reprinted as at 1 October 2007 State­Owned Enterprises Act 1986 Part 1 s 8 (d) Opportunities for the enhancement of the abilities of individual employees. 5 Directors and their role (1) The directors of a State enterprise shall be persons who, in the opinion of those appointing them, will assist the State enter­ prise to achieve its principal objective. (2) All decisions relating to the operation of a State enterprise shall be made by or pursuant to the authority of the board of the State enterprise in accordance with its statement of corpo­ rate intent.