Trustees Executors Limited Act 2002

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Reprint
as at 1 July 2006

Crest

Trustees Executors Limited Act 2002

Private Act2002 No 2
Date of assent30 April 2002
Commencementsee section 2
  • Act name: substituted, on 1 July 2006, by section 5(1) of the Trustees Executors Limited Amendment Act 2006 (2006 No 2 (P)).


Note

Changes authorised by section 17C of the Acts and Regulations Publication Act 1989 have been made in this reprint.

A general outline of these changes is set out in the notes at the end of this reprint, together with other explanatory material about this reprint.


  • Preamble

    (1) The Trustees, Executors, and Agency Company of New Zealand (Limited) (the Company) was incorporated under the Joint Stock Companies Act 1860 on 15 September 1882:

    (2) Since its incorporation the Company has carried on trustee company, trust, and agency business, including as a trustee company under the Trustee Companies Act 1967:

    (3) The Trustees, Executors, and Agency Company Act 1882 gave the Company various powers and imposed certain requirements, some of which are no longer appropriate:

    (4) The Company wishes to—

    • (a) change its name to TOWER Trust Limited and provide for future changes of name; and

    • (b) amend various of the powers and requirements given or imposed by the Trustees, Executors, and Agency Company Act 1882; and

    • (c) be expressly authorised by legislation to transact with its present parent companies, and subsidiaries of its present parent companies, business in connection with any estate or trust property that the Company administers:

    (5) The objects of this Act cannot be achieved without the authority of Parliament:

    (6) Legislation is the only expedient means by which the name of the Company can be changed efficiently and economically without interference to the conduct and continuity of the Company, its clients, and other persons doing business with it, and the trusts under its administration.

1 Title
  • This Act is the Trustees Executors Limited Act 2002.

    Section 1: amended, on 1 July 2006, by section 5(2) of the Trustees Executors Limited Amendment Act 2006 (2006 No 2 (P)).

Part 1
Preliminary

2 Commencement
  • This Act comes into force on the day after the date on which it receives the Royal assent.

3 Purpose
  • The purpose of this Act is to—

    • (a) provide for a change of name, and for future changes of name, by the Trustees, Executors, and Agency Company of New Zealand (Limited); and

    • (b) expressly authorise the Company to transact with its present parent companies, and subsidiaries of its present parent companies, business in connection with any estate or trust property that the Company administers; and

    • (c) consolidate and amend the provisions of the Trustees, Executors, and Agency Company Act 1882 and its amendments.

4 Interpretation
  • (1) In this Act, unless the context otherwise requires,—

    Company means the company that—

    • (a) before the commencement of this Act was called the Trustees, Executors, and Agency Company of New Zealand (Limited); and

    • (b) on and after the commencement of this Act until 1 August 2003 was called TOWER Trust Limited; and

    • (c) from 1 August 2003 is called Trustees Executors Limited (unless its name is changed under the Companies Act 1993)

    court means the High Court, and includes a Judge of that court

    document has the same meaning as in section 2(1) of the Companies Act 1993

    fiduciary rights, obligations, and liabilities includes all rights, capacities, authorities, discretions, duties, obligations, and liabilities as executor, trustee, administrator, receiver, liquidator, committee, guardian, attorney, or agent, or as a fiduciary in any capacity

    holding company has the same meaning as in section 5 of the Companies Act 1993 and, for the avoidance of doubt, includes a body corporate that is incorporated outside New Zealand

    liabilities means liabilities, debts, charges, and duties of every description (whether present or future, actual or contingent, and whether payable or to be observed or performed in New Zealand or elsewhere)

    property means property of every kind, whether tangible or intangible, real or personal, or corporeal or incorporeal; and, without limitation, includes—

    • (a) choses in action and money; and

    • (b) goodwill; and

    • (c) rights, interests, and claims of every kind in or to property, whether arising from, accruing under, created or evidenced by, or the subject of, an instrument or otherwise, and whether liquidated or unliquidated, actual, contingent, or prospective

    related company has the same meaning as in section 2(3) of the Companies Act 1993; but, for the purposes of this Act, the term company in that section includes a body corporate that is incorporated outside New Zealand

    rights means all rights, powers, privileges, and immunities, whether actual, contingent, or prospective

    subsidiary has the same meaning as in sections 5 to 8 of the Companies Act 1993 and, for the avoidance of doubt, includes a body corporate that is incorporated outside New Zealand

    trust property means all property held as executor, trustee, administrator, receiver, liquidator, committee, guardian, attorney, or agent, or as a fiduciary in any capacity.

    (2) The Governor-General may, by Order in Council made on the recommendation of the Minister of Justice given after consultation with the Minister of Commerce, amend the Schedule to—

    • (a) add the name of a body corporate that is a holding company of the Company:

    • (b) amend a reference to a body corporate named in the Schedule in order to reflect a change in that body corporate's name, provided that that body corporate continues to be a holding company of the Company:

    • (c) omit the name of a body corporate that ceases to be a holding company of the Company.

    Section 4(1) Company: substituted, on 1 July 2006, by section 6(1) of the Trustees Executors Limited Amendment Act 2006 (2006 No 2 (P)).

    Section 4(1) holding company: inserted, on 1 July 2006, by section 6(2) of the Trustees Executors Limited Amendment Act 2006 (2006 No 2 (P)).

    Section 4(1) parent company: repealed, on 1 July 2006, by section 6(3) of the Trustees Executors Limited Amendment Act 2006 (2006 No 2 (P)).

    Section 4(1) related company: amended, on 1 July 2006, by section 6(4) of the Trustees Executors Limited Amendment Act 2006 (2006 No 2 (P)).

    Section 4(1) subsidiary: amended, on 1 July 2006, by section 6(5) of the Trustees Executors Limited Amendment Act 2006 (2006 No 2 (P)).

    Section 4(2): added, on 1 July 2006, by section 6(6) of the Trustees Executors Limited Amendment Act 2006 (2006 No 2 (P)).

5 Act binds the Crown and other persons
  • This Act binds the Crown and every person whose rights, obligations, or liabilities are affected by any provision of this Act.

Part 2
Change of name

6 Change of name
  • (1) The name of the Company is changed to TOWER Trust Limited on and from the commencement of this Act (unless its name is changed under the Companies Act 1993).

    (2) As soon as practicable after the commencement of this Act, the Registrar of Companies must—

    • (a) enter the new name of the Company on the register kept under section 360(1)(a) of the Companies Act 1993; and

    • (b) issue to the Company a certificate of incorporation for the Company recording the change of name.

    (3) Neither this Act nor the Trustee Companies Act 1967 prevents the name of the Company being changed in accordance with the Companies Act 1993.

7 Company continues under this Act
  • (1) The company called TOWER Trust Limited is the same company as the company existing immediately before the commencement of this Act called the Trustees, Executors, and Agency Company of New Zealand (Limited).

    (2) Without limiting subsection (1),—

    • (a) except as this Act expressly provides otherwise, the rights, obligations, and liabilities (including fiduciary rights, obligations, and liabilities) of the Company are not affected by the commencement of this Act; and

    • (b) all property, and all trust property, belonging to or vested in the Company immediately before the commencement of this Act continues to belong to or be vested in the Company on and after the commencement of this Act; and

    • (c) all actions, arbitrations, and other proceedings that are pending immediately before the commencement of this Act by or against the Company may be continued in the same manner by the Company on and after the commencement of this Act; and

    • (d) every reference in any enactment, will, trust deed, instrument, register, record, notice, security, document, communication, or other place to the Trustees, Executors, and Agency Company of New Zealand (Limited), whether before, on, or after the commencement of this Act, must be read as a reference to the Company by whatever name called.

Part 3
Powers, obligations, and restrictions

8 Company may act as executor and obtain probate
  • If the Company is appointed as executor (whether alone or jointly) of the will of any person, the Company is entitled—

    • (a) to be and act as executor of the will, whether alone or jointly; and

    • (b) to apply for and obtain probate of the will; and

    • (c) to perform and discharge all the acts and duties of an executor in the same way and to the same extent as an individual appointed as an executor.

9 Company's liability to be same as individual
  • In acting as executor, trustee, administrator, receiver, liquidator, committee, guardian, attorney, or agent, or as a fiduciary in any capacity, the Company is, in addition to the liabilities and restrictions imposed by this Act and by the Trustee Companies Act 1967, subject to the same control and liability to removal as an individual appointed to act in the same capacity.

10 Court may order account
  • (1) If a trustee, executor, legatee, administrator, beneficiary, next-of-kin, creditor, or other person entitled to or interested in an estate that is in the possession or under the control of the Company is unable, on applying to the Company, to obtain a sufficient account of the property and assets of the estate or of the disposal and expenditure of or out of the estate, that person may apply to the court for an account.

    (2) The Company must be served with a notice of the application.

    (3) If the court is satisfied that the Company has not provided a sufficient account to the applicant, the court may order the Company to provide the applicant with an account in any form that the court thinks fit.

    (4) The court may make any orders as to costs either against the Company or against the applicant, or as to payment of costs out of the estate, that the court thinks fit.

11 Court may order examination of documents
  • (1) The court may, on application under section 10 (in addition to or in substitution for an order that an account be provided by the Company), make an order appointing a person named in the order to examine the documents of the Company that relate to the relevant estate.

    (2) If the court makes an order under subsection (1), the Company must—

    • (a) deliver to the person named in the order a list of all documents held by the Company that relate to the estate to which the order relates; and

    • (b) produce to that person, at all reasonable times when required by that person to do so, those documents; and

    • (c) provide that person with all information and facilities necessary to enable that person to make the examination.

    (3) The court may make any orders as to costs either against the Company or against the applicant, or as to payment of costs out of the estate, that the court thinks fit.

12 Company must not be put into liquidation without approval of court
  • (1) So long as any estate in respect of which the Company is executor, administrator, or trustee remains in whole or in part unadministered,—

    • (a) the Company must not be put into liquidation under section 241(2)(a) or (b) of the Companies Act 1993 without the approval of the court; and

    • (b) a parent company must not dispose of any shares it holds in the Company that are not fully paid up without the approval of the court.

    (2) A person interested in any estate of which the Company is executor, administrator, or trustee, or who may have a claim in respect of any such estate, may apply to the court for an order—

    • (a) prohibiting the Company from being put into liquidation under section 241(2)(a) or (b) of the Companies Act 1993; or

    • (b) restraining a parent company from disposing of any shares in the Company that are not fully paid up.

    (3) On an application under this section, the court may make any order that the court thinks fit.

    (4) In this section, parent company means a holding company of the Company.

    Section 12(4): added, on 1 July 2006, by section 7 of the Trustees Executors Limited Amendment Act 2006 (2006 No 2 (P)).

13 Unclaimed money
  • (1) Money held by the Company as executor, trustee, administrator, receiver, liquidator, committee, guardian, attorney, or agent, or in any other capacity under this Act, that remains unclaimed, and of which no lawful owner is known, for a period of 6 years after its receipt by the Company, must, at the end of the Company's next financial year, be paid by the Company to the Commissioner of Inland Revenue in accordance with the Unclaimed Money Act 1971.

    (2) Payment of money under subsection (1), to the extent of the amount paid, discharges the Company from the trust to which the money is subject.

    (3) Nothing in subsection (1) or subsection (2) limits or affects the provisions of an instrument creating a trust to which the money is subject or that confers on the Company a power, authority, discretion, or duty in relation to the money.

14 Company authorised to transact business with parent company or subsidiaries
  • (1) The Company is authorised to transact with a parent company or a subsidiary of a parent company any business (including insurance business) in connection with any estate or trust property that it administers if, after considering all the circumstances (including appropriate business arrangements offered by other companies), the Company is satisfied on reasonable grounds that it is in the best interests of the estate or trust property to do so.

    (2) A parent company or a subsidiary of a parent company is entitled to receive and retain all fees, premiums, commissions, and other payments properly chargeable or payable in respect of any business transacted in accordance with subsection (1) in the same manner as it would have been entitled to do if the Company was not a trustee of the estate or trust property or the Company was not a subsidiary or related company of the company with which the business was transacted.

    (3) Any payment to which subsection (2) applies must be clearly identified in the account provided in respect of the estate or trust property.

    (4) Subsections (1) to (3) have effect despite the fiduciary rights, obligations, and liabilities of the Company (whether arising under this Act or otherwise), and any enactment or rule of law.

    (5) In this section, parent company means a holding company of the Company specified in the Schedule.

    Section 14(5): added, on 1 July 2006, by section 8 of the Trustees Executors Limited Amendment Act 2006 (2006 No 2 (P)).

Part 4
Miscellaneous

15 Jurisdiction and powers of High Court not affected
  • (1) Nothing in this Act affects the powers or jurisdiction of the court in respect of trustees, and those powers and that jurisdiction may be exercised in relation to the Company in respect of all trusts undertaken by it.

    (2) Nothing in this Act affects the power of the court to remove the Company from any office whether or not it holds that office by virtue of this Act.

    (3) Subsection (2) does not limit subsection (1).

16 Release of securities held for purposes of Trustee Companies Act 1967
  • (1) Amendment(s) incorporated in the Act(s).

    (2) On request by the Company, the Public Trustee must release to the Company any securities deposited with the Public Trustee by the Company under section 6(2) of the Trustee Companies Act 1967.

    (3) The receipt of the secretary or a director of the Company is a full and sufficient discharge to the Public Trustee for any securities released, and the Public Trustee is not required to see to the application of the securities released.

17 Registers
  • (1) Neither the Registrar-General of Land nor the Registrar of Deeds, or any other person charged with the keeping of books or registers, is obliged solely by reason of this Act to change the name of the Company in those books or registers or in any document (except as required by section 6 and subsection (2)).

    (2) The presentation to any registrar or other person referred to in subsection (1) of any instrument, whether or not comprising an instrument of transfer by the Company,—

    • (a) executed or purporting to be executed by the Company; and

    • (b) relating to property held immediately before the commencement of this Act in the name of the Trustees, Executors, and Agency Company of New Zealand (Limited); and

    • (c) containing a recital that the name of the Company has been changed by virtue of this Act or under the Companies Act 1993

    is, in the absence of proof to the contrary, sufficient proof that the property is vested in the Company as so named, and the person must register the change of name of the Company in the relevant books and registers.

18 Incorporation and powers of company to remain
  • Nothing in this Act affects the constitution or incorporation of the Company, and the Company continues under its original incorporation with the powers and privileges conferred, and subject to the duties and liabilities imposed, by this Act.

19 Repeal of Trustees, Executors, and Agency Company Act 1882
  • The Trustees, Executors, and Agency Company Act 1882 (1882 No 4 (P)) is repealed.

20 Consequential amendments
  • [Repealed]

    Section 20: repealed, on 1 July 2006, by section 9 of the Trustees Executors Limited Amendment Act 2006 (2006 No 2 (P)).


Schedule
Authorised parent companies of Company

s 4(2)

  • Schedule: added, on 1 July 2006, by section 11 of the Trustees Executors Limited Amendment Act 2006 (2006 No 2 (P)).

Sterling Grace (NZ) Limited


Contents

  • 1General

  • 2Status of reprints

  • 3How reprints are prepared

  • 4Changes made under section 17C of the Acts and Regulations Publication Act 1989

  • 5List of amendments incorporated in this reprint (most recent first)


Notes
1 General
  • This is a reprint of the Trustees Executors Limited Act 2002. The reprint incorporates all the amendments to the Act as at 1 July 2006, as specified in the list of amendments at the end of these notes.

    Relevant provisions of any amending enactments that have yet to come into force or that contain relevant transitional or savings provisions are also included, after the principal enactment, in chronological order.

2 Status of reprints
  • Under section 16D of the Acts and Regulations Publication Act 1989, reprints are presumed to correctly state, as at the date of the reprint, the law enacted by the principal enactment and by the amendments to that enactment. This presumption applies even though editorial changes authorised by section 17C of the Acts and Regulations Publication Act 1989 have been made in the reprint.

    This presumption may be rebutted by producing the official volumes of statutes or statutory regulations in which the principal enactment and its amendments are contained.

3 How reprints are prepared
  • A number of editorial conventions are followed in the preparation of reprints. For example, the enacting words are not included in Acts, and provisions that are repealed or revoked are omitted. For a detailed list of the editorial conventions, see http://www.pco.parliament.govt.nz/editorial-conventions/ or Part 8 of the Tables of New Zealand Acts and Ordinances and Statutory Regulations and Deemed Regulations in Force.

4 Changes made under section 17C of the Acts and Regulations Publication Act 1989
  • Section 17C of the Acts and Regulations Publication Act 1989 authorises the making of editorial changes in a reprint as set out in sections 17D and 17E of that Act so that, to the extent permitted, the format and style of the reprinted enactment is consistent with current legislative drafting practice. Changes that would alter the effect of the legislation are not permitted.

    A new format of legislation was introduced on 1 January 2000. Changes to legislative drafting style have also been made since 1997, and are ongoing. To the extent permitted by section 17C of the Acts and Regulations Publication Act 1989, all legislation reprinted after 1 January 2000 is in the new format for legislation and reflects current drafting practice at the time of the reprint.

    In outline, the editorial changes made in reprints under the authority of section 17C of the Acts and Regulations Publication Act 1989 are set out below, and they have been applied, where relevant, in the preparation of this reprint:

    • omission of unnecessary referential words (such as of this section and of this Act)

    • typeface and type size (Times Roman, generally in 11.5 point)

    • layout of provisions, including:

      • indentation

      • position of section headings (eg, the number and heading now appear above the section)

    • format of definitions (eg, the defined term now appears in bold type, without quotation marks)

    • format of dates (eg, a date formerly expressed as the 1st day of January 1999 is now expressed as 1 January 1999)

    • position of the date of assent (it now appears on the front page of each Act)

    • punctuation (eg, colons are not used after definitions)

    • Parts numbered with roman numerals are replaced with arabic numerals, and all cross-references are changed accordingly

    • case and appearance of letters and words, including:

      • format of headings (eg, headings where each word formerly appeared with an initial capital letter followed by small capital letters are amended so that the heading appears in bold, with only the first word (and any proper nouns) appearing with an initial capital letter)

      • small capital letters in section and subsection references are now capital letters

    • schedules are renumbered (eg, Schedule 1 replaces First Schedule), and all cross-references are changed accordingly

    • running heads (the information that appears at the top of each page)

    • format of two-column schedules of consequential amendments, and schedules of repeals (eg, they are rearranged into alphabetical order, rather than chronological).

5 List of amendments incorporated in this reprint (most recent first)