(1) There is hereby established Housing New Zealand Corporation.

(2) The Corporation is a Crown entity for the purposes of section 7 of the Crown Entities Act 2004.

(2A) [Repealed]

(3) The Crown Entities Act 2004 applies to the Corporation except to the extent that this Act expressly provides otherwise.

(5) [Repealed]

(1) The Corporation must have at least 2, but no more than 8, members appointed under section 28(1)(a) of the Crown Entities Act 2004.

(2) A person who is employed by a department of State responsible for advising the Minister on the Corporation's performance is disqualified from being a member.

(3) Subsection (2) does not limit section 30 of the Crown Entities Act 2004.

(4) Members of the Corporation are the board for the purposes of the Crown Entities Act 2004.

The Corporation's objectives are—

• (a) to give effect to the Crown's social objectives by providing housing, and services related to housing, in a businesslike manner, and to that end to be an organisation that—

  • (i) exhibits a sense of social responsibility by having regard to the interests of the community in which it operates; and

  • (ii) exhibits a sense of environmental responsibility by having regard to the environmental implications of its operations; and

  • (iii) operates with good financial oversight and stewardship, and efficiently and effectively manages its assets and liabilities and the Crown's investment; and

• (b) to ensure that the Minister of Housing receives appropriate policy advice, other advice, and information, on housing and services related to housing.

• (c) [Repealed]

(1) To enable the Corporation to achieve the objective stated in section 3B(a) and to prepare its statements of intent, the Minister must, at least 2 months before the commencement of each financial year of the Corporation, give it written notice of the Crown's social objectives for the provision of housing and services related to housing by the Corporation.

(2) Each of the Corporation's statements of intent must state—

• (a) the objectives most recently notified by the Minister; and

• (b) the steps that the group comprising the Corporation and any Crown entity subsidiaries proposes to take in the financial year concerned and the next 2 financial years to achieve those objectives.

(3) Nothing in subsections (1) and (2) limits or affects sections 141 and 142 of the Crown Entities Act 2004 or section 20.

Schedule 1A applies to the Corporation.

(1) The Corporation's principal function is to achieve its objectives.

(2) The Corporation's functions include—

• (a) providing rental housing, principally for those who need it most:

• (b) providing appropriate accommodation, including housing, for community organisations (in particular for community organisations that provide residential support services for people with special needs):

• (c) lending for housing purposes, and providing other help relating to housing:

• (d) giving people (in particular people on low or modest incomes who wish to own their own homes) help and advice on matters relating to housing or services related to housing:

• (e) undertaking housing and other development and renewal, whether on its own account or on behalf of other persons:

• (f) acquiring and developing land for housing or other development and renewal, whether by—

  • (i) providing housing amenities, facilities, services, or works; or

  • (ii) providing commercial or industrial amenities, facilities, services, or works; or

  • (iii) providing related amenities, facilities, services, or works; or

  • (iv) doing any other thing:

• (g) selling, leasing, disposing of, managing, or otherwise dealing with land, whether in the course of housing or other development and renewal or otherwise:

• (h) providing housing or services related to housing as agent for departments of State or Crown entities:

• (i) taking action, in relation to or in connection with the provision of housing or services related to housing, provided for in—

  • (i) the Corporation's current statement of intent; or

  • (ii) a notice or agreement under section 20; or

  • (iii) a plan under section 20A:

• (j) conducting research into, and monitoring trends in, housing and services related to housing:

• (k) advising the Minister of Housing on housing and services related to housing:

• (l) any other functions conferred on it by this Act or any other enactment.

(3) In performing any of its functions, the Corporation may consult any person or organisation whose views or knowledge it believes will enhance its performance of the function.

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

(1) [Repealed]

(1A) The Corporation may take any action in the performance of its functions or achievement of its objectives jointly, or in conjunction, with—

• (a) a local authority; or

• (b) any other person or organisation that provides housing without having profit or gain as its principal motive; or

• (c) any other person or organisation.

(1B) Subsection (1A) does not limit section 17 of the Crown Entities Act 2004.

(2) [Repealed]

(3) Nothing in this section or in section 18 shall authorise or empower the Corporation to do anything in respect of any property owned by any other person, without the owner's consent.

(4) Without limiting section 17 of the Crown Entities Act 2004, the Corporation may also from time to time—

• (a) act as an agent for the Crown, or for any Government department, or for any other person or body, and in return for such services charge any fees or other remuneration that may be agreed on between the Corporation and the principal; and

• (b) [Repealed]

• (c) acting through a solicitor, or through a person acting under the supervision of a solicitor, draw or prepare for or on behalf of any other person—

  • (i) any conveyance within the meaning of the Property Law Act 2007 of any real or personal property; or

  • (ii) any deed within the meaning of the Property Law Act 2007 relating to any real or personal property; or

  • (iii) any tenancy agreement or lease, or any agreement evidencing any tenancy or lease—

• and may provide any legal advice or legal services attendant upon any such work, and in return for such work, advice, or services may charge any fees or other remuneration that may be agreed on between the Corporation and the person for or on behalf of whom it is acting.

(5) The Corporation, in acting for any principal, may with the agreement and on behalf of the principal make any investment in the name of the Corporation.

(6) [Repealed]

(1) The Minister may require the Corporation to give effect to the policy of the Government, by—

• (a) giving the Corporation a direction under section 103 of the Crown Entities Act 2004; or

• (b) giving the Corporation a direction requiring it to enter into a written agreement with the Minister to give effect to a policy stated in the agreement.

(2) [Repealed]

(3) [Repealed]

(4) [Repealed]

(1) Sections 114 and 115 of the Crown Entities Act 2004 apply to a direction under section 20.

(2) When complying with section 115(2) of the Crown Entities Act 2004 in respect of a direction under section 20(1)(b), the Minister must also publish in the Gazette and present to the House of Representatives a copy of the agreement entered into with the Corporation in accordance with the direction.

(3) The Corporation must prepare, and give to the Minister for approval a draft plan stating how it proposes to give effect to the policy of the Government if,—

• (a) pursuant to a direction under section 20, it enters into an agreement with the Minister that does not state how the policy of the Government is to be given effect to; or

• (b) the Minister directs the Corporation to give effect to a government policy under section 103 of the Crown Entities Act 2004.

(4) Within 12 sitting days after approving a draft plan given under subsection (3), the Minister must present a copy of the approved plan to the House of Representatives.

(1) If under section 20 the Minister requires the Corporation to provide housing or services related to housing (or both) to any persons in return for the payment by the Crown of all or part of the price to the Corporation of doing so (as stated in the notice or agreement concerned),—

• (a) the Crown must pay to the Corporation all or part of that price (as the case requires); and

• (b) if the policy is for the Corporation to provide housing and related services to persons who are to be required to pay income-related rents rather than market rents for the housing, the agreement or notice concerned must state that the services are to be provided in return for the payment by the Crown to the Corporation of the difference between the amounts of market rents for the housing and the income-related rents charged.

(2) If, because its statement of intent requires it to do so, the Corporation provides services that it cannot provide on normal business terms, the Crown may wholly or partly recompense it for doing so.

(3) In subsection (1)(b), income-related rents and market rents have the meanings given to those terms by section 42(1) of the Housing Restructuring and Tenancy Matters Act 1992.

(4) After the vesting day in relation to HNZ, every agreement between the Crown and HNZ entered into by virtue of a requirement under section 7 of the Housing Restructuring and Tenancy Matters Act 1992 (or under that section as applied by section 65 of that Act) has effect as if it were an agreement entered into under a direction under section 20(1)(b).

(5) Nothing in this section limits or affects the generality of section 20.

Sections 20 to 20B apply to Crown entity subsidiaries of the Corporation as if every reference to the Corporation were a reference to a Crown entity subsidiary of the Corporation.

(1) The Corporation may from time to time make loans to local authorities for housing purposes.

(2) Any loan made to a local authority by the Corporation under this section may be made either out of money received by the Corporation under subsection (1) of section 32 of the Housing Act 1955, or out of the other funds of the Corporation, as the Corporation may in any case determine.

(3) In this section, local authority means a territorial authority within the meaning of the Local Government Act 2002.

(1) The Minister of Finance may from time to time in writing request the Corporation under this section to make any loan or expend any money or give any guarantee or indemnity, for any purpose specified in this Act, on such conditions as the Minister of Finance may specify.

(2) Where the Corporation makes any loan or expends any money or gives any guarantee or indemnity pursuant to a request by the Minister of Finance under subsection (1), and in accordance with the conditions specified by the Minister of Finance under that subsection, the Corporation shall be deemed to be guaranteed by the Minister of Finance in respect of any loss that may be incurred by the Corporation arising out of the loan, expenditure, guarantee, or indemnity; and any money payable to the Corporation by the Minister of Finance pursuant to any such guarantee in favour of the Corporation shall be paid to the Corporation from a Crown Bank Account without further appropriation than this section.

(1) Where a registered leasehold interest in land is subject to any mortgage under which the Corporation is the mortgagee, the mortgage shall be deemed to extend to and include the mortgagor's interest in any registered lease that may be granted to him in renewal of the mortgaged lease, or otherwise in lieu of the mortgaged lease.

(2) In this section—

(1) This section applies to any mortgage under which the Corporation is the mortgagee for the time being and which is a mortgage of the mortgagor's interest in—

• (a) any lease of any Crown land or of any other land vested in Her Majesty; or

• (b) any lease of land that is subject to the Maori Vested Lands Administration Act 1954 or to the Maori Reserved Land Act 1955; or

• (c) any lease to which section 57 of the Maori Vested Lands Administration Act 1954 applies.

(2) In this section—

(3) Except with the consent of the Corporation, and on such terms as it thinks fit, it shall not be lawful for any leasing authority to forfeit or cancel the mortgagor's interest in any lease for breach of the conditions, or to accept any surrender thereof, or to cancel the mortgagor's right to compensation for or valuation of improvements, without giving to the Corporation at least 3 months' previous notice in writing of its intention so to do.

(4) Notwithstanding such forfeiture, cancellation, or surrender, the mortgage to the Corporation shall, by virtue of this section, be deemed to be a first charge on the improvements then existing on the land for all money payable in respect thereof by any incoming tenant or occupier of the land (to the extent to which the mortgagor would have had interest therein if his title to the land had been lawfully determined otherwise than by forfeiture, cancellation, or surrender), and such money shall be paid to the Corporation accordingly:

provided that the Corporation may accept from such incoming tenant or occupier a mortgage of his estate and interest in the land in lieu of cash, and any restrictions imposed by any Act on the right of the tenant to mortgage or assign his interest shall not apply in the case of a mortgage granted under this subsection.

(5) If, in the event of such forfeiture, cancellation, or surrender, the Corporation and the leasing authority are unable to agree as to the value of the mortgagor's interest in the improvements, such value shall be determined by arbitration.

(6) In the event of the Corporation, as mortgagee in possession, granting a lease or other tenancy of the land, or of any part of the land (which it is hereby empowered to do without the consent of the leasing authority), then, for the purpose of preventing forfeiture or cancellation of the mortgagor's title for breach of conditions, but for no other purpose, fulfilment of conditions by the person in actual possession under such lease or other tenancy shall be considered as fulfilment by the mortgagor:

provided that, in the case of any land administered by the Land Settlement Board, the grant of a lease by the Corporation shall be subject to the approval of the Minister of Lands and in the case of any land administered by the Māori Trustee the grant of a lease by the Corporation shall be subject to the approval of the Minister of Maori Affairs.

(7) Where the Corporation as mortgagee in possession of any land grants a lease or other tenancy of the land in accordance with subsection (6), the rent received by the Corporation shall be apportioned between the Corporation and the leasing authority in proportion to the values of the capital interests in the land of the Corporation and the leasing authority (as representing the Crown or other owner of the land) or in such other proportions as may be mutually agreed to between the Corporation and the leasing authority. Any rent or other revenue that may be received by the leasing authority in respect of a temporary lease or licence granted after the cancellation, forfeiture, or surrender of the mortgagor's title shall be similarly apportioned between the leasing authority and the Corporation.

(8) If the Corporation sells the security in exercise of its powers of sale, any restrictions imposed by any Act on the right of lessee or licensee to mortgage or assign his interest in the land shall not apply with respect to the sale to the purchaser, nor shall any such restrictions apply with respect to the mortgage by the purchaser of his estate or interest in the land to the Corporation to secure the whole or any part of the purchase money.

(9) Any sale by the Corporation in the exercise of its powers of sale may be by public auction or private contract, as the Corporation in its discretion thinks fit, and in the case of sale by private contract advertising shall not be necessary:

provided that in the case of any land administered by the Land Settlement Board the sale shall be subject to the approval of the Minister of Lands.

(10) Notwithstanding anything to the contrary in any other Act, the power of sale shall be deemed to arise and accrue and may, without the consent of the leasing authority, be exercised by the Corporation at any time after the expiration of the period limited in that behalf by the mortgage.

(1) Every person who receives from the Corporation a loan of money (except a loan made pursuant to section 24) may be required by the Corporation to pay to the credit of the Corporation's funds a sum to be fixed from time to time by the Corporation, not exceeding in any case 2% of the amount of the loan.

(2) Any sum payable pursuant to subsection (1) to the Corporation's funds may be paid in cash at the time of the making of the loan or, at the option of the borrower, may be added to the amount of the loan, and in the latter case it may be secured by any security instrument in respect of the loan as if it formed part of the loan.

(1) The Corporation may do any of the things stated in subsection (2) only—

• (a) with the agreement of the Minister of Finance; and

• (b) in compliance with any conditions subject to which the agreement was given.

(2) The things referred to in subsection (1) are—

• (a) issue securities for the purpose of providing funds for carrying on its business under this Act, or as consideration for mortgages of land or other securities transferred to it:

• (b) [Repealed]

• (c) grant securities over, or otherwise charge, any of its real or personal property.

(3) A subsidiary of the Corporation may do any of the things stated in subsection (4) only—

• (a) with the agreement of the Minister of Finance; and

• (b) in compliance with any conditions subject to which the agreement was given.

(4) The things referred to in subsection (3) are—

• (a) [Repealed]

• (b) issue securities for the purpose of providing funds for carrying on its business, or as consideration for mortgages of land or other securities transferred to it:

• (c) grant securities over, or otherwise charge, any of its real or personal property.

(5) The Corporation may seek the Minister of Finance's agreement for the purposes of subsection (1) or subsection (3)—

• (a) when it submits a statement of intent or modified statement of intent to the Minister under Part 4 of the Crown Entities Act 2004; or

• (b) when the Minister gives it a notice, or enters an agreement with it, under section 20; or

• (c) at any other time.

So far as concerns any lender or holder,—

• (a) all money borrowed by the Corporation or a Crown entity subsidiary must for all purposes be treated as having been borrowed in accordance with section 30; and

• (b) all securities and charges issued, granted, or varied by the Corporation or a Crown entity subsidiary must for all purposes be treated as having been issued, granted, or varied in accordance with section 30 or subpart 3 of Part 4 of the Crown Entities Act 2004; and

• (c) the following must for all purposes be treated as having been undertaken in accordance with section 30 or subpart 3 of Part 4 of the Crown Entities Act 2004:

  • (i) all actions taken by the Corporation or a Crown entity subsidiary in the course of any borrowing or proposed borrowing:

  • (ii) all actions taken by the Corporation or a Crown entity subsidiary in the course of the issue, granting, or variation or proposed issue, granting, or variation of any securities or charge; and

• (d) the lender or holder does not have to inquire whether, or to what extent, authority has been given under that Act.

(1) All bonds, stock, and other securities issued by the Corporation before the commencement of the Housing Corporation Amendment Act 2001 (including all bonds, stock, and other securities taken over by the Corporation under section 49 of this Act) are hereby declared to be guaranteed in accordance with the following provisions of this section.

(2) If any default is made by the Corporation in the payment of any principal or interest payable by it in respect of any bonds, stock, or other securities referred to in subsection (1), such principal or interest, as the case may be, shall forthwith be paid by the Minister of Finance out of a Crown Bank Account without further appropriation than this section.

(3) All money paid by the Minister of Finance under the authority of this section on account of any bonds, stock, or other securities shall constitute a debt due by the Corporation to the Crown, and shall be recoverable accordingly.

(1) The Corporation must pay its surplus for each financial year into a Crown bank account, unless the Minister authorises the Corporation to keep all or any part of it.

(2) In subsection (1), surplus means surplus capital, and any operating net surplus, after any provision the Minister thinks proper has been made for any matters that, in the Minister's opinion (reached in the light of the Corporation's statement of intent) are necessary for the efficient and effective conduct of the Corporation's operations.

(1) No company or other body corporate may be incorporated or registered under any enactment in New Zealand under—

• (a) the name Housing Corporation of New Zealand; or

• (b) the name Housing New Zealand Corporation; or

• (c) any other name that in the opinion of the Registrar of Companies so resembles either of those names as to be calculated to deceive.

(2) No person other than the Corporation may (alone or with any other person or persons) trade or carry on business under, or in any other way use as the name or description of an unincorporated body or organisation,—

• (a) the name Housing Corporation of New Zealand; or

• (b) the name Housing New Zealand Corporation; or

• (c) any other name so resembling either of those names as to be calculated to deceive.

(2A) Subsections (1) and (2) do not prevent HNZ from continuing to use the name Housing New Zealand.

(3) Any person who contravenes subsection (2) commits an offence and shall be liable on summary conviction to a fine not exceeding $100 and to a further fine not exceeding $10 for each day on which the offence has continued.

(1) Where, pursuant to paragraph (c) of section 19(4), the Corporation draws or prepares any conveyance, deed, agreement, or lease of a kind mentioned in that paragraph for or on behalf of any other person (hereafter in this section called the client), the solicitor referred to in that paragraph shall, in the drawing or preparing of that document and in the provision of any legal advice or legal service attendant upon that work, be deemed for all purposes to be employed by the client, and shall not be subject to direction by the Corporation or by any employee of the Corporation.

(2) Nothing in subsection (1) shall affect the right of the solicitor to act for the Corporation or any other person as well as the client.

(3) [Repealed]

(4) If, as a result of anything done or omitted to be done by the Corporation in the exercise of any of its powers under section 19(4)(c), the client suffers any loss, the client shall have the same right (if any) to recover in damages as the client would have had if the Corporation were a solicitor acting on behalf of the client.

(5) Nothing in sections 21, 22, or 24 of the Lawyers and Conveyancers Act 2006 shall apply to anything done by the Corporation in the exercise of any of its powers under section 19(4)(c).

(6) Notwithstanding anything in section 9 of the Lawyers and Conveyancers Act 2006, no solicitor shall be guilty of misconduct in the solicitor's professional capacity merely because that solicitor is acting in pursuance of the exercise by the Corporation of any of its powers under section 19(4)(c).

(7) No solicitor employed, engaged, or instructed by the Corporation shall be personally liable for any act done or default made in good faith by the solicitor while acting for the Corporation in the exercise or purported exercise by the Corporation of any of its powers under section 19(4)(c).

The Corporation shall be liable for taxes and rates to the same extent as if it were a company incorporated under the Companies Act 1993.

The Governor-General may from time to time, by Order in Council, make regulations for all or any of the following purposes:

• (a) prescribing forms of mortgage or other securities given in favour of the Corporation:

• (b) providing for such matters as are contemplated by or are necessary for giving full effect to the provisions of this Act and for its due administration.

(1) The Corporation shall be the successor to the State Advances Corporation of New Zealand established under the State Advances Corporation Act 1965.

(2) On the commencement of this Act,—

• (a) every director of the State Advances Corporation shall retire from office; and

• (b) all real and personal property that immediately before the commencement of this Act was vested in the State Advances Corporation shall, without conveyance, transfer, or assignment, vest in the Corporation for the estate and interest of the State Advances Corporation of New Zealand, subject to all liabilities, charges, obligations, and trusts affecting the property; and

• (c) all the contracts, debts, and liabilities of the State Advances Corporation immediately before the commencement of this Act (including every guarantee and indemnity continuing to have effect, immediately before the commencement of this Act, under subsection (3) of section 2 of the State Advances Corporation Amendment Act 1970) shall become the contracts, debts, and liabilities of the Corporation.

(3) A District Land Registrar shall, on written application by the Corporation, register it as the proprietor of any estate or interest that is registered in his land registration district under the Land Transfer Act 1952 and is vested in the Corporation by this section.

(4) In the financial year ending with 31 March 1975, the Corporation and the State Advances Corporation of New Zealand shall be deemed to be the same body corporate for the purposes of sections 41 and 42, so that one set of accounts and one general report may be prepared, delivered to the Minister, and laid before Parliament by the Corporation, for that financial year.

Every reference to the Corporation under its former name of the Housing Corporation of New Zealand in any enactment, agreement, contract, deed, or other document enacted, entered into, or created before 1 July 2001 must be read as a reference to the Corporation under its present name.

(1) The enactments specified in Schedule 1 are hereby amended in the manner indicated in that schedule.

(2) The enactments specified in Schedule 2 are hereby repealed.

(3) Subject to the other provisions of this Act, and unless in any case the context otherwise requires, every reference in any enactment, regulation, rule, order, agreement, deed, instrument, application, notice, licence, or other document whatsoever, in force at the commencement of this Act,—

• (a) to the State Advances Corporation of New Zealand shall hereafter be read as a reference to the Corporation established by this Act:

• (b) to the Managing Director or General Manager of the State Advances Corporation of New Zealand shall hereafter be read as a reference to the person for the time being holding office as the chief executive (however designated) of the Corporation.

(4) Notwithstanding the repeal of the State Advances Corporation Act 1965 by this section, all securities vested in the Corporation by section 49 that immediately before the commencement of this Act were approved securities of the State Advances Corporation of New Zealand within the meaning of the State Advances Corporation Act 1965 shall be deemed to be approved securities within the meaning of section 2 of this Act.

In this Part, unless the context otherwise requires,—

(1) On the commencement of the Housing Corporation Amendment Act 2001, the shares in the capital of the company held immediately before that commencement by the responsible Minister and the Minister of Finance vest in the Corporation.

(2) In subsection (1), company and responsible Minister have the meanings given to those terms by section 2(1) of the Housing Restructuring and Tenancy Matters Act 1992.

(1) The Governor-General may, by Order in Council made on the recommendation of the Minister,—

• (a) vest in the Corporation—

  • (i) all the assets and liabilities of an existing company; and

  • (ii) any assets of the Crown used principally for the purpose of the Corporation or that existing company; and

  • (iii) any liability of the Crown arising from the operations of the Corporation or that existing company; and

• (b) confer or impose rights or obligations on the Corporation in relation to any asset or liability vested; and

• (c) direct any person or authority to register, record, or take notice of any thing done by the order, the consequential effect of section 54, or both.

(2) The Minister—

• (a) must not recommend the making of an order vesting all the assets and liabilities of an existing company in the Corporation without first considering—

  • (i) the company's obligations to its creditors; and

  • (ii) the likely effect of the vesting on those obligations; and

• (b) must not recommend the making of an order vesting any liability of the Crown in the Corporation unless satisfied that it was incurred in the process of or for the purposes of the performance of the functions of the Corporation or the existing company concerned; and

• (c) must not recommend the making of an order conferring or imposing a right or obligation on the Corporation in relation to any asset or liability unless satisfied that it is necessary or desirable to do so because of the vesting of the asset or liability in the Corporation.

On and after the vesting day,—

• (a) every reference to the existing company concerned in any contract, lease, notice, order, proceedings, regulations, or other document has effect as a reference to the Corporation; and

• (b) to the extent that the order concerned vests an asset or liability of the Crown in the Corporation, every reference to the Crown (whether as Her Majesty, the Crown, or a Minister of the Crown) in any contract, lease, notice, order, proceedings, regulations, or other document relating to the asset or liability (being a reference to the Crown by virtue of its status as owning the asset or being liable for the liability) has effect as a reference to the Corporation; and

• (c) the Corporation has all the rights, obligations, privileges, and immunities of the existing company concerned (and of any officer or employee of that company acting as an officer or employee of that company), and all the rights, obligations, privileges, and immunities of the Crown as aforesaid (other than rights, obligations, privileges, and immunities that the Crown has only by virtue of being the Crown), in relation to all appeals, applications, objections, and other proceedings before any authority, court, tribunal, or person acting judicially, relating to any asset or liability vested by the order concerned.

(1) Except as provided in section 53(1)(c), neither the Registrar-General of Land nor any other person charged with the keeping of any records or registers is obliged solely by reason of any provision of this Part to change any name in those records or registers or in any document.

(2) An order under section 53 is sufficient notice to all persons of its effect (and of any effect of section 54); and no specific notice needs to be given to any person or authority.

(3) In the absence of evidence to the contrary, it is sufficient proof that any asset or liability is vested in the Corporation if a person presents to a registrar or any other person an instrument, whether or not comprising an instrument of transfer,—

• (a) executed or purporting to be executed by or on behalf of the Corporation; and

• (b) relating to any asset or liability held by an existing company or the Crown immediately before the vesting day; and

• (c) containing a recital that the asset or liability has vested in the Corporation under this Act.

(1) For the purposes of the Inland Revenue Acts (within the meaning of section 3(1) of the Tax Administration Act 1994),—

• (a) the vesting of the assets and liabilities of an existing company under section 53 is an amalgamation and a qualifying amalgamation of the company and the Corporation; and

• (b) the Corporation must be treated as an amalgamated company; and

• (c) the company must be treated as an amalgamating company; and

• (d) the company must be treated as having ceased to exist on the vesting day.

(2) If the assets and liabilities of an existing company vest in the Corporation under section 53,—

• (a) section FO 12(1)(b) and (d) of the Income Tax Act 2007 must be treated as having been satisfied; and

• (b) for the purposes of section FE 10 of that Act, the company must be treated as having been solvent immediately before the vesting day.

(3) For the purposes of the Financial Reporting Act 1993, the vesting of the assets and liabilities of an existing company under section 53 is an amalgamation under the Companies Act 1993 of the company and the Corporation.

(4) Subsections (1) to (3) apply as if the Corporation were a company within the meaning of the Companies Act 1993.

(5) Subsections (1) and (2) override section 45.

Nothing effected or authorised by this Part—

• (a) places the Crown, the Corporation (or any member), an existing company, or any other person in breach of, or default under, any contract, or in breach of trust, or in breach of confidence, or otherwise makes any of them guilty of a civil wrong; or

• (b) gives rise to a cause of action against the Crown, the Corporation or any member, an existing company, or any other person; or

• (c) gives rise to a right for any person to—

  • (i) terminate or cancel or modify a contract or an agreement; or

  • (ii) enforce or accelerate the performance of an obligation; or

  • (iii) require the performance of an obligation not otherwise arising for performance; or

• (d) places the Crown, the Corporation (or any member), an existing company, or any other person in breach of any enactment or rule of law or contractual provision prohibiting, restricting, or regulating the assignment or transfer or issue of any asset or liability or the disclosure of any information; or

• (e) releases any surety wholly or in part from all or any obligation; or

• (f) invalidates or discharges any contract or security; or

• (g) affects the Corporation's rights or liabilities under or in respect of any guarantee relating to the liabilities of an existing company given by or to the Corporation.

If any asset or liability of the Crown is vested in the Corporation under this Act,—

• (a) the Crown remains liable to any third party as if the asset or liability had not been vested, but must be indemnified by the Corporation in respect of any liability to the third party:

• (b) any satisfaction or performance by the Corporation in respect of the asset or liability is also deemed to be satisfaction or performance by the Crown:

• (c) any satisfaction or performance in respect of the asset or liability by any third party to the benefit of the Corporation is also deemed to be to the benefit of the Crown.

(1) Before the vesting day,—

• (a) an existing company may transfer to the Corporation a specified right or benefit under a contract or lease to which it is a party; and

• (b) the Corporation may transfer to an existing company a specified right or benefit under a contract or lease to which it is a party, or a right or benefit transferred to it under paragraph (a).

(2) The transfer does not prevent the transferor from exercising or enjoying the right or benefit transferred.

(3) The transfer may not be made unless—

• (a) the proposed transferee has agreed to it; and

• (b) written notice of it has been delivered to the proposed transferee, and to every other party to the contract or lease.

(4) The transfer is binding on every party to the contract or lease.

(1) For the purposes of the Privacy Act 1993,—

• (a) the use by the Corporation or its employees of any information gathered or held by an existing company is a directly related purpose; and

• (b) the use by an existing company or its employees of any information gathered or held by the Corporation or another existing company is a directly related purpose.

(2) Subsection (1) is for the avoidance of doubt.

In this Part, unless the context otherwise requires,—

The Corporation may appoint to a position in its employment a person who is—

• (a) an employee of an existing company; or

• (b) an employee of a department listed in Schedule 1 of the State Sector Act 1988 whose chief executive is satisfied that the employee's duties are no longer to be carried out by the department but are instead to be carried out by the Corporation.

The Corporation must not appoint a person to a position in its employment under section 62 without first consulting the person.

Unless it provides otherwise, a transferred employee's old agreement continues to apply to him or her during the period referred to in section 65, on the same terms and conditions (including its period) as if it were an employment agreement—

• (a) entered into with the Corporation, rather than the former employer; and

• (b) binding on him or her, the Corporation, and any other party to it other than the former employer.

The period during which a transferred employee's old agreement continues to apply begins on his or her appointment to a position in the employment of the Corporation under section 62, and ends when—

• (a) he or she—

  • (i) ceases to be an employee of the Corporation; or

  • (ii) is appointed to some other position in the employment of the Corporation; or

• (b) any of the conditions of employment applying to him or her under it are varied (otherwise than under section 67).

The conditions of employment of a person appointed to a position in the employment of the Corporation under section 62 must be determined in accordance with his or her employment agreement with the Corporation, after—

• (a) he or she is appointed to some other position in the employment of the Corporation; or

• (b) any of the conditions of employment applying to him or her under his or her old agreement are varied (otherwise than under section 67).

(1) If during the period referred to in section 65 there is a change to a transferred employee's duties or location arising out of his or her appointment to a position in the employment of the Corporation under section 62,—

• (a) his or her conditions of employment may be varied by agreement to reflect that change; but

• (b) the varied conditions must be no less favourable than those he or she was entitled to under his or her old agreement.

(2) Subsection (1) overrides section 64.

For the purposes of any provisions of a transferred employee's old agreement relating to continuity of service, his or her appointment to a position in the employment of the Corporation under section 62 is not enough by itself to break his or her employment.

A transferred employee is not entitled to receive compensation for redundancy, or a severance payment, because—

• (a) the position he or she held in the existing company or department concerned has ceased to exist; or

• (b) he or she has ceased by virtue of his or her appointment to a position in the employment of the Corporation to be an employee of that company or department.