This Act may be cited as the Tourist Hotel Corporation Act 1955.

In this Act, unless the context otherwise requires,—

There is hereby established for the purposes of this Act a corporation to be called the Tourist Hotel Corporation of New Zealand.

The Corporation shall consist of five directors, being—

One of the directors shall be appointed by the Governor-General to be the Chairman of the Corporation.

The Corporation shall be a body corporate with perpetual succession and a common seal, and shall be capable of acquiring, holding, and disposing of real and personal property, of suing and being sued, and of doing and suffering all such acts and things as bodies corporate may lawfully do and suffer.

Except as otherwise provided in this Act, every appointed director shall hold office for a term of four years, but may from time to time be reappointed.

With respect to the first directors of the Corporation, other than the General Manager of the Department of Tourist and Health Resorts and, if the General Manager is not the Chairman, other than the Chairman, the following provisions shall apply:

Notwithstanding anything in this Act, every appointed director, unless he sooner vacates his office otherwise than by effluxion of time, shall continue to hold office until his successor comes into office.

Any appointed director may at any time be removed from office by the Governor-General for disability, bankruptcy, neglect of duty, or misconduct proved to the satisfaction of the Governor-General.

If any appointed director dies, or resigns his office by written notice given to the Minister, or is removed from office, the vacancy shall be deemed to be an extraordinary vacancy.

In the case of any extraordinary vacancy, the Governor-General may appoint some person to fill the vacancy.

Any director appointed to fill an extraordinary vacancy shall hold office only for the unexpired portion of the term of office of his predecessor.

The powers of the Corporation shall not be affected by the fact that at any time there may be less than five directors in office.

In any case in which the Minister is satisfied that the Chairman or any other director of the Corporation is incapacitated by illness, absence, or other sufficient cause from performing the duties of his office, the Minister may appoint a deputy to act for the Chairman or for that other director during his incapacity. In the case of the incapacity of the Chairman his deputy may or may not be one of the other directors; and if the deputy of the Chairman is one of the other directors some other person may be appointed to act as the deputy of that director.

Any deputy appointed under this section shall, while he acts as such, be deemed to be a director of the Corporation, and the deputy of the Chairman shall have all the powers of the Chairman.

No appointment of a deputy and no acts done by him as such, and no acts done by the Corporation while any deputy is acting as such, shall be questioned in any proceedings on the ground that the occasion for his appointment had not arisen or had ceased.

The first meeting of the directors shall be held on a day to be appointed by the Chairman.

Subsequent meetings of the directors shall be held at such times and places as the directors or the Chairman may from time to time appoint.

The Chairman or any three directors may at any time call a special meeting of the directors.

At all meetings three directors shall form a quorum.

The Chairman shall preside at all meetings at which he is present. In the absence of the Chairman from any meeting, the directors present shall appoint one of their number to be Chairman of that meeting.

At any meeting the Chairman shall have a deliberative vote, and in the case of an equality of votes shall also have a casting vote.

All questions arising at any meeting shall be decided by a majority of the valid votes of directors recorded thereon.

The Minister shall have the right to attend any meeting of the directors.

In the absence from any meeting of the General Manager of the Department of Tourist and Health Resorts, he may authorize any other officer of that Department to attend the meeting in his stead. While any person is attending any meeting under this subsection he shall be deemed for all purposes to be a director. The fact that any person so attends shall be sufficient evidence of his authority to do so.

Subject to the provisions of this Act and of any regulations made thereunder, the directors may regulate their procedure in such manner as they think fit.

The functions of the Corporation shall be—

The Corporation shall have all the powers and authorities reasonably necessary for the effective performance of its functions.

The Corporation may—

Subject to the provisions of paragraphs (b) to (d)and paragraphs (i) and (j) of subsection two of this section, and to the provisions of any other enactment applicable to the Corporation, nothing in that subsection shall affect the generality of the provisions of subsection one of this section.

In the exercise of its functions and powers the Corporation shall have regard to any representations that may be made by the Minister in respect of any functions or business of the Corporation, and shall give effect to any decision of the Government in relation thereto conveyed to the Corporation in writing by the Minister.

The control of the hotels administered by the Department of Tourist and Health Resorts, being the hotels specified in the First Schedule to this Act, shall be vested in the Corporation in the manner and on the date or dates prescribed by or under this section.

The Governor-General may from time to time by Order in Council declare the control of any such hotel as aforesaid to be vested in the Corporation for the purposes of this Act on a date to be specified in the Order in Council. Except as may be otherwise provided in the Order in Council, the vesting of the control of the hotel shall be deemed to include the vesting in the Corporation of the control of all hostels, buildings, services, amenities, scenic attractions, and recreational and other facilities maintained, operated, or controlled by the Department of Tourist and Health Resorts in connection with the hotel, and the vesting in the Corporation of the ownership of all equipment, stores, and other personal property held or used by the Department in connection with the hotel.

Nothing in the foregoing provisions of this section shall affect any trusts, reservations, leases, rights, easements, or interests subsisting, at the date of the vesting, in respect of any property of which the control or ownership is vested in the Corporation under this section.

Her Majesty the Queen is hereby empowered to grant, transfer, or assign to the Corporation any land or interest in land (other than land comprised in a public reserve or a National Park), and any personal property, rights, or privileges, vested in or held on behalf of the Crown and used or administered for the purposes of or in connection with any hotel specified in the First Schedule to this Act, subject to any leases, rights, easements, and interests subsisting in respect of the land or property at the date of the grant, transfer, or assignment.

Where any land on which any such hotel as aforesaid is situated, or which is used or administered for the purposes of or in connection with any such hotel, is a public reserve or part of a public reserve within the meaning of the Reserves and Domains Act 1953, or is part of any National Park within the meaning of the National Parks Act 1952, and is administered, at the passing of this Act, under the Tourist and Health Resorts Control Act 1908, the Governor-General may, by the Order in Council under subsection two of this section or by any subsequent Order in Council, declare that the land, or any part thereof described in the Order, shall be administered by the corporation for the purposes of this Act.

The Governor-General may from time to time, by Order in Council, declare that any other land described in the Order, being a public reserve or part thereof or part of a National Park, shall be administered by the Corporation for the purposes of this Act:

Provided that no land that is not administered under the Tourist and Health Resorts Control Act 1908 shall be declared to be administered by the Corporation under this subsection except on the recommendation of the Minister of Lands in the case of a public reserve or part thereof, or on the recommendation of the National Parks Authority in the case of part of a National Park.

Where any land being a public reserve or part thereof, or being part of a National Park, is administered by the Corporation under this section, the following provisions shall apply:

Where any real or personal property, or the control thereof, or any right or privilege, becomes vested in or is declared to be administered by the Corporation under section eleven of this Act, the following provisions shall apply:

When any real or personal property is vested in or granted, transferred, or assigned to the Corporation under section eleven of this Act, the Corporation shall execute in favour of the Minister of Finance, acting on behalf of the Crown, a debenture or other suitable security or securities, securing to the Crown a sum equivalent to the value of the property so vested, granted, transferred, or assigned, including the value of every licence and all other property deemed to be vested in or assigned to the Corporation or becoming payable to it under section twelve of this Act, less the amount of the debts, liabilities, and obligations becoming debts, liabilities, and obligations of the Corporation under the said section twelve.

The sum to be secured by every debenture or other security under this section, and the terms and conditions thereof, shall be determined by the Minister of Finance.

Every debenture or other security under this section shall take effect from the time at which the property to which it relates becomes vested in the Corporation, and shall be executed when required by the Minister of Finance.

For the purposes of this section, all property of which the control is vested in the Corporation or which is administered by it under or by virtue of section eleven of this Act shall be deemed to be property vested in it.

The Corporation may from time to time, with the consent of the Minister of Finance and on and subject to such terms and conditions as he thinks fit, borrow money and issue debentures or mortgage or charge any of its real or personal property.

The Minister of Finance may from time to time, on behalf of Her Majesty the Queen,—

on or subject to such terms and conditions as that Minister thinks fit.

All money required to be paid by the Minister of Finance under this section shall, without further appropriation than this section, be paid out of the Consolidated Fund or out of the National Development Loans Account. Where any payment under this section is made out of the National Development Loans Account, the authority of the Minister to borrow money under section eleven of the New Zealand Loans Act 1953 shall be deemed to be extended as if the money so paid had been duly transferred from the National Development Loans Account to another fund or account as mentioned in that section.

The Minister of Finance may from time to time, on behalf of Her Majesty the Queen, enter into agreements with the Corporation for the purpose of giving full effect to the provisions of this section.

The Corporation may from time to time, with the approval of the Minister of Finance, set aside out of its revenue such sums as it thinks proper as reserves for depreciation of assets, obsolescence, insurance, or such other purposes as it deems necessary or expedient.

The Corporation may invest any of the money to the credit of any reserve account as provided in section seventeen of this Act or, with the approval of the Minister of Finance, in the business of the Corporation.

Any money belonging to the Corporation may from time to time be invested—

The Corporation is hereby declared to be a statutory Board within the meaning of the Fees and Travelling Allowances Act 1951.

The Corporation shall pay to the directors, and may pay to the members of any committee appointed by the Corporation, remuneration by way of fees, salary, or allowances and travelling allowances and expenses in accordance with the Fees and Travelling Allowances Act 1951, and the provisions of that Act shall apply accordingly.

The Corporation may from time to time enter into contracts of insurance insuring directors against loss from personal accident arising out of and in the course of the exercise of their powers or duties as directors, and pay the premiums payable in respect of those contracts.

In any financial year the Corporation may expend for purposes not authorized by this or any other Act any sum or sums not amounting in the aggregate to more than one hundred pounds.

The Corporation may open at any bank or banks approved by the Minister of Finance, or at any branch or agency of any such bank, such accounts as it deems necessary or desirable for the exercise of its functions and powers.

Every account under this section shall be operated upon by cheque signed by such person or persons as may from time to time be authorized in that behalf by the Corporation.

The Corporation shall cause to be kept true and regular accounts properly recording the financial operations of the Corporation, and shall cause the accounts to be kept in such manner as may be required or approved by the Minister of Finance.

As soon as may be reasonably practicable after the thirtieth day of September in every year, the Corporation shall furnish to the Minister a report of its operations for the financial year that ended with that date, together with a copy of its audited balance sheet and profit and loss account and such other statements of account as may be necessary to show fully the financial position of the Corporation and the financial results of its operations during that year.

A copy of the report and of such balance sheet, profit and loss account, and statements as aforesaid shall be laid before Parliament within twenty-eight days after their receipt by the Minister if Parliament is then sitting, and otherwise within twenty-eight days after Parliament reassembles.

The accounts of the Corporation shall be audited by the Audit Office, which for that purpose shall have all such powers as it has under the Public Revenues Act 1953 in respect of public money and public stores and the audit of local authorities’ accounts.

After allowing for transfers to reserves pursuant to this Act and making provision in relation to any accumulated losses and for payment of rates and taxes, the net profits of the Corporation for every financial year shall be paid into the Public Account.

Any contract which if made between private persons must be by deed shall, if made by the Corporation, be in writing under the seal of the Corporation.

Any contract which if made between private persons must be in writing signed by the parties to be charged therewith shall, if made by the Corporation, be either under the seal of the Corporation or in writing signed by the general manager on behalf of and by direction of the Corporation or signed by any other person on behalf of and pursuant to the authority of the Corporation.

Any contract which if made between private persons may be made orally may be similarly made on behalf of the Corporation by the general manager acting by direction of the Corporation or by any other person pursuant to the authority of the Corporation; but no oral contract shall be made involving the payment by the Corporation of a sum exceeding fifty pounds.

Notwithstanding anything in the foregoing provisions of this section, no contract made by or on behalf of the Corporation shall be invalid by reason only that it was not made in the manner prescribed by this section, if it was made pursuant to a decision of the Corporation or to give effect to a decision of the Corporation.

The Corporation may from time to time appoint a committee or committees consisting of two or more persons being directors or officers of the Corporation, and may from time to time delegate to any such committee any of the powers or functions of the Corporation, including the power of delegation conferred by this subsection.

The Corporation may from time to time delegate to any director or officer or employee of the Corporation any of its powers, including the power of delegation conferred by this subsection.

Subject to any general or special directions given or conditions imposed by the Corporation or committee or person by whom any powers are delegated as aforesaid, the committee or person to whom any powers are so delegated may exercise those powers in the same manner and with the same effect as if they had been conferred directly by this Act and not by delegation.

Every committee or person purporting to act pursuant to any delegation under this section shall be presumed to be acting in accordance with the terms of the delegation, in the absence of proof to the contrary.

Any delegation under this section may be made to a specified person or to persons of a specified class, or may be made to the holder for the time being of a specified office or appointment or to the holders of offices or appointments of a specified class.

Any delegation under this section may be revoked at any time.

The delegation of any power by the Corporation or by any committee or person shall not prevent the exercise of that power by the Corporation or, as the case may require, by that committee or person.

The Corporation may from time to time appoint such advisory or technical committees as it thinks fit to advise the Corporation on such matters within the scope of its functions as are referred to them by the Corporation. Any person may be appointed to be a member of any such committee, notwithstanding that he is not a director or an officer of the Corporation.

The Crown, acting through any Government Department, may from time to time, at the request of the Corporation, enter into contracts or arrangements for the execution or provision by the Department for the Corporation of any work or service, or for the supply to the Corporation of any goods, stores, or equipment, on and subject to such terms and conditions as may be agreed upon.

The Corporation shall appoint a general manager, who shall be the chief executive officer of the Corporation.

The Corporation may from time to time appoint such other officers and employees, including acting or temporary or casual officers and employees, as it thinks necessary for the efficient exercise of its functions and powers.

Any person in the service of the Crown may be appointed to be an officer or employee of the Corporation, but no such person shall be entitled to hold office concurrently as an officer or employee of the Corporation and as a servant of the Crown except—

Subject to the provisions of this Act, the Corporation may pay to its officers and employees such salaries and allowances as it thinks fit, and may at any time remove any officer or employee from his office or employment.

The Corporation may out of its funds subsidize or contribute to the National Provident Fund or any other fund or scheme established with the approval of the Minister of Finance for the purpose of providing superannuation or retiring allowances for its officers and employees.

Notwithstanding anything to the contrary in this Act or in any rule of law, the Corporation may enter into an agreement in writing with any person whom it proposes to appoint, or who has been appointed, an officer or employee of the Corporation to the effect that such person shall not be removed from office save as provided in the agreement or except for conduct justifying summary dismissal—

Any agreement to which paragraph (a) of subsection one of this section relates may from time to time be renewed for any period not exceeding three years at any one time from the date of the renewal.

Where the Corporation applies for any licence under the Licensing Act 1908 in respect of any premises or any application is made under that Act for the transfer of any such licence to the Corporation, the Corporation shall, before the licence is issued to it, apply to the Licensing Committee for the issue of a certificate approving the appointment of a person, to be named in the certificate (in this section referred to as the manager), to manage the business of the licensed premises on those premises on behalf of the Corporation.

In respect of any licensed premises to be transferred to or controlled or administered by the Corporation under section eleven of this Act, being premises in respect of which the licence will become vested in the Corporation under section twelve of this Act, the Corporation shall apply to the appropriate Licensing Committee, as soon as may be reasonably practicable after the passing of this Act, for the issue of such a certificate as aforesaid in respect of those premises.

Every such application shall be supported by testimonials and a Magistrate’s certificate of fitness, in accordance with section eighty-five of the Licensing Act 1908, as if the manager were an applicant for a licence under that section:

Provided that where the proposed manager is the person who was the licensee of the premises immediately before the Corporation became the licensee thereof, the Chairman of the Licensing Committee may in his discretion exempt the Corporation from compliance with this subsection.

Except as provided in this section, it shall not be necessary for any application for the grant or transfer to the Corporation of any such licence to be supported by testimonials or a certificate of fitness.

Where on any such application the Licensing Committee approves the appointment of any person as manager, it shall issue a certificate in accordance with this section, specifying the premises in relation to which the manager is approved.

The Corporation may from time to time apply to the Licensing Committee for its approval of the appointment of some other person to manage the business on the licensed premises, either temporarily during the absence or incapacity of the appointed manager or permanently in substitution for that manager, and the Licensing Committee may issue a certificate approving the appointment accordingly:

Provided that the Chairman of the Licensing Committee may at any time issue a certificate approving the appointment of some person to manage the business on the licensed premises temporarily, during the absence or incapacity of the appointed manager, for any period not exceeding three months.

Nothing in this section or in the Licensing Act 1908 shall be construed as requiring the Corporation to apply annually for the renewal of any certificate under this section:

Provided that the Licensing Committee may at any time require the Corporation to apply for a new certificate under this section in respect of the licensed premises; and in any such case the Corporation shall forthwith apply, and the application shall be dealt with, in accordance with this section.

Any application under this section may be dealt with by the Licensing Committee either at a quarterly licensing meeting or at any special meeting.

Pending the disposal of any application to the Licensing Committee under this section, the Corporation may at any time apply to the Chairman of the Licensing Committee for the issue of a temporary certificate of approval in respect of any premises for any of the purposes of this section, and the Chairman may, if he thinks fit, grant a temporary certificate of approval accordingly. In any such case, the person named in the temporary certificate of approval shall be deemed to be approved under this section until such time as the application to the Licensing Committee is dealt with by the Licensing Committee and a certificate of approval is issued by it in respect of the premises, unless for any reason the temporary certificate of approval ceases to be in force before that time.

Whenever under this section the Licensing Committee or the Chairman thereof approves the appointment of any person to manage the business of any licensed premises, whether temporarily or otherwise, there shall be entered in Part I of the Register of Licences kept under section one hundred and forty-nine of the Licensing Act 1908, in addition to the particulars required by that section, the name of the person so approved and the date of the certificate of approval.

For the purposes of such of the provisions of the Licensing Act 1908, and its amendments, as are specified in the Second Schedule to this Act, the person for the time being approved under this Act as the manager of the business of any licensed premises shall be deemed to be a licensed person in respect of those premises, and those provisions shall apply to him, with the necessary modifications, as if he were the holder of a licence in respect of the premises and as if the certificate of approval of his appointment as manager were a licence and the entry in Part I of the Register of Licences relating to the certificate were an entry relating to a licence; and those provisions may accordingly be enforced against him and given effect to pursuant to the Licensing Act 1908.

Nothing in this section or in the last preceding section shall limit in any way the application of the Licensing Act 1908 to the Corporation or the rights, duties, and liabilities of the Corporation under that Act.

Except as expressly provided in this Act, nothing in this Act shall be construed to derogate from the provisions of any other enactment applicable to the Corporation.

No company or other body shall be incorporated or registered under any Act or otherwise with a name that is identical with the name of the Corporation or that in the opinion of the Registrar of Companies so resembles that name as to be calculated to deceive.

The Governor-General may from time to time by Order in Council make such regulations as may in his opinion be necessary or expedient for giving full effect to the provisions of this Act and for the due administration thereof.