An Act to establish the New Zealand Trade Development Board, to define its function and powers, and to repeal the New Zealand Market Development Board Act 1986

BE IT ENACTED by the Parliament of New Zealand as follows:

1 Short Title and commencement

(1)

This Act may be cited as the New Zealand Trade Development Board Act 1988.

(2)

This Act shall come into force on the 1st day of December 1988.

2 Interpretation

In this Act, unless the context otherwise requires,—

“Board” means the New Zealand Trade Development Board established by section 3 of this Act:

“Minister” means the Minister of External Relations and Trade:

“New Zealand Market Development Board” means the New Zealand Market Development Board established by section 3 of the New Zealand Market Development Board Act 1986:

“Trade Commission” means the division of the Department of Trade and Industry which immediately before the commencement of this Act provided services to exporters and potential exporters.

3 Establishment of Board

(1)

There is hereby established a board to be called the New Zealand Trade Development Board.

(2)

The Board shall be a body corporate with perpetual succession and a common seal, with power to purchase, take, hold, transfer, and lease property, to sue and be sued, and shall have all the rights, powers, and privileges of a natural person.

Compare: 1986, No. 1, s. 3(1), (4)

4 Function of Board

The function of the Board is to foster the development and expansion of New Zealand’s foreign-exchange earnings.

Compare: 1986, No. 1, s. 11

5 Powers of Board

(1)

The Board shall have all such powers as are reasonably necessary or expedient to enable it to perform its function.

(2)

Without limiting the generality of subsection (1) of this section, the Board shall have power—

(a)

To make grants or advances of money, on such terms and conditions as it thinks fit, to any organisation, public body, sector group, or person engaged in any activity that has the purpose of promoting New Zealand’s foreign-exchange earnings:

(b)

To purchase, take on lease, hire, or otherwise acquire any real or personal property, or any interest in any real or personal property, both in New Zealand and overseas, and improve, manage, and develop any such property:

(c)

To sell, lease, hire, or otherwise dispose of any real or personal property, or any interest in any real or personal property, vested in the Board:

(d)

To solicit and accept for the purposes of the Board any money, land, or other property from any public body, organisation, sector group, or person by way of grant, subsidy, donation, gift, fee, subscription, or otherwise:

(e)

To subscribe for or otherwise acquire shares or other interests in, or join in association with, any incorporated or unincorporated body which is engaged in, or intends to engage in, activities consistent with the carrying out of the Board’s function.

Compare: 1986, No. 1, s. 12

6 Membership of Board

The Board shall consist of—

(a)

Not more than 8 members to be appointed by the Minister:

(b)

The Secretary of External Relations and Trade.

Compare: 1986, No. 1, s. 3(2)

7 Board to comply with policy of Government

(1)

The Board shall, in the performance and exercise of its function and powers, comply with any directions relating to the policy of the Government given to it by the Minister by notice in writing.

(2)

Where a notice is given to the Board under subsection (1) of this section, the Minister shall, as soon as practicable after the giving of the notice,—

(a)

Publish a copy of it in the Gazette; and

(b)

Lay a copy of it before the House of Representatives.

Compare: 1986, No. 1, s. 19; 1988, No. 13, s. 7

8 Further provisions relating to Board

The provisions set out in the First Schedule to this Act shall apply in respect of the Board.

9 Dissolution of New Zealand Market Development Board

(1)

On the 1st day of December 1988,—

(a)

The New Zealand Market Development Board shall be dissolved:

(b)

The term of office of every member of the New Zealand Market Development Board, and any chief executive officer to that Board appointed under section 14 of the New Zealand Market Development Board Act 1986, shall cease:

(c)

All real and personal property vested in the New Zealand Market Development Board shall become vested in the Board, subject to all liabilities, charges, and obligations:

(d)

All funds of the New Zealand Market Development Board, however held, shall be transferred to the Board:

(e)

All money payable to the New Zealand Market Development Board or to the Trade Commission shall become payable to the Board:

(f)

All rights, obligations, and liabilities of the New Zealand Market Development Board or of the Trade Commission shall become the rights, obligations, and liabilities of the Board:

(g)

All proceedings pending by or against the New Zealand Market Development Board or the Trade Commission may be carried on, completed, or enforced by or against the Board.

(2)

As soon as practicable after the 1st day of December 1988, the Chairperson of the Board shall arrange for final accounts of the New Zealand Market Development Board to be prepared showing its financial position as at the close of the 30th day of November 1988.

(3)

A copy of the final accounts, together with a copy of the report of the Audit Office on those accounts, shall be sent by the Chairperson of the Board to the Minister.

(4)

A copy of the final accounts, together with a copy of the report of the Audit Office on those accounts, shall be laid before the House of Representatives by the Minister as soon as practicable after their receipt by the Minister.

10 Appointed members of New Zealand Market Development Board deemed to be members of Board

(1)

Every appointed member of the New Zealand Market Development Board holding office immediately before the commencement of this Act shall be deemed to be appointed as a member of the Board under section 6(a) of this Act.

(2)

The Chairman of the New Zealand Market Development Board holding office immediately before the commencement of this Act shall be deemed to be appointed as the Chairperson of the Board under clause 1 of the First Schedule to this Act.

(3)

The term of office of every person deemed to be appointed a member of the Board pursuant to this section shall expire on the date on which, but for the passing of this Act, that term would have expired under the provisions of the New Zealand Market Development Board Act 1986.

11 Review of activities of Board

(1)

As soon as practicable after the 1st day of December 1993 the Minister shall appoint a committee to—

(a)

Review the activities carried out by the Board since its establishment; and

(b)

Consider the future of the Board and any improvements and alterations to the structure, function, and activities of the Board that may be desirable; and

(c)

Report its findings to the Minister.

(2)

The members of the committee shall elect one of their number to be chairperson.

(3)

There shall be paid to every member of the committee, out of the Board’s funds, remuneration by way of fees or allowances, and travelling allowances and expenses, in accordance with the Fees and Travelling Allowances Act 1951 as if the member was a member of a statutory Board within the meaning of that Act.

Compare: 1986, No. 1, s. 35

12 Repeal and consequential amendments

(1)

The New Zealand Market Development Board Act 1986 is hereby repealed.

(2)

The enactments specified in the Second Schedule to this Act are hereby consequentially amended in the manner indicated in that Schedule.

SCHEDULES

FIRST SCHEDULE Provisions Relating to New Zealand Trade Development Board

Section 8

1 Chairperson and Deputy Chairperson of Board

(1)

The Minister shall, from time to time, appoint a member of the Board as Chairperson of the Board.

(2)

The Board may, from time to time, appoint a member of the Board as Deputy Chairperson of the Board.

Compare: 1986, No. 1, s. 5

2 Terms of office

(1)

Except as otherwise provided in clause 3 of this Schedule, every member of the Board appointed under section 6(a) of this Act shall hold office for such term not exceeding 4 years as the Minister shall specify in the instrument appointing that member.

(2)

Every appointed member shall be eligible for reappointment from time to time.

(3)

Where the term for which a member has been appointed expires, that member, unless sooner vacating or removed from office under clause 3 of this Schedule, shall continue to hold office, by virtue of the appointment for the term that has expired, until—

(a)

That member is reappointed; or

(b)

A successor to that member is appointed; or

(c)

That member is informed in writing by the Minister that that member is not to be reappointed and that a successor to that member is not to be appointed.

Compare: 1986, No. 1, s. 4(1), (2)

3 Vacation of office

(1)

Any member of the Board appointed under section 6(a) of this Act may at any time be removed from office by the Minister for disability, neglect of duty, or misconduct proved to the satisfaction of the Minister.

(2)

Any member of the Board appointed under section 6(a) of this Act may at any time resign the office by notice in writing addressed to the Minister.

(3)

The powers of the Board shall not be affected by any vacancy in its membership.

Compare: 1986, No. 1, s. 4(3), (4)

4 Deputies of members

(1)

If the Minister is satisfied that a member of the Board specified in section 6(a) of this Act is incapacitated by illness, absence, or other sufficient cause from performing the duties of the member’s office, the Minister may, after consulting the Board, appoint a deputy to act for the member during the member’s incapacity.

(2)

The member of the Board specified in section 6(b) of this Act may appoint any person to attend any meeting or meetings of the Board in that member’s place. The fact that any such person so attends shall, in the absence of proof to the contrary, be sufficient evidence of that person’s authority to do so.

(3)

At any meeting of the Board not attended by a member, the member’s deputy may act in place of the member. While so acting, the deputy shall be deemed to be a member of the Board.

(4)

Neither the appointment of a deputy nor any act done by a deputy or the Board shall in any proceedings be questioned on the ground that the occasion for any deputy’s appointment had not arisen or had ceased.

Compare: 1986, No. 1, s. 6

5 Meetings of Board

(1)

The Board shall meet at such times and places as the Board or its Chairperson from time to time appoints.

(2)

The quorum for a meeting of the Board is 4 members.

(3)

At meetings of the Board—

(a)

The Chairperson shall preside if present:

(b)

If the Chairperson is absent, the Deputy Chairperson, if any, shall preside if present:

(c)

Otherwise, a member agreed by the members present or, if they cannot agree, chosen by lot, shall preside.

(4)

Subject to subclause (5) of this clause, every question before the Board shall be decided by a majority of the valid votes recorded on it.

(5)

The person presiding at a meeting of the Board shall have a deliberative vote and, in the event of an equality of votes, a casting vote.

(6)

A written resolution signed, or assented to by letter, telegram, facsimile transmission, or telex, by all members of the Board (not being deputies) shall be as valid and effectual as if duly passed at a meeting of the Board.

(7)

Subject to this Act, the Board may regulate its own procedure.

Compare: 1986, No. 1, s. 7

6 Funds and resources of Board

The funds and resources of the Board shall consist of—

(a)

Any money appropriated by Parliament and paid to the Board for the purposes of the Board:

(b)

Any money or resources received by the Board in respect of services provided by the Board in the exercise of its function:

(c)

All other money and property lawfully received by the Board for the purpose of performing its function:

(d)

All accumulations of income derived from any such property or money.

Compare: 1986, No. 1, s. 23

7 Employees

(1)

The Board may appoint such officers and employees, including officers and employees on secondment from other organisations, as it thinks necessary for the efficient performance of its function.

(2)

Subject to the terms and conditions of employment, the Board may at any time terminate or suspend the employment of any of the Board’s officers or employees.

(3)

Officers and employees appointed under subclause (1) of this clause shall be employed on such terms and conditions of employment and shall be paid such salaries and allowances as the Board from time to time determines.

(4)

Any determination under subclause (3) of this clause shall take effect on such date (whether the date of the determination or any earlier or later date) as may be specified therein. If no date is specified, the determination shall take effect on the date thereof.

(5)

No person shall be deemed to be employed in the service of the Crown or in any part of the State services within the meaning of the State Sector Act 1988 by reason only of being employed under this section.

Compare: 1986, No. 1, s. 15(1), (3)

8 Superannuation and retiring allowances

(1)

For the purpose of providing superannuation or retiring allowances for its officers and employees, the Board may from time to time pay sums of money by way of subsidy into any scheme under the National Provident Fund Act 1950 containing provision for employer subsidy or into any other employer-subsidised scheme approved by the Minister of Finance for the purposes of this section.

(2)

Notwithstanding anything in this Act, any person who, immediately before becoming an officer or employee of the Board, is a contributor to the Government Superannuation Fund under Part II or Part IIa of the Government Superannuation Fund Act 1956 shall be deemed, for the purposes of that Act, to be employed in the Government service so long as that person continues to be an officer or employee of the Board; and that Act shall apply to the person in all respects as if service as such an officer or employee were Government service. For the purposes of the Government Superannuation Fund Act 1956, the controlling authority in relation to any such person shall be the Board.

(3)

Subject to the Government Superannuation Fund Act 1956, nothing in subclause (2) of this clause shall entitle any person to whom that subclause applies to become a contributor to the Government Superannuation Fund after ceasing to be a contributor to that Fund.

Compare: 1986, No. 1, s. 17

9 Personal liability of members, etc.

No member of the Board, and no officer or employee of the Board, shall be personally liable for any liability of the Board or for any act done or omitted to be done by the Board, or by any member, officer, or employee of the Board, in good faith in pursuance, or intended pursuance, of the function or powers of the Board.

Compare: 1986, No. 1, s. 18

10 Exemption from taxation

The Board shall be exempt from land tax and income tax.

Compare: 1986, No. 1, s. 33

11 Members of Board to declare pecuniary interests

(1)

If any matter before the Board is a matter in which a member has any direct or indirect pecuniary interest, other than an interest in common with the public, that member shall, when the matter is raised, declare to the meeting that the member has such a pecuniary interest and shall not vote on the matter.

(2)

Every such declaration of interest shall be recorded in the minutes of the meeting.

Compare: 1986, No. 1, s. 10

12 Board to fix its own remuneration and travelling allowances

The members of the Board shall be paid such fees, salary, allowances, and travelling allowances and expenses as the Board may from time to time determine with the approval of the Minister.

Compare: 1986, No. 1, s. 9

13 Investment of funds

The Board may invest any of its funds available for investment in accordance with the provisions of the Trustee Act 1956 as to the investment of trust funds.

Compare: 1986, No. 1, s. 27

14 Bank accounts

The Board may open and operate bank accounts at any banks within New Zealand or overseas.

Compare: 1986, No. 1, s. 26

15 Board to prepare financial statements

As soon as is practicable after the 30th day of June in each year, the Board shall prepare the following statements:

(a)

Statements of the Board’s financial position at the end of the year ending with that day:

(b)

Statements of all changes in the Board’s financial position during the year:

(c)

Statements of the Board’s revenue and expenditure during the year:

(d)

Such other statements as are necessary to show fully the Board’s financial position during the year.

Compare: 1986, No. 1, s. 31(1), (2)

16 Audit of accounts and financial statements

(1)

The Audit Office shall audit the accounts of the Board, and the financial statements referred to in clause 15 of this Schedule.

(2)

For the purposes of subclause (1) of this clause, the Audit Office shall have and may exercise and perform—

(a)

All the functions, duties, and powers of an auditor under the Companies Act 1955; and

(b)

All the powers it has under the Public Finance Act 1977 in respect of public money and stores, and the audit of local authorities’ accounts.

Compare: 1986, No. 1, s. 31(3)

17 Annual report and statements to be laid before House of Representatives

(1)

As soon as is practicable after the 30th day of June in each year, the Board shall prepare and give to the Minister a report of its proceedings and operations for the year, together with a copy of the accounts and financial statements and the report of the Audit Office on them.

(2)

As soon as is practicable after receiving copies of any such report, accounts, statements, and report of the Audit Office, the Minister shall lay copies before the House of Representatives.

Compare: 1986, No. 1, s. 32

18 Common seal to be judicially noticed

The common seal of the Board shall be judicially noticed in all Courts and for all purposes.

SECOND SCHEDULE Enactments Amended

Section 12(2)

Enactment	Amendment
1956, No. 107—The Electoral Act 1956 (R.S. Vol. 19, p. 159)	By inserting in section 42(3)(a) (as substituted by section 12(4) of the Foreign Affairs Amendment Act 1988), after subparagraph (ii), the following subparagraph: “(iii) An officer or employee of the New Zealand Trade Development Board established by the New Zealand Trade Development Board Act 1988,—”.
1956, No. 107—The Electoral Act 1956 (R.S. Vol. 19, p. 159)	By inserting in section 42(3)(b)(i) (as so substituted), after the expression “subparagraph (ii)”, the expression “or subparagraph (iii)”.
1975, No. 9—The Ombudsmen Act 1975 (R.S. Vol. 21, p. 657)	By inserting in Part II of the First Schedule, in its appropriate alphabetical order, the name “The New Zealand Trade Development Board.”
1977, No. 61—The Citizenship Act 1977	By adding to section 6(4)(b) (as substituted by section 10 of the Foreign Affairs Amendment Act 1988) the following subparagraph: “(iii) An officer or employee of the New Zealand Trade Development Board (as established by the New Zealand Trade Development Board Act 1988) on service overseas.”
1982, No. 156—The Official Information Act 1982 (R.S. Vol. 21, p. 579)	By omitting from the First Schedule (as substituted by section 23(1) of the Official Information Amendment Act 1987) the words “New Zealand Market Development Board”, and inserting, in its appropriate alphabetical order, the following item: “New Zealand Trade Development Board”.
1987, No. 8—The Official Information Amendment Act 1987 (R.S. Vol. 21, p. 634)	By repealing section 23(2)(c).

This Act is administered in the Ministry of External Relations and Trade.

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New Zealand Trade Development Board Act 1988