Public Finance Act 1989

Part 5AAA Non-listed companies in which the Crown is majority or sole shareholder

Part 5AAA: inserted, on 18 July 2013, by section 31 of the Public Finance Amendment Act 2013 (2013 No 50).

45OA Application of Crown Entities Act 2004 to non-listed companies in which the Crown is majority or sole shareholder

(1)

The following provisions of the Crown Entities Act 2004 apply to a Schedule 4A company as if the company were a Crown entity company under the Crown Entities Act 2004:

(a)

section 79 (which relates to formation and acquisition of shares):

(b)

sections 81 and 82 (which require a constitution to be presented to the House of Representatives), except that section 81 must be read as if it required the constitution to contain a statement to the effect that the company is a company named in Schedule 4A of the Public Finance Act 1989:

(c)

sections 83 and 84 (which relate to the shareholding Minister), except that, if the company is not 100% Crown-owned, the references in section 84 to a shareholding Minister must be read as if they were references to the shareholders:

(d)

section 85 (which relates to the interface between the Crown Entities Act 2004 and the Companies Act 1993 and other Acts in respect of Crown entity companies):

(e)

if the company is 100% Crown-owned,—

(i)

section 88 (which sets out the shareholding Ministers’ role):

(ii)

section 88A (which sets out the monitor’s role):

(f)

sections 89 to 92, 94, and 95 (which relate to appointment, removal, and duties of board members), except that, if the company is not 100% Crown-owned, the reference in section 94(1) to duties owed to the shareholding Ministers must be read as a reference to duties owed to shareholders:

(g)

sections 96, 97, and 99 (which relate to subsidiaries):

(h)

section 100 (which relates to the acquisition of shares or interests in companies, trusts, and partnerships, etc):

(i)

section 102 (which relates to the interface between the Crown Entities Act 2004 and the Companies Act 1993 and other Acts in respect of Crown entity subsidiaries):

(j)

sections 107 to 111 and 113 (which relate to directions under section 107 of the Crown Entities Act 2004):

(k)

section 114 (which relates to government directions):

(l)

section 118 (which is the obligation to be a good employer):

(m)

sections 132 to 135 (miscellaneous provisions):

(n)

sections 136 to 157A (which relate to reporting obligations):

(o)

section 158 (which relates to bank accounts):

(p)

if there is a tick in a column of the table in Schedule 4A of this Act alongside the name of the company, the section indicated in the heading of that column.

(2)

In the case of a Schedule 4A company that is not 100% Crown-owned, subsection (1)(n) does not prevent the shareholders from agreeing on a process for minority shareholders to be involved in the process of preparing, reviewing, or amending the statement of intent or statement of performance expectations referred to in sections 136 to 157A of the Crown Entities Act 2004, but only if the agreed process is not inconsistent with those sections.

(3)

For the purposes of subsections (1) and (2), a Schedule 4A company is 100% Crown-owned if Ministers of the Crown, on behalf of the Crown, hold 100% of the issued ordinary shares in the capital of the company.

(4)

For the purposes of section 107(2)(a) of the Crown Entities Act 2004, Schedule 4A companies may be treated as a category of Crown entities.

(5)

If a Schedule 4A company is established or regulated under an Act, the provisions applied by this section apply to the company subject to any express negation or modification of the provision in that Act.

Section 45OA: inserted, on 18 July 2013, by section 31 of the Public Finance Amendment Act 2013 (2013 No 50).

Section 45OA(1)(n): amended, on 1 July 2014, by section 96 of the Public Finance Amendment Act 2013 (2013 No 50).

Section 45OA(2): amended, on 1 July 2014, by section 96 of the Public Finance Amendment Act 2013 (2013 No 50).