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<ul><li><p> Australian Capital Territory </p><p>Territory-owned Corporations Act 1990 A1990-53 </p><p>Republication No 24 Effective: 10 June 2015 </p><p>Republication date: 10 June 2015 </p><p>Last amendment made by A2015-15 Authorised by the ACT Parliamentary Counsel </p><p>http://www.legislation.act.gov.au/a/2015-15</p></li><li><p>Authorised by the ACT Parliamentary Counselalso accessible at www.legislation.act.gov.au </p><p>About this republication The republished law This is a republication of the Territory-owned Corporations Act 1990 (including any amendment made under the Legislation Act 2001, part 11.3 (Editorial changes)) as in force on 10 June 2015. It also includes any commencement, amendment, repeal or expiry affecting this republished law to 10 June 2015. </p><p>The legislation history and amendment history of the republished law are set out in endnotes 3 and 4. </p><p>Kinds of republications The Parliamentary Counsels Office prepares 2 kinds of republications of ACT laws (see the ACT legislation register at www.legislation.act.gov.au): </p><p> authorised republications to which the Legislation Act 2001 applies </p><p> unauthorised republications. The status of this republication appears on the bottom of each page. </p><p>Editorial changes The Legislation Act 2001, part 11.3 authorises the Parliamentary Counsel to make editorial amendments and other changes of a formal nature when preparing a law for republication. Editorial changes do not change the effect of the law, but have effect as if they had been made by an Act commencing on the republication date (see Legislation Act 2001, s 115 and s 117). The changes are made if the Parliamentary Counsel considers they are desirable to bring the law into line, or more closely into line, with current legislative drafting practice. This republication does not include amendments made under part 11.3 (see endnote 1). </p><p>Uncommenced provisions and amendments </p><p>If a provision of the republished law has not commenced, the symbol U appears immediately before the provision heading. Any uncommenced amendments that affect this republished law are accessible on the ACT legislation register (www.legislation.act.gov.au). For more information, see the home page for this law on the register. </p><p>Modifications </p><p>If a provision of the republished law is affected by a current modification, the symbol M appears immediately before the provision heading. The text of the modifying provision appears in the endnotes. For the legal status of modifications, see the Legislation Act 2001, section 95. </p><p>Penalties At the republication date, the value of a penalty unit for an offence against this law is $150 for an individual and $750 for a corporation (see Legislation Act 2001, s 133). </p><p>http://www.legislation.act.gov.au/a/2001-14http://www.legislation.act.gov.au/http://www.legislation.act.gov.au/a/2001-14http://www.legislation.act.gov.au/a/2001-14http://www.legislation.act.gov.au/a/2001-14http://www.legislation.act.gov.au/http://www.legislation.act.gov.au/a/2001-14http://www.legislation.act.gov.au/a/2001-14</p></li><li><p>R24 10/06/15 </p><p>Territory-owned Corporations Act 1990 Effective: 10/06/15 </p><p>contents 1 </p><p>Authorised by the ACT Parliamentary Counselalso accessible at www.legislation.act.gov.au </p><p> Australian Capital Territory </p><p>Territory-owned Corporations Act 1990 </p><p>Contents Page </p><p>Part 1 Preliminary 1 Name of Act 2 2 Dictionary 2 3 Notes 2 4 Application of Act 2</p><p>Part 2 Establishment of corporations 6 Territory-owned corporations 3 7 Main objectives of corporations 3 8 Status of territory-owned corporations and subsidiaries 4 9 Notification to Assembly 5 10 Legal obligations 5 11 Constitution 5 12 Directors 6 13 Shares in corporations 7</p></li><li><p>Contents </p><p> Page </p><p>contents 2 Territory-owned Corporations Act 1990 Effective: 10/06/15 </p><p>R2410/06/15 </p><p>Authorised by the ACT Parliamentary Counselalso accessible at www.legislation.act.gov.au </p><p> 14 Acquisition of subsidiaries 9</p><p>Part 3 Accountability 15 Provision of information 10 16 Acquisition and disposal of subsidiaries and undertakings 10 16A Obligation to tell shareholders about significant events 12 17 Directions to corporations 14 17A Application of government policies 15 18 Audit 15 18A Audit committee 15 19 Preparation of statement of corporate intent 16 20 Statement of corporate intent 18 21 Modification of statement 19 22 Annual report 19 23 Financial year 22</p><p>Part 4 Borrowing 24 Borrowing from Territory 23 25 Borrowing otherwise than from Territory 23 26 Security 24 27 Borrowing not otherwise permitted 24 28 Guarantee by Territory 25 28A Guarantees by corporation 25</p><p>Part 5 Territory taxes 29 Territory taxes 26 31 Borrowing levy 27</p><p>Part 6 Miscellaneous 32 Profits available for payment of dividends 28 33 Voting equality 28 33A Benefits retained and preserved 28 33B Affirmative action 29 33C Investment of surplus funds 29 34 Regulation-making power 30</p></li><li><p>Contents </p><p> Page </p><p>R24 10/06/15 </p><p>Territory-owned Corporations Act 1990 Effective: 10/06/15 </p><p>contents 3 </p><p>Authorised by the ACT Parliamentary Counselalso accessible at www.legislation.act.gov.au </p><p>Schedule 1 Territory-owned corporations 31</p><p>Schedule 2 Provisions to be included in constitution of territory-owned corporation or subsidiary 32</p><p>Schedule 3 Further provisions to be included in constitution of territory-owned corporation or subsidiary 33</p><p>Schedule 4 Modifications in relation to Icon Water Limited 36</p><p>Dictionary 37</p><p>Endnotes 1 About the endnotes 40 2 Abbreviation key 40 3 Legislation history 41 4 Amendment history 46 5 Earlier republications 51</p></li><li><p>R24 10/06/15 </p><p>Territory-owned Corporations Act 1990 Effective: 10/06/15 </p><p>page 1 </p><p>Authorised by the ACT Parliamentary Counselalso accessible at www.legislation.act.gov.au </p><p> Australian Capital Territory </p><p>Territory-owned Corporations Act 1990 </p><p>An Act to provide for the establishment of government enterprises as territory-owned corporations </p></li><li><p>Part 1 Preliminary </p><p>Section 1 </p><p>page 2 Territory-owned Corporations Act 1990 Effective: 10/06/15 </p><p>R2410/06/15 </p><p>Authorised by the ACT Parliamentary Counselalso accessible at www.legislation.act.gov.au </p><p> Part 1 Preliminary </p><p> 1 Name of Act This Act is the Territory-owned Corporations Act 1990. </p><p> 2 Dictionary The dictionary at the end of this Act is part of this Act. Note 1 The dictionary at the end of this Act defines certain terms used in this </p><p>Act, and includes references (signpost definitions) to other terms defined elsewhere. </p><p> For example, the signpost definition directoratesee the Financial Management Act 1996, dictionary. means that the term directorate is defined in that dictionary and the definition applies to this Act. </p><p>Note 2 A definition in the dictionary (including a signpost definition) applies to the entire Act unless the definition, or another provision of the Act, provides otherwise or the contrary intention otherwise appears (see Legislation Act, s 155 and s 156 (1)). </p><p> 3 Notes A note included in this Act is explanatory and is not part of this Act. Note See the Legislation Act, s 127 (1), (4) and (5) for the legal status of </p><p>notes. </p><p> 4 Application of Act In its application to Icon Water Limited, this Act applies subject to the modifications specified in schedule 4. </p><p>http://www.legislation.act.gov.au/a/1996-22http://www.legislation.act.gov.au/a/1996-22http://www.legislation.act.gov.au/a/2001-14http://www.legislation.act.gov.au/a/2001-14</p></li><li><p>Establishment of corporations Part 2 </p><p>Section 6 </p><p>R24 10/06/15 </p><p>Territory-owned Corporations Act 1990 Effective: 10/06/15 </p><p>page 3 </p><p>Authorised by the ACT Parliamentary Counselalso accessible at www.legislation.act.gov.au </p><p> Part 2 Establishment of corporations </p><p> 6 Territory-owned corporations (1) A company specified in schedule 1 is a territory-owned corporation. </p><p> (2) A regulation may amend schedule 1 to reflect a change in the name of a company. </p><p> 7 Main objectives of corporations (1) The main objectives of a territory-owned corporation or subsidiary </p><p>are </p><p> (a) to operate at least as efficiently as any comparable business; and </p><p> (b) to maximise the sustainable return to the Territory on its investment in the corporation or subsidiary in accordance with the performance targets in the latest statement of corporate intent of the corporation; and </p><p> (c) to show a sense of social responsibility by having regard to the interests of the community in which it operates, and by trying to accommodate or encourage those interests; and </p><p> (d) if its activities affect the environmentto operate in accordance with the object of ecologically sustainable development. </p><p> (2) The main objectives of the company are of equal importance. </p><p> (3) In this section: </p><p>ecologically sustainable development means the effective integration of environmental and economic considerations in decision-making processes achievable through implementation of the following principles: </p><p> (a) the precautionary principle; </p></li><li><p>Part 2 Establishment of corporations </p><p>Section 8 </p><p>page 4 Territory-owned Corporations Act 1990 Effective: 10/06/15 </p><p>R2410/06/15 </p><p>Authorised by the ACT Parliamentary Counselalso accessible at www.legislation.act.gov.au </p><p> (b) the inter-generational equity principle; </p><p> (c) conservation of biological diversity and ecological integrity; </p><p> (d) improved valuation and pricing of environmental resources. </p><p>inter-generational equity principle means that the present generation should ensure that the health, diversity and productivity of the environment is maintained or enhanced for the benefit of future generations. </p><p>precautionary principle means that, if there is a threat of serious or irreversible environmental damage, a lack of full scientific certainty should not be used as a reason for postponing measures to prevent environmental degradation. </p><p> 8 Status of territory-owned corporations and subsidiaries (1) A territory-owned corporation or subsidiary is not, only because of </p><p>its status as a territory-owned corporation or subsidiary </p><p> (a) the Territory; or </p><p> (b) a representative of the Territory; or </p><p> (c) a government entity under the Legislation Act, section 121 (Binding effect of Acts). </p><p> (2) Accordingly, a territory-owned corporation or subsidiary is not, only because of its status as a territory-owned corporation or subsidiary </p><p> (a) entitled to any immunity or privilege of the Territory; or </p><p> (b) exempt from a tax, duty, fee or charge payable under an Act. </p><p> (3) Also, the Territory is liable for the debts and other liabilities of a territory-owned corporation or subsidiary only if </p><p> (a) this or another Act provides that the Territory is liable; or </p><p> (b) the Territory agrees to be liable. </p><p>http://www.legislation.act.gov.au/a/2001-14</p></li><li><p>Establishment of corporations Part 2 </p><p>Section 9 </p><p>R24 10/06/15 </p><p>Territory-owned Corporations Act 1990 Effective: 10/06/15 </p><p>page 5 </p><p>Authorised by the ACT Parliamentary Counselalso accessible at www.legislation.act.gov.au </p><p> (4) This section has effect despite the Legislation Act, section 121. </p><p> 9 Notification to Assembly (1) If a company becomes a territory-owned corporation or a subsidiary, </p><p>the Portfolio Minister must, within 15 sitting days of the occurrence, present to the Legislative Assembly </p><p> (a) a statement setting out </p><p> (i) the names of the shareholders; and </p><p> (ii) a description of the principal activities to be carried out by the company; and </p><p> (b) a copy of the constitution of the company. </p><p> (2) If there is a change in a matter specified in the statement or in the constitution, the Minister must, within 15 sitting days of the change, present to the Legislative Assembly a further statement setting out </p><p> (a) for a change in a matter mentioned in subsection (1) (a)details of the change; and </p><p> (b) for a change in the constitutiona summary of the change. </p><p> 10 Legal obligations The obligations imposed by this Act on a company or the directors or shareholders of a company are additional to the obligations that are imposed on them by any other law or the constitution of the company. </p><p> 11 Constitution (1) The voting shareholders of a territory-owned corporation must </p><p>ensure that the constitution of the corporation or any subsidiary always contains provisions to the effect of those required by schedule 2 and schedule 3. </p><p>http://www.legislation.act.gov.au/a/2001-14</p></li><li><p>Part 2 Establishment of corporations </p><p>Section 12 </p><p>page 6 Territory-owned Corporations Act 1990 Effective: 10/06/15 </p><p>R2410/06/15 </p><p>Authorised by the ACT Parliamentary Counselalso accessible at www.legislation.act.gov.au </p><p> (2) If the constitution of a company that becomes a territory-owned corporation or subsidiary does not comply with schedule 2 or schedule 3, the voting shareholders must ensure that compliance is achieved as soon as possible. </p><p> (3) The Legislative Assembly may approve a provision in the constitution of a territory-owned corporation or subsidiary that is inconsistent with this Act. </p><p> (4) A provision in the constitution of a territory-owned corporation or subsidiary that </p><p> (a) is inconsistent with this Act; and </p><p> (b) has not been approved by the Legislative Assembly; </p><p>is of no effect to the extent of the inconsistency. </p><p> 12 Directors (1) Subject to this section, a person is not eligible to be appointed as </p><p>director of a territory-owned corporation or a subsidiary unless, in the opinion of the voting shareholders, the person has the expertise or skills necessary to assist the corporation to achieve its principal objective. </p><p> (2) Subject to subsection (3), the voting shareholders must not </p><p> (a) appoint a director of a territory-owned corporation; or </p><p> (b) consent to the appointment of a director of a subsidiary; </p><p>unless, before so doing, they have </p><p> (c) consulted with the relevant committee; and </p><p> (d) considered any recommendation made by the committee within 30 days after the consultation. </p><p> (3) If, for any reason, the number of directors of a territory-owned corporation or a subsidiary falls below </p></li><li><p>Establishment of corporations Part 2 </p><p>Section 13 </p><p>R24 10/06/15 </p><p>Territory-owned Corporations Act 1990 Effective: 10/06/15 </p><p>page 7 </p><p>Authorised by the ACT Parliamentary Counselalso accessible at www.legislation.act.gov.au </p><p> (a) if the constitution of the corporation or subsidiary provides or provide for the minimum number of directorsthat number; or </p><p> (b) in any other casethe minimum number of directors required under the Corporations Act; </p><p>the voting shareholders are not required to comply with subsection (2) in relation to an appointment that, when made, will raise the number of directors to the number mentioned in paragraph (a) or (b), as the case requires. </p><p> (4) In this section: </p><p>relevant committee means </p><p> (a) a standing committee of the Legislative Assembly nominated by the Speaker of the Legislative Assembly for this section; or </p><p> (b) if no nomination in paragraph (a) is in effectthe standing committee of the Legislative Assembly responsible for the scrutiny of public accounts. </p><p> 13 Shares in corporations (1) The Chief Minister may, in writing, authorise a person to participate </p><p>in the formation of a company that it is intended will become...</p></li></ul>

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