Development Finance Corporation of New Zealand Act 1986

1: Short Title and commencement
1: This Act may be cited as the Development Finance Corporation of New Zealand Act 1986.
2: Except as provided in subsection (3), this Act shall come into force on the date on which it receives the Governor-General's assent.
3: Sections 5 to 19 Section 1(3) brought into force 1 April 1987 Development Finance Corporation of New Zealand Act Commencement Order 1987
2: Interpretation
In this Act, unless the context otherwise requires,— appointed day sections 5 to 19 company section 4 Companies Act 1955 Development Finance Corporation Development Finance Corporation Act 1973 instrument
a: any instrument (other than this Act) of any form or kind that creates, evidences, modifies, or extinguishes rights, interests, or liabilities or would do so if it or a copy thereof were lodged, filed, or registered under any enactment; and
b: any judgment, order, or process of a court instrument by way of security section 2 of the Chattels Transfer Act 1924 land section 2 liabilities property
a: choses in action and money:
b: goodwill:
c: rights, interests and claims of every kind in or to property, whether arising from, accruing under, created or evidenced by or the subject of, an instrument or otherwise and whether liquidated or unliquidated, actual, contingent, or prospective rights security subsidiary section 158 of the Companies Act 1955 undertaking Section 2 company substituted 23 September 1988 section 3 Development Finance Corporation of New Zealand Amendment Act 1988
3: Act to bind the Crown
This Act shall bind the Crown.
4: Incorporation of company
1: Notwithstanding anything in the Companies Act 1955
a: has the name Development Finance Corporation of New Zealand Limited
b: has an authorised capital of $200 million divided into 200 million shares of $1 each of which—
i: 55 million shall be ordinary shares which on incorporation shall be subscribed for on behalf of the Crown by the Minister of Commerce
ii: 145 million shall be unclassified and not subscribed for on incorporation.
2: On the appointed day the 55 million shares subscribed for in the capital of the company in accordance with subsection (1)(b)(i) shall be deemed to have been allotted as fully paid up to the Minister of Commerce
3: Nothing in section 60 of the Companies Act 1955
4: Except as provided in subsection (1) and subsection (3), the Companies Act 1955
5: Nothing in this Act limits or prevents the name of the company being changed, or the capital of the company being altered, in accordance with the provisions of the Companies Act 1955 Section 4(1)(b)(i) amended 1 December 1988 section 4(1) Trade and Industry Act Repeal Act 1988 Section 4(2) amended 1 December 1988 section 4(1) Trade and Industry Act Repeal Act 1988 Section 4(4) substituted 18 November 1988 section 4 Development Finance Corporation of New Zealand Amendment Act 1988
5: Transfer of undertaking of Development Finance Corporation
On the appointed day, by virtue of this Act, the undertaking of the Development Finance Corporation shall vest in the company.
6: Consequential provisions on transfer of undertaking of Development Finance Corporation
Without limiting the generality of section 5
a: a reference (express or implied) to the Development Finance Corporation in any instrument, register, record, notice, security, document or communication made, given, passed, or executed at any time shall be read and construed as a reference to the company:
b: all contracts, agreements, conveyances, deeds, leases, licences, and other instruments, undertakings, and notices, (whether or not in writing), entered into by, made with, given to or by, or addressed to the Development Finance Corporation (whether alone or with any other person) before the appointed day and subsisting immediately before the appointed day shall, to the extent that they were previously binding on and enforceable by, against, or in favour of the Development Finance Corporation, be binding on and enforceable by, against, or in favour of the company as fully and effectually in every respect as if, instead of the Development Finance Corporation, the company had been the person by whom they were entered into, with whom they were made or to or by whom they were given or addressed, as the case may be:
c: an instruction, order, direction, mandate, or authority given to the Development Finance Corporation and subsisting immediately before the appointed day shall be deemed to have been given to the company:
d: a security held by the Development Finance Corporation as security for a debt or other liability to the Development Finance Corporation incurred before the appointed day shall be available to the company as security for the discharge of that debt or liability and, where the security extends to future or prospective debts or liabilities, shall be available as security for the discharge of debts or liabilities to the company incurred on or after the appointed day; and, in relation to a security, the company shall be entitled to all the rights and priorities (howsoever arising) and shall be subject to all liabilities to which the Development Finance Corporation would have been entitled or subject if this Act had not been passed:
e: all the rights and liabilities of the Development Finance Corporation as bailor or bailee of documents or chattels shall be vested in and assumed by the company:
f: a negotiable instrument or order for payment of money which before the appointed day is drawn on or given to or accepted or indorsed by the Development Finance Corporation or payable at a place of business of the Development Finance Corporation shall, unless the context otherwise requires, have the same effect on and after the appointed day as if it had been drawn on or given to or accepted or indorsed by the company instead of the Development Finance Corporation or was payable at the place of business of the company:
g: nothing effected or authorised by this Act—
i: shall be regarded as placing the Development Finance Corporation, or the company, or any other person in breach of contract or confidence or as otherwise making any of them guilty of a civil wrong; or
ii: shall be regarded as giving rise to a right for any person to terminate or cancel any contract or arrangement or to accelerate the performance of any obligation; or
iii: shall be regarded as placing the Development Finance Corporation, or the 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 of any property or the disclosure of any information; or
iv: shall release any surety wholly or in part from all or any obligation; or
v: shall invalidate or discharge any contract or security:
h: any action, arbitration or proceedings or cause of action which immediately before the appointed day is pending or existing by, against, or in favour of the Development Finance Corporation or to which the Development Finance Corporation is a party may be prosecuted, and without amendment of any writ, pleading or other document, continued and enforced by, against, or in favour of the company. Section 6(a) substituted 23 September 1988 section 5 Development Finance Corporation of New Zealand Amendment Act 1988
7: Employees
Notwithstanding any other provision of this Act—
a: on the appointed day each employee of the Development Finance Corporation shall become an employee of the company but, for the purposes of every enactment, law, award, determination, contract, and agreement relating to the employment of each such employee, the contract of employment of that employee shall be deemed to have been unbroken and the period of service with the Development Finance Corporation shall be deemed to have been a period of service with the company:
b: the terms and conditions of employment of each such employee shall, until varied, be identical with the terms and conditions of that employee's employment with the Development Finance Corporation immediately before the appointed day and be capable of variation in the same manner:
c: no such employee shall be entitled to receive any payment or other benefit by reason only of that employee ceasing by virtue of this Act to be an employee of the Development Finance Corporation.
8: Crown shareholding
1: The responsible Minister of the Crown
a: subscribe for or otherwise acquire shares or other securities in the capital of the company:
b: sell or otherwise dispose of any shares or other securities in the capital of the company (including shares subscribed for by those Ministers under section 4
2: All money required for the purposes of this section shall be paid out of public
3: Shares in the capital of the company in the name of a person described as the responsible Minister of the Crown responsible Minister of the Crown
4: Notwithstanding any other enactment or rule of law, it shall not be necessary to complete or register a transfer of shares in the capital of the company consequent upon a change in the person holding office as responsible Minister of the Crown
5: The responsible Minister of the Crown Section 8 substituted 23 September 1988 section 6 Development Finance Corporation of New Zealand Amendment Act 1988 Section 8(1) amended 1 December 1988 section 3(1) Trade and Industry Act Repeal Act 1988 Section 8(2) amended 26 July 1989 section 86(1) Public Finance Act 1989 Section 8(3) amended 1 December 1988 section 3(1) Trade and Industry Act Repeal Act 1988 Section 8(4) amended 1 December 1988 section 3(1) Trade and Industry Act Repeal Act 1988 Section 8(5) amended 1 December 1988 section 3(1) Trade and Industry Act Repeal Act 1988
9: Further provisions relating to Crown shareholding
Section 9 repealed 23 September 1988 section 6 Development Finance Corporation of New Zealand Amendment Act 1988
10: Books and documents to remain evidence
1: Any document, matter, or thing, which if this Act had not been passed would have been admissible in evidence in respect of any matter for or against the Development Finance Corporation shall, on and after the appointed day, be admissible in evidence in respect of the same matter for or against the company.
2: In this section, document section 2(1)
11: Registers
1: No Registrar of Deeds or District Land Registrar or any other person charged with the keeping of any books or registers shall be obliged solely by reason of the foregoing provisions of this Act to change the name of the Development Finance Corporation to that of the company in those books or registers or in any document.
2: The presentation to any registrar or other person of any instrument, whether or not comprising an instrument of transfer by the company,—
a: executed or purporting to be executed by the company; and
b: relating to any property held immediately before the appointed day by the Development Finance Corporation; and
c: containing a recital that that property has become vested in the company, by virtue of the provisions of this Act— shall, in the absence of evidence to the contrary, be sufficient proof that the property is vested in the company.
12: References to Development Finance Corporation in other enactments
On and after the appointed day every reference to the Development Finance Corporation in any enactment (other than this Act) or in any regulation, order, or notice made or given under any such enactment shall be read and construed as a reference to the company. Section 12 substituted 23 September 1988 section 7(1) Development Finance Corporation of New Zealand Amendment Act 1988
13: Protection of name of Development Finance Corporation
Section 13 repealed 23 September 1988 section 8 Development Finance Corporation of New Zealand Amendment Act 1988
14: Audit Office to be auditor of company and subsidiaries
Section 14 repealed 18 November 1988 section 9(1) Development Finance Corporation of New Zealand Amendment Act 1988
15: Annual report and accounts
Section 15 repealed 18 November 1988 section 10(1) Development Finance Corporation of New Zealand Amendment Act 1988
16: Directors of Development Finance Corporation not personally liable
No person who immediately before the appointed day was a director of the Development Finance Corporation, or, who, before the appointed day, ceased to be a director of the Development Finance Corporation, shall be personally liable for any act or default done or made before the appointed day by the Board of Directors of the Development Finance Corporation or by any director in good faith in the course of operations of that Board of Directors.
17: Taxes and duties
1: For the purposes of the Inland Revenue Acts, and any other enactment that imposes or provides for the collection of a tax, duty, levy, or other charge—
a: the Development Finance Corporation and the company shall be deemed to be the same person; and
b: all transactions entered into by, and acts of, the Development Finance Corporation before the appointed day shall be deemed to have been entered into by, or to be those of, the company and to have been entered into or performed by the company at the time when they were entered into or performed by the Development Finance Corporation.
2: For the purposes of the Goods and Services Tax Act 1985 section 2
3: For the purposes of subsection (1), the expression Inland Revenue Acts Schedule Section 17(3) amended 1 April 1995 Income Tax Act 1994
18: Trustee investment status
Section 18 repealed 1 October 1988 section 16(1) Trustee Amendment Act 1988
18A: Acquisition of company's securities by National Provident Fund
1: Money belonging to the National Provident Fund may be invested in the acquisition of, or subscription for, any securities (within the meaning of section 2
2: The powers conferred by subsection (1) are in addition to those conferred by section 6(1) of the National Provident Fund Act 1950 Section 18A inserted 23 September 1988 section 11 Development Finance Corporation of New Zealand Amendment Act 1988
19: Repeals, savings, and consequential amendments
1: The enactments specified in Schedule 1
2: The enactments specified in Schedule 2
3: The Development Finance Corporation (Increase in Capital) Order 1986
4: Any right to indemnity or immunity from liability that would have existed in favour of the Development Finance Corporation if this Act had not been passed in respect of any act, matter or thing, done or omitted by the Development Finance Corporation before the appointed day shall, on and after the appointed day exist in favour of the company in respect of the same act, matter, or thing.
5: Any sum required for fulfilling a guarantee given under section 9F(2) of the Development Finance Corporation Act 1973
6: If pursuant to a guarantee given under section 9F(2) of the Development Finance Corporation Act 1973