New Zealand Symphony Orchestra Act 2004

1: Title
This Act is the New Zealand Symphony Orchestra Act 2004.
1: Preliminary provisions
2: Commencement
This Act comes into force on the day after the date on which it receives the Royal assent.
3: Purpose of Act
The purpose of the Act is to—
a: establish the Orchestra as a Crown entity for the purposes of section 7
b: set out the principal objectives of the Orchestra and its functions and powers:
c:
d:
e: repeal the New Zealand Symphony Orchestra Act 1988 and provide that the New Zealand Symphony Orchestra Limited ceases to exist:
f: transfer the property, money, and liabilities of the New Zealand Symphony Orchestra Limited to the Orchestra. Section 3(a) substituted 25 January 2005 section 200 Crown Entities Act 2004 Section 3(c) repealed 25 January 2005 section 200 Crown Entities Act 2004 Section 3(d) repealed 25 January 2005 section 200 Crown Entities Act 2004
4: Interpretation
In this Act, unless the context otherwise requires,— board board member member commencement day Minister New Zealand Symphony Orchestra Limited company Companies Act 1993 Orchestra section 6 Section 4 fees framework repealed 25 January 2005 section 200 Crown Entities Act 2004 Section 4 statement of intent repealed 25 January 2005 section 200 Crown Entities Act 2004 Section 4 subsidiary repealed 25 January 2005 section 200 Crown Entities Act 2004
5: Act binds the Crown
This Act binds the Crown.
2: Establishment, structure, and powers of Orchestra and related matters
1: Key provisions about establishment of Orchestra
Establishment of Orchestra
6: Orchestra established
1: This section establishes the Orchestra.
2: Section 6(2) repealed 25 January 2005 section 200 Crown Entities Act 2004
7: Orchestra is Crown entity
1: The Orchestra is a Crown entity for the purposes of section 7
2: The Crown Entities Act 2004 Section 7 substituted 25 January 2005 section 200 Crown Entities Act 2004 Principal objectives and functions of Orchestra
8: Principal objectives of Orchestra
The principal objectives of the Orchestra are—
a: to provide the public of New Zealand with live and recorded performances of symphonic music performed to an international standard:
b: to provide an orchestra that—
i: is highly skilled and artistically imaginative; and
ii: has strong community support:
c: to be a leading New Zealand performing arts organisation with a role in the development of a distinctively New Zealand cultural environment:
d: to promote and encourage New Zealand musical composition and composers:
e: to provide performance opportunities for New Zealand musicians, whether as members of the orchestra or as soloists.
9: Functions of Orchestra
The functions of the Orchestra are—
a: to ensure that the orchestra presents a broad repertoire of orchestral performance including New Zealand works and recent works:
b: to encourage the development of New Zealand musicians:
c: to encourage the development of New Zealanders' knowledge and appreciation of orchestral music:
d: to develop and expand the audience of the orchestra on a national basis:
e: to provide a touring orchestra (which may also include international performances):
f: to carry out any other functions consistent with its principal objectives, as agreed to by the Minister after consultation with the Orchestra:
g: to co-operate with other institutions and organisations having objectives similar to those of the Orchestra.
10: Limitation applying to principal objectives and functions
Section 10 repealed 25 January 2005 section 200 Crown Entities Act 2004 Powers of Orchestra Heading repealed 25 January 2005 section 200 Crown Entities Act 2004
11: Capacity and powers of Orchestra
Section 11 repealed 25 January 2005 section 200 Crown Entities Act 2004
2: Key provisions about governance of Orchestra
Board is governing body of Orchestra
12: Board of Orchestra
1:
2: The board must consist of not fewer than 5 members and not more than 8 members
3: In addition to the requirements in section 29 Section 12(1) repealed 25 January 2005 section 200 Crown Entities Act 2004 Section 12(2) amended 25 January 2005 section 200 Crown Entities Act 2004 Section 12(3) substituted 25 January 2005 section 200 Crown Entities Act 2004
13: Role of board
Section 13 repealed 25 January 2005 section 200 Crown Entities Act 2004 Other provisions relating to governance of Orchestra
14: Role of Minister
Section 14 repealed 25 January 2005 section 200 Crown Entities Act 2004
15: Orchestra to have regard to government policy on matters of general administration
Section 15 repealed 25 January 2005 section 200 Crown Entities Act 2004
16: Independence of Orchestra
The Minister may not give a direction to the Orchestra in relation to cultural matters. Section 16 substituted 25 January 2005 section 200 Crown Entities Act 2004
3: Key provisions about operation of board
Collective duties of board members
17: Collective duties of board
1: The board, acting collectively, must endeavour to ensure that the total operating costs of the Orchestra do not exceed its total operating revenues.
2: Subsection (1) does not limit the collective duties in the Crown Entities Act 2004 Section 17 substituted 25 January 2005 section 200 Crown Entities Act 2004 Individual duties of board members Heading repealed 25 January 2005 section 200 Crown Entities Act 2004
18: Individual duties of board members
Section 18 repealed 25 January 2005 section 200 Crown Entities Act 2004 Effect of breach of duties Heading repealed 25 January 2005 section 200 Crown Entities Act 2004
19: Effect of breach of duties
Section 19 repealed 25 January 2005 section 200 Crown Entities Act 2004 Financial and accountability provisions Heading repealed 25 January 2005 section 200 Crown Entities Act 2004
20: Funds of Orchestra
Section 20 repealed 25 January 2005 section 200 Crown Entities Act 2004
21: Bank accounts
Section 21 repealed 25 January 2005 section 200 Crown Entities Act 2004 Powers to invest and borrow Heading repealed 25 January 2005 section 200 Crown Entities Act 2004
22: Restrictions on investments
Section 22 repealed 25 January 2005 section 200 Crown Entities Act 2004
23: Restrictions on borrowing
Section 23 repealed 25 January 2005 section 200 Crown Entities Act 2004 Reporting requirements Heading repealed 25 January 2005 section 200 Crown Entities Act 2004
24: Annual report
Section 24 repealed 25 January 2005 section 200 Crown Entities Act 2004
4: Provisions relating to interests in other bodies and subsidiaries of Orchestra
Subpart 4 heading repealed 25 January 2005 section 200 Crown Entities Act 2004 Limits on power of Orchestra to hold shares or other interests in other bodies or associations Heading repealed 25 January 2005 section 200 Crown Entities Act 2004
25: Shares in bodies corporate or interests in associations of persons
Section 25 repealed 25 January 2005 section 200 Crown Entities Act 2004 Subsidiaries of Orchestra Heading repealed 25 January 2005 section 200 Crown Entities Act 2004
26: Limits to functions and powers of subsidiaries
Section 26 repealed 25 January 2005 section 200 Crown Entities Act 2004 Remuneration and allowances for directors of subsidiaries Heading repealed 25 January 2005 section 200 Crown Entities Act 2004
27: Remuneration and allowances
Section 27 repealed 25 January 2005 section 200 Crown Entities Act 2004
5: Protection of names
28: Protection of names
1: No person may be incorporated or registered under any enactment or in any other manner using the following names:
a: New Zealand Symphony Orchestra:
b: NZSO:
c: NZ Chamber Orchestra:
d: Symphony New Zealand:
e: National Youth Orchestra:
f: National Orchestra:
g: any other name that so resembles the names in paragraphs (a) to (f) as to be likely to mislead a person.
2: No person other than the Orchestra may, either alone or with another person, operate or carry on activities—
a: under a name in subsection (1); or
b: under a name, knowing that it so resembles a name listed in subsection (1) as to be likely to mislead a person.
3: A person who breaches subsection (2) commits an offence and is liable on Section 28(3) amended 1 July 2013 section 413 Criminal Procedure Act 2011
6: Transitional provisions
Dissolution of New Zealand Symphony Orchestra Limited
29: Dissolution of New Zealand Symphony Orchestra Limited
1: On and from the commencement day,—
a: the New Zealand Symphony Orchestra Limited is dissolved; and
b: the term of office of every director of the company expires; and
c: the property belonging to the company vests in the Orchestra; and
d: money payable to or by the company becomes payable to or by the Orchestra; and
e: the liabilities, contracts, engagements, rights, and authorities of the company become the liabilities, contracts, engagements, rights, and authorities of the Orchestra; and
f: proceedings by or against the company may be continued, completed, or enforced by or against the Orchestra.
2: No director of the New Zealand Symphony Orchestra Limited is entitled to compensation as a result of the expiry under this section of his or her term of office.
3: The Registrar of Companies must remove the name of the New Zealand Symphony Orchestra Limited from the register of companies kept under section 360(1)
30: Certain matters not affected by transfer to Orchestra
Nothing effected or authorised by this Act—
a: is to be regarded as placing the New Zealand Symphony Orchestra Limited, the Crown, the Orchestra, or other person in breach of contract or confidence, or as otherwise making any of them guilty of a civil wrong; or
b: is to 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
c: is to be regarded as placing the New Zealand Symphony Orchestra Limited, the Crown, the Orchestra, or other person in breach of an enactment or rule of law or contractual provision prohibiting, restricting, or regulating the assignment or transfer of property or the disclosure of information; or
d: releases a surety wholly or in part from an obligation; or
e: invalidates or discharges a contract.
31: Reference to New Zealand Symphony Orchestra Limited is reference to Orchestra
On and from the commencement day, a reference to the New Zealand Symphony Orchestra Limited (express or implied) in any enactment (other than this Act), or in any instrument, register, agreement, deed, lease, application, notice, or other document in force immediately before the commencement day, must, unless the context otherwise requires, be read as a reference to the Orchestra.
32: 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 New Zealand Symphony Orchestra Limited and the Orchestra are the same person; and
b: a transaction entered into by, or an act of, the New Zealand Symphony Orchestra Limited is—
i: entered into by, or an act of, the Orchestra; and
ii: entered into, or performed by, the Orchestra at the time it was entered into, or performed by, the New Zealand Symphony Orchestra Limited.
2:
3: In this section, Inland Revenue Acts section 3(1) Section 32(2) repealed 25 January 2005 section 200 Crown Entities Act 2004
33: Final report on New Zealand Symphony Orchestra Limited
1: The Orchestra must make a final report of the New Zealand Symphony Orchestra Limited to the Minister as soon as reasonably practicable after the commencement day.
2: The Minister must present the report to the House of Representatives as soon as reasonably practicable after receiving it from the Orchestra under subsection (1).
3: In this section, final report
a: a report setting out the information specified in section 41I
b: the financial statements of the New Zealand Symphony Orchestra Limited for that period—
i: setting out the information specified in section 41
ii: accompanied by an audit opinion prepared by the Auditor-General in accordance with section 43
34: Further transitional provisions
Part 5
7: Repeal and amendments
35: New Zealand Symphony Orchestra Act 1988 repealed
The New Zealand Symphony Orchestra Act 1988 is repealed.
36: Amendments to enactments
The Acts listed in Schedule 2