Rural Banking and Finance Corporation of New Zealand Act 1989

1: Short Title and commencement
1: This Act may be cited as the Rural Banking and Finance Corporation of New Zealand Act 1989.
2: Except as provided in subsections (3) and (4) of this section
3: Sections 5 to 19 21 22
4: Section 20 This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank Sections 5 to 19 21 22 31 October 1989 Rural Banking and Finance Corporation of New Zealand Act Commencement Order 1989
2: Interpretation
1: In this Act, unless the context otherwise requires,— Appointed day sections 5 to 19 21 22 Board Company section 4 Crown 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 Land Transfer Act 1952 Liabilities Minister 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: Responsible Minister Rights Rural Banking and Finance Corporation Rural Banking and Finance Corporation Act 1974 Security Shareholding Ministers Subsidiary section 158 of the Companies Act 1955 Undertaking
2: For the purposes of this Act the term transfer date Gazette 1986 No 129 2 This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
3: Act to bind the Crown
This Act shall bind the Crown. This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
4: Incorporation of company
1: Notwithstanding anything in the Companies Act 1955 Companies Act 1955 Rural Banking and Finance Corporation of New Zealand Limited
2: All the shares in the capital of the company shall, on its incorporation, be subscribed for by the shareholding Ministers on behalf of the Crown in equal proportions and no shares in the capital of the company shall be issued or allotted by the company before the appointed day unless those shares are issued or allotted to the shareholding Ministers in equal proportions.
3: On the appointed day all the shares in the capital of the company subscribed for in accordance with subsection (2) of this section
4: Nothing in section 60 of the Companies Act 1955 subsection (3) of this section
5: Nothing in section 134 of the Companies Act 1955
6: Except as provided in subsection (1) 19 State-Owned Enterprises Act 1986 section 17 Companies Act 1955
a: Section 41
b: Section 217(d)
c: Section 219(1)﻿(a)﻿(i)
7: With effect on and from the transfer date nothing in subsection (6) of this section Companies Act 1955 paragraphs (a), (b) and (c) of that subsection
8: Nothing in this section prevents the name of the company being changed in accordance with the provisions of the Companies Act 1955
9: Nothing in section 38A of the Reserve Bank of New Zealand Act 1964
a: The formation and registration of the company:
b: The carrying on of any business, trade, or occupation by the company.
10: Nothing in subsection (9) of this section Part 5A of the Reserve Bank of New Zealand Act 1964
11: The provisions of subsection (9) of this section 1986 No 129 4 This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
5: Transfer of undertaking of Rural Banking and Finance Corporation
On the appointed day, by virtue of this Act, the undertaking of the Rural Banking and Finance Corporation shall vest in the company. 1986 No 129 5 This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
6: Consequential provisions on transfer of undertaking of Rural Banking and Finance Corporation
Without limiting the generality of section 5
a: A reference (express or implied) to the Rural Banking and Finance Corporation in any other Act, or in any regulation, order, or notice made or given under any enactment, or in any instrument, register, record, notice, security, document or communication, made, given, passed, or executed before or after the appointed day, 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 Rural Banking and 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 Rural Banking and 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 Rural Banking and 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 Rural Banking and 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 Rural Banking and Finance Corporation as security for a debt or other liability to the Rural Banking and 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 Rural Banking and Finance Corporation would have been entitled or subject if this Act had not been passed:
e: All the rights and liabilities of the Rural Banking and 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 Rural Banking and Finance Corporation or payable at a place of business of the Rural Banking and 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 Rural Banking and Finance Corporation or was payable at the place of business of the company; except that nothing in this paragraph shall be construed as a merger of the parties to any negotiable instrument:
g: 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 Rural Banking and Finance Corporation or to which the Rural Banking and 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. 1986 No 129 6(a)-(f) (h) This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
7: Certain matters not affected by transfer of undertaking of Rural Banking and Finance Corporation
1: Nothing effected or authorised by this Act—
a: Shall be regarded as placing the Rural Banking and 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
b: 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
c: Shall be regarded as placing the Rural Banking and 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
d: Shall release any surety wholly or in part from any obligation; or
e: Shall invalidate or discharge any contract or security.
2: On and after the appointed day, for the purposes of any agreement relating to any bonds, stock, debentures, and other securities issued before the appointed day by the Rural Banking and Finance Corporation and which by virtue of this Act vest in the company, the Rural Banking and Finance Corporation and the company shall be deemed to be the same legal entity. 1986 No 129 6(g) This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
8: Crown shareholding
1: Each shareholding Minister may, from time to time, on behalf of the Crown subscribe for or otherwise acquire shares in the capital of the company in addition to the shares subscribed for under section 4
2: Any money required to be paid by a shareholding Minister for the purpose of subsection (1) of this section
3: Shares in the capital of the company in the name of a person described as the responsible Minister or the Minister of Finance shall be held by the person for the time being holding the office of the responsible Minister or the Minister of Finance, as the case may be.
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 the responsible Minister or the Minister of Finance, as the case may be.
5: Each shareholding Minister may exercise all the rights and powers attaching to the shares in the capital of the company held by that Minister. 1986 No 124 22(1)-(3) 1986 No 129 9 This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
9: 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 Rural Banking and 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) Evidence Amendment Act (No 2) 1980 1986 No 129 10 This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
10: 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 Rural Banking and 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 Rural Banking and 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. 1986 No 129 11 This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
11: Directors and associate directors of Rural Banking and Finance Corporation not personally liable
No person who, immediately before the appointed day, was a director or associate director of the Rural Banking and Finance Corporation, or who, before the appointed day, ceased to be a director or associate director of the Rural Banking and Finance Corporation, shall be personally liable for any act done or default made in good faith before the appointed day by that Corporation, or by any committee of that Corporation, or by any director or associate director, in the course of operations of that Corporation or of any of its committees. 1986 No 129 16 This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
12: 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 Rural Banking and Finance Corporation and the company shall be deemed to be the same person with effect at and from the appointed day; and
b: In respect of the liability for and the assessment, determination, or imposition of taxes, duties, levies, or other charges accruing as from the appointed day under any such enactment, all transactions entered into by, and acts of, the Rural Banking and 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 Rural Banking and Finance Corporation.
2: For the purposes of the Goods and Services Tax Act 1985 section 2
3: For the purposes of subsection (1) of this section Inland Revenue Acts Schedule 1 to the Inland Revenue Department Act 1974
4: For the purposes of section 188 of the Income Tax Act 1976
a: The right to exercise not less than 40 percent of the voting power in the company; and
b: The right to receive not less than 40 percent of the profits that may be distributed by the company; and
c: The right to receive not less than 40 percent of any distribution of the paid-up capital of the company,— were held directly by the shareholding Ministers. 1986 No 129 17 This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
13: Industrial agreement and union coverage arrangements to continue
1: Subject to the Labour Relations Act 1987
a: The agreement made between the Rural Banking and Finance Corporation, the Public Service Association Incorporated, and the State Services Commission relating to the terms and conditions of employment of the employees of the Rural Banking and Finance Corporation registered with the Arbitration Commission and in force immediately before the appointed day shall, on and after the appointed day, be deemed to have been made between the company and the Public Service Association Incorporated and shall continue in force in relation to the employees of the company according to its terms:
b: The union coverage arrangements that prevailed in relation to the employees of the Rural Banking and Finance Corporation immediately before the appointed day shall continue to apply to the employees of the company.
2: Subject to the Labour Relations Act 1987
3: Notwithstanding the Labour Relations Act 1987, with effect from the trans~fer date—
a: Any agreement relating to the terms and conditions of employment of the employees of the company that is in force immediately before that date and that does not expire within 6 months of that date shall continue for a period of 6 months after that date and shall then expire:
b: Any agreement relating to the terms and conditions of employment of the employees of the company that is in force immediately before that date and that expires within 6 months after that date shall continue in force until it expires and the union and the company may negotiate an agreement for the balance of that period.
4: While a shareholding Minister holds any shares in the capital of the company the company shall, before entering into any agreement under Part 7 of the Labour Relations Act 1987 This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
14: Certain provisions of State Sector Act 1988 to apply to company
While a shareholding Minister holds any shares in the capital of the company—
a: The provisions of subsections (1) (2) State Sector Act 1988
i: The reference in subsection (1) a Department
ii: The reference in subparagraph (iii) Public Service
b: The provisions of subsections (1) (3) State Sector Act 1988 subsection (1)
i: The reference to the expression a Department
ii: The reference in paragraphs (a) (b) the Department This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
15: Contributors to Government Superannuation Fund
1: Any person who, immediately before the appointed day, was an officer or employee appointed under the State Services Act 1962 Government Superannuation Fund Act 1956 Government Superannuation Fund Act 1956 Government Superannuation Fund Act 1956
2: Subject to the Government Superannuation Fund Act 1956 subsection (1) of this section
3: For the purposes of applying the Government Superannuation Fund Act 1956 subsection (1) of this section controlling authority 1987 No 70 s 40 This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
16: Government guarantee of securities issued by Rural Banking and Finance Corporation to continue
1: All bonds, stock, debentures, and other securities issued by the Rural Banking and Finance Corporation and which, immediately before the appointed day, were guaranteed in accordance with the provisions of section 31 of the Rural Banking and Finance Corporation Act 1974
2: If any default is made by the company in the payment of any principal or interest payable by it in respect of any bonds, stock, debentures, or other securities specified in subsection (1) of this section
3: All money paid under the authority of subsection (2) of this section 1974 No 3 s 31 This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
17: Application of State-Owned Enterprises Act 1986
1: While a shareholding Minister holds any shares in the capital of the company, Part 3 State-Owned Enterprises Act 1986 section 2
2: On a date on which Part 3 State-Owned Enterprises Act 1986
a: The Audit Office shall cease to be the auditor of the company and every subsidiary of the company:
b: Any person or firm holding office as an additional auditor of the company or any subsidiary of the company under section 19(3)
c: The directors of the company and of every subsidiary of the company shall appoint an auditor or auditors of the company and of every subsidiary of the company and every such appointment shall be deemed to have been made by the directors to fill a casual vacancy in the office of auditor under section 163(5) of the Companies Act 1955 This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
18: Limited application of Official Information Act 1982
While a shareholding Minister holds any shares in the capital of the company the Official Information Act 1982
a: The Rural Banking and Finance Corporation as an agent for the Crown or for any Government department under section 20(3)﻿(a) of the Rural Banking and Finance Corporation Act 1974
b: The company as an agent for the Crown or any Government department— and for the purpose of this section the company shall be deemed to be an organisation named in Schedule 1 Official Information Act 1982 This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
19: Income Tax Act 1976 amended
1: The Income Tax Act 1976 Schedule 14 section 23 of the State Services Conditions of Employment Amendment Act 1987 Rural Banking and Finance Corporation of New Zealand Rural Banking and Finance Corporation of New Zealand Limited
2: Subsection (1) of this section This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
20: Amendment to Securities Act 1978
Section 5(3) Securities Act 1978 paragraph (f) This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) the company The National Bank
21: Repeals, savings, and consequential amendments
1: The enactments specified in Schedule 1
2: The enactments specified in Schedule 2
3: Any right to indemnity or immunity from liability that would have existed in favour of the Rural Banking and Finance Corporation if this Act had not been passed in respect of any act, matter or thing, done or omitted by the Rural Banking and Finance Corporation before the appointed day shall, on and after the appointed day, exist in favour of The National Bank
4: Where the Rural Banking and Finance Corporation has, before the appointed day, made any loan or expended any money or given any guarantee or indemnity pursuant to a request by the Minister of Finance under section 22 of the Rural Banking and Finance Corporation Act 1974 The National Bank The National Bank The National Bank The National Bank The National Bank This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) Section 15(3) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) provided that section 21(3) and (4) and section 22 shall continue in force in all respects as if this Act had not been repealed; and as if the references in those sections to the company were references to The National Bank.
22: Special provision relating to certain property vested in Rural Banking and Finance Corporation
1: A certificate in writing executed on behalf of the Housing Corporation pursuant to section 15 Housing Corporation Act 1974 The National Bank Chattels Transfer Act 1924 Land Transfer Act 1952 Land Transfer Act 1952 section 41 of the Rural Banking and Finance Corporation Act 1974 section 2 of the Rural Banking and Finance Corporation Amendment Act 1976
2: For the purposes of this section, notice shall be taken judicially without further proof of—
a: The appointment and signature of every person for the time being holding one of the following offices in the Housing Corporation, namely, Director-General, Assistant Director-General, Manager, Deputy Manager, and Assistant Manager; and
b: The appointment and signature of every person for the time being holding office in The National Bank The National Bank
3: Upon the delivery of a certificate pursuant to subsection (1) of this section The National Bank
4: Upon the delivery of a certificate pursuant to subsection (1) of this section The National Bank
5: Notwithstanding subsection (3) or subsection (4) of this section
6: Notwithstanding that a security instrument registered under the provisions of any Act may be a rural security, the execution on behalf of the Housing Corporation pursuant to section 15 Housing Corporation Act 1974 The National Bank This Act was repealed 1 July 1994 15(1) National Bank of New Zealand Limited Act 1994 (1994 No 3(P)) Section 15(3) National Bank of New Zealand Limited Act 1994 (1994 No 3 (P)) provided that section 21(3) and (4) and section 22 shall continue in force in all respects as if this Act had not been repealed; and as if the references in those sections to the company were references to The National Bank.