State-Owned Enterprises Act 1986

1: Short Title and commencement
1: This Act may be cited as the State-Owned Enterprises Act 1986.
2: Sections 32(1) 33 Schedules 3 5 6
3: Subject to subsection (2), this Act shall come into force on the day after the date on which it receives the Governor-General's assent.
2: Interpretation
In this Act, unless the context otherwise requires,— board
a: in relation to a State enterprise that is a company, the board of directors of the State enterprise:
b: in relation to a State enterprise that is not a company, the persons occupying the positions in or in relation to the State enterprise that are comparable with those of the board of directors of a company company section 2(1) Crown equity bond section 12 financial statements
a: group financial statements within the meaning of section 7 Financial Reporting Act 2013
b: if the State enterprise does not have any subsidiaries, financial statements within the meaning of section 6 Financial Reporting Act 2013 generally accepted accounting practice section 8 Financial Reporting Act 2013 Minister organisation responsible Minister rules
a: in relation to a State enterprise that is a company, the constitution of the State enterprise:
b: in relation to a State enterprise that is not a company, the documents relating to the State enterprise that are comparable to the constitution of a company share
a: in relation to a company that has issued shares, a share (but, except in sections 14 22
b: in relation to an organisation (other than a company) that has a capital, an interest in or right to the whole or any part of that capital, other than an interest or right as a creditor:
c: in relation to a company or other organisation that does not have a capital,—
i: an interest in or right to any part of the assets of the company or organisation, other than an interest or right as a creditor; or
ii: where there are no assets, a direct or contingent obligation to contribute money to or bear losses of the company or organisation;— and shareholder shareholding Ministers State enterprise Schedule 1 statement of corporate intent section 14 subsidiary section 5 Section 2 company replaced 5 December 2013 section 14 Companies Amendment Act 2013 Section 2 equity bond inserted 1 July 1987 State-Owned Enterprises Amendment Act 1987 Section 2 financial statements inserted 1 April 2014 section 126 Financial Reporting (Amendments to Other Enactments) Act 2013 Section 2 generally accepted accounting practice inserted 1 April 2014 section 126 Financial Reporting (Amendments to Other Enactments) Act 2013 Section 2 rules replaced 5 December 2013 section 14 Companies Amendment Act 2013 Section 2 share amended 1 July 1994 Company Law Reform (Transitional Provisions) Act 1994 Section 2 share amended 1 July 1987 State-Owned Enterprises Amendment Act 1987 Section 2 subsidiary replaced 5 December 2013 section 14 Companies Amendment Act 2013
3: Act to bind the Crown
This Act shall bind the Crown.
1: Principles
4: Principal objective to be successful business
1: The principal objective of every State enterprise shall be to operate as a successful business and, to this end, to be—
a: as profitable and efficient as comparable businesses that are not owned by the Crown; and
b: a good employer; and
c: an organisation that exhibits a sense of social responsibility by having regard to the interests of the community in which it operates and by endeavouring to accommodate or encourage these when able to do so.
2: For the purposes of this section, a good employer
a: good and safe working conditions; and
b: an equal opportunities employment programme; and
c: the impartial selection of suitably qualified persons for appointment; and
d: opportunities for the enhancement of the abilities of individual employees.
5: Directors and their role
1: The directors of a State enterprise shall be persons who, in the opinion of those appointing them, will assist the State enterprise to achieve its principal objective.
2: All decisions relating to the operation of a State enterprise shall be made by or pursuant to the authority of the board of the State enterprise in accordance with its statement of corporate intent.
3: The board of a State enterprise shall be accountable to the shareholding Ministers in the manner set out in Part 3
6: Responsibility of Ministers
The shareholding Ministers of a State enterprise shall be responsible to the House of Representatives for the performance of the functions given to them by this Act or the rules of the State enterprise.
7: Non-commercial activities
Where the Crown wishes a State enterprise to provide goods or services to any persons, the Crown and the State enterprise shall enter into an agreement under which the State enterprise will provide the goods or services in return for the payment by the Crown of the whole or part of the price thereof.
8: Application of Employment Relations Act 2000
1: Except as otherwise provided in this Act, the Employment Relations Act 2000
2: Before entering into any collective agreement under the Employment Relations Act 2000 Public Service Commissioner
3: The Governor-General may, by Order in Council, apply subsection (2) to any State enterprise named in Schedule 2
4: On the commencement of that order, that subsection applies accordingly.
5: An order under this section is secondary legislation ( see Part 3 The following table is small in size and has 3 columns that are grouped under the heading Legislation Act 2019 requirements for secondary legislation made under this section. Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)﻿(c) Presentation The Minister must present it to the House of Representatives LA19 s 114 cl 32(1)﻿(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115 116 This note is not part of the Act. Section 8 substituted 2 October 2000 section 240 Employment Relations Act 2000 Section 8(2) substituted 25 January 2005 section 3 State-Owned Enterprises Amendment Act 2004 Section 8(2) amended 7 August 2020 section 135 Public Service Act 2020 Section 8(3) added 25 January 2005 section 3 State-Owned Enterprises Amendment Act 2004 Section 8(4) added 25 January 2005 section 3 State-Owned Enterprises Amendment Act 2004 Section 8(5) inserted 28 October 2021 section 3 Secondary Legislation Act 2021
9: Treaty of Waitangi
Nothing in this Act shall permit the Crown to act in a manner that is inconsistent with the principles of the Treaty of Waitangi
2: Formation and ownership of new State enterprises
10: Ministers may hold shares and equity bonds in new State enterprises
1: The Minister of Finance and the responsible Minister may from time to time, on behalf of the Crown, subscribe for or otherwise acquire shares or equity bonds, or both, in the companies named, or to be formed with the names specified, in Schedule 2
2: The number of shares, and the number of equity bonds, held by a shareholding Minister in a company named in Schedule 2
3: Any money required to be paid by a shareholding Minister on subscribing for or otherwise acquiring shares or equity bonds pursuant to subsection (1) shall be paid out of money appropriated by Parliament for the purpose. Section 10 substituted 1 July 1987 State-Owned Enterprises Amendment Act 1987
10A: Power to add to Schedules 1 and 2 by Order in Council
1: The Governor-General may, from time to time, by Order in Council, add the name of a company or other body corporate or the name of a company to be formed to Schedules 1 2
2: Every Order in Council made under subsection (1) shall, and is hereby empowered to,—
a: amend Part 2
b: amend Schedule 1
c: amend Schedule 36
3: Any Order in Council made under this section may be expressed to come into force on a date specified in the order and different dates may be specified for the coming into force of different provisions.
4: Nothing in section 32 section 49
5: An order under this section is secondary legislation ( see Part 3 The following table is small in size and has 3 columns that are grouped under the heading Legislation Act 2019 requirements for secondary legislation made under this section. Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)﻿(c) Presentation The Minister must present it to the House of Representatives LA19 s 114 cl 32(1)﻿(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115 116 This note is not part of the Act. Section 10A inserted 10 April 1992 section 2 State-Owned Enterprises Amendment Act 1992 Section 10A(2)﻿(c) substituted 1 April 1995 Income Tax Act 1994 Section 10A(2)﻿(c) amended 1 April 2008 section ZA 2(1) Income Tax Act 2007 Section 10A(5) inserted 28 October 2021 section 3 Secondary Legislation Act 2021
11: Ministers to hold all shares in new State enterprises
1: No Minister who is a shareholder in a company named in Schedule 2
a: sell or otherwise dispose of any shares in the company held in the Minister's name; or
b: permit shares in the company to be allotted or issued
2: Nothing in subsection (1) shall apply to redeemable preference shares that—
a: are not convertible into shares of any other class; and
b: do not confer any rights to vote at any general meeting of the company. Section 11(1)﻿(b) amended 1 July 1994 section 2 Company Law Reform (Transitional Provisions) Act 1994
12: State enterprise equity bonds
1: Notwithstanding any other enactment or rule of law Schedule 2
2: The terms of issue of State enterprise equity bonds shall be as follows:
a: the bonds shall not confer any rights to vote at
b: the bonds shall be transferable in the manner provided by the rules:
c: for the purposes of the Companies Act 1993 Financial Markets Conduct Act 2013
d: for the purposes of the Income Tax Act 2007
i: the bonds shall be deemed to be ordinary shares and the holder of any bonds shall be deemed to be a shareholder:
ii: every sum distributed by a company named in Schedule 2 dividend subpart CD Income Tax Act 2007
iii: no deduction shall be allowed to such a company for any such distribution:
e: such other terms as are specified in the authorising resolution or as are determined by the shareholding Ministers for the company issuing the bonds Section 12(1) amended 1 July 1987 State-Owned Enterprises Amendment Act 1987 Section 12(2)﻿(a) amended 1 July 1994 section 2 Company Law Reform (Transitional Provisions) Act 1994 Section 12(2)﻿(c) amended 1 December 2014 section 150 Financial Markets (Repeals and Amendments) Act 2013 Section 12(2)﻿(c) amended 5 December 2013 section 14 Companies Amendment Act 2013 Section 12(2)﻿(d) amended 1 April 2008 section ZA 2(1) Income Tax Act 2007 Section 12(2)﻿(d)﻿(ii) amended 1 April 2008 section ZA 2(1) Income Tax Act 2007 Section 12(2)﻿(e) amended 1 July 1987 State-Owned Enterprises Amendment Act 1987
13: Powers of shareholding Ministers in respect of new State enterprises
1: Notwithstanding any other provision of this Act or the rules of any company,—
a: the shareholding Ministers may from time to time, by written notice to the board, direct the board of a company named in Schedule 2 paragraphs (a) to (h) of section 14(2)
b: the shareholding Ministers may, by written notice to the board, determine the amount of dividend payable by any company named in Schedule 2 and any board to whom such a notice is given shall comply with the notice.
2: Before giving any notice under this section, the shareholding Ministers shall—
a: have regard to Part 1
b: consult the board concerned as to the matters to be referred to in the notice.
3: Within 12 sitting days after a notice is given to a board pursuant to this section, the responsible Minister for the company concerned shall lay a copy of the notice before the House of Representatives.
3: Accountability
14: Statement of corporate intent
1: The board of every State enterprise shall deliver to the shareholding Ministers a draft statement of corporate intent not later than 1 month before the commencement of each financial year of the State enterprise.
2: Each statement of corporate intent shall specify for the group comprising the State enterprise and its subsidiaries (if any), in respect of that financial year and each of the immediately following 2 financial years, the following information:
a: the objectives of the group:
b: the nature and scope of the activities to be undertaken:
c: the ratio of consolidated shareholders' funds to total assets, and definitions of those terms:
d: the accounting policies:
e: the performance targets and other measures by which the performance of the group may be judged in relation to its objectives:
f: a statement of the principles adopted in determining the annual dividend together with an estimate of the amount or proportion of annual tax paid earnings (from both capital and revenue sources) that is intended to be distributed to the Crown:
g: the kind of information to be provided to the shareholding Ministers by the State enterprise during the course of those financial years, including the information to be included in each half-yearly report:
h: the procedures to be followed before any member of the group subscribes for, purchases, or otherwise acquires shares in any company or other organisation:
i: any activities for which the board seeks compensation from the Crown (whether or not the Crown has agreed to provide such compensation):
j: such other matters as are agreed by the shareholding Ministers and the board.
3: Each statement of corporate intent shall also include the board's estimate of the current commercial value of the Crown's investment in the group and a statement of the manner in which that value was assessed.
4: The board shall consider any comments on the draft statement of corporate intent that are made to it not later than 14 days before the commencement of the financial year by the shareholding Ministers, and shall deliver the completed statement of corporate intent to the shareholding Ministers on or before the commencement of the financial year or such later date as the shareholding Ministers may determine.
5: A statement of corporate intent for a State enterprise may be modified at any time by written notice from the board to the shareholding Ministers, so long as the board has first given written notice to the shareholding Ministers of the proposed modification and considered any comments made thereon by the shareholding Ministers within 1 month of the date on which that notice was given. Section 14 substituted 10 April 1992 section 3(1) State-Owned Enterprises Amendment Act 1992
14A: Shareholding Ministers may grant extension of time for delivery of statement of corporate intent: COVID-19
2020-10-01 State-Owned Enterprises Act 1986 S 14A repealed by s 14A(4). Section 14A repealed 1 October 2020
15: Annual report,
financial statements
1: Within 3 months after the end of each financial year of a State enterprise, the board of the State enterprise shall deliver to the shareholding Ministers—
a: a report of the operations of the State enterprise and those of its subsidiaries during that financial year; and
b: audited financial statements for that financial year prepared in accordance with generally accepted accounting practice; and
c: the auditor's report on those financial statements.
2: Every report under subsection (1)﻿(a) shall—
a: contain such information as is necessary to enable an informed assessment of the operations of the State enterprise and its subsidiaries, including a comparison of the performance of the State enterprise and subsidiaries with the relevant statement of corporate intent; and
b: state the dividend payable to the Crown by the State enterprise for the financial year to which the report relates. Section 15 heading amended 1 April 2014 section 126 Financial Reporting (Amendments to Other Enactments) Act 2013 Section 15(1)﻿(b) replaced 1 April 2014 section 126 Financial Reporting (Amendments to Other Enactments) Act 2013
15A: Extension of time limit for 2019/20 financial year reports and audits: COVID-19
2021-07-01 State-Owned Enterprises Act 1986 See s 15A(2) Section 15A repealed 30 June 2021
16: Half-yearly reports
1: Within 2 months after the end of the first half of each financial year of a State enterprise, the board of the State enterprise shall deliver to the shareholding Ministers a report of its operations during that half-year.
2: Each report required by this section shall include the information required by the statement of corporate intent to be included therein.
16A: Information to be published by boards
1: The board of a State enterprise must publish the following documents on an Internet site maintained by or on behalf of the State enterprise:
a: the completed statement of corporate intent of the State enterprise:
b: the annual report and audited financial statements of the State enterprise:
c: the auditor’s report on those financial statements:
d: the half-yearly report:
e: the rules of the State enterprise:
f: any change to those rules:
g: any notice making a modification to the statement of corporate intent of the State enterprise, and a document that consolidates all modifications into the statement of corporate intent.
2: Each document referred to in subsection (1)﻿(a) to (d) must be published as soon as practicable after the board delivers that document to the shareholding Ministers.
3: The rules of the State enterprise and any change to those rules must be published as soon as practicable after the date of those rules or that change or the date on which the State enterprise became a State enterprise, whichever is the later.
4: The documents referred to in subsection (1)﻿(g) must be published as soon as practicable after the board delivers to the shareholding Ministers the notice making the modification. Section 16A inserted 8 September 2018 section 90 Statutes Amendment Act 2018
17: Information to be laid before House of Representatives
1: The responsible Minister for a State enterprise shall lay before the House of Representatives the rules of the State enterprise, and any change to those rules, within 12 sitting days after the date of those rules or that change or the date on which the State enterprise became such, whichever is the later.
2: Within 12 sitting days of receiving all the following documents in respect of a financial year of a State enterprise, the responsible Minister for the State enterprise shall lay the documents before the House of Representatives:
a: the statement of corporate intent of the State enterprise for that year and the succeeding 2 years; and
b: the annual report and audited financial statements of the State enterprise for the preceding financial year; and
c: the auditor's report on those financial statements.
2A:
3: Where a statement of corporate intent for a State enterprise has been modified pursuant to section 14(5)
4: Within 12 sitting days after a half-yearly report is given to a responsible Minister pursuant to section 16 Section 17(2A) repealed 8 September 2018 section 91 Statutes Amendment Act 2018 Section 17(3) amended 10 April 1992 section 3(2) State-Owned Enterprises Amendment Act 1992
18: Other information
1: Subject to subsection (3), the board of a State enterprise shall supply to the shareholding Ministers or to such other person or class or classes of persons as either of those Ministers specifies such information relating to the affairs of the State enterprise, or any of its subsidiaries, as either of those Ministers requests after consultation with the board (whether or not the information is of a kind referred to in the statement of corporate intent).
2: A shareholding Minister may request information to be supplied whether or not the supply of the information is required for the purposes of, or is contemplated by, this Act.
3: The board of a State enterprise shall not be obliged by subsection (1) to supply to any Minister any information relating to an individual employee or customer of the State enterprise, or of any subsidiary of it, or any other person, if the information supplied would enable the identification of the person concerned.
4: Notwithstanding the Financial Markets Conduct Act 2013
5: No member of a board of a State enterprise and no officer or employee of a State enterprise who acts in accordance with a request or direction under this section is liable to any person under the Financial Markets Conduct Act 2013 Section 18 substituted 28 March 1990 State-Owned Enterprises Amendment Act 1990 Section 18(4) amended 1 December 2014 section 150 Financial Markets (Repeals and Amendments) Act 2013 Section 18(5) amended 1 December 2014 section 150 Financial Markets (Repeals and Amendments) Act 2013
19: Auditor-General to be auditor of State enterprises and subsidiaries
1: Despite sections 207P to 207V section 4
2: Without limiting subsection (1), the board of a State enterprise may, after consultation with the Auditor-General and if its responsible Minister so approves, appoint a person or firm that is qualified for appointment as an auditor of a company to be an additional auditor of the State enterprise or any subsidiary of a State enterprise. Section 19 substituted 1 July 2001 section 53 Public Audit Act 2001 Section 19(1) amended 1 April 2014 section 126 Financial Reporting (Amendments to Other Enactments) Act 2013
20: Protection from disclosure of sensitive information
Nothing in this Act shall be construed as requiring the inclusion in any statement of corporate intent, annual report, financial statements, or half-yearly report referred to in sections 14 to 16 Official Information Act 1982
4: Miscellaneous provisions
21: Saving of certain transactions
A failure by a State enterprise to comply with any provision contained in Part 1
22: Provisions relating to Ministers' shareholding
1: Shares in a State enterprise held in the name of a person described as the Minister of Finance or the responsible Minister shall be held by the person for the time being holding the office of Minister of Finance or responsible Minister, as the case may be.
2: Notwithstanding any other enactment or rule of law, it shall not be necessary to complete or register a transfer of shares of the kind referred to in subsection (1) consequent upon a change in the person holding the office of Minister of Finance or responsible Minister, as the case may be.
3: Each shareholding Minister may exercise all the rights and powers attaching to the shares in a State enterprise held by that Minister.
4: A shareholding Minister may at any time or times, by written notice to the secretary of a State enterprise, authorise (on such terms and conditions as are specified in the notice) such person as the Minister thinks fit to act as the Minister's representative at any or all of the meetings of shareholders of the State enterprise or of any class of such shareholders, and any person so authorised shall be entitled to exercise the same powers on behalf of the Minister as the Minister could exercise if present in person at the meeting or meetings.
23: Transfer of Crown assets and liabilities to State enterprises
1: Notwithstanding any Act, rule of law, or agreement, the shareholding Ministers for a State enterprise named in Schedule 2
a: transfer to the State enterprise assets and liabilities of the Crown (being assets and liabilities relating to the activities to be carried on by the State enterprise):
b: authorise the State enterprise to act on behalf of the Crown in providing goods or services, or in managing assets or liabilities of the Crown:
ba: vest in the State enterprise any rights conferred by designations under operative district schemes applying to land transferred to the State enterprise:
c: grant to the State enterprise leases, licences, easements, permits, or rights of any kind in respect of any assets or liabilities of the Crown— for such consideration, and on such terms and conditions, as the shareholding Ministers may agree with the State enterprise.
2: The responsible Minister shall lay before the House of Representatives any contract or other document entered into pursuant to subsection (1) within 12 sitting days after the date thereof.
3: Assets that are fixed to, or are under or over, any land may be transferred to a State enterprise pursuant to this Act whether or not any interest in the land is also transferred. Where any such asset is so transferred, the asset and the land shall be regarded as separate assets each capable of separate ownership.
4: Any asset or liability of the Crown may be transferred to a State enterprise pursuant to this Act whether or not any Act or agreement relating to the asset or liability permits such transfer or requires any consent to such a transfer.
5: Where a transfer of the kind described in subsection (4) takes place—
a: the transfer shall not entitle any person to terminate, alter, or in any way affect the rights or liabilities of the Crown, or the State enterprise under any Act or agreement:
b: where the transfer is registrable, the person responsible for keeping the register shall register the transfer forthwith after written notice of the transfer is received by him or her from any person authorised for this purpose by the responsible Minister:
c: the laying before the House of Representatives of any contract or other document relating to the transfer shall be deemed to be notice of the transfer, and any third party shall after the date of such contract or document deal with the State enterprise in place of the Crown:
d: the Crown shall remain liable to any third party as if the asset or liability had not been transferred but shall be indemnified by the State enterprise in respect of any liability to that third party:
e: any satisfaction or performance by the State enterprise in respect of the asset or liability shall be deemed to be also satisfaction or performance by the Crown:
f: any satisfaction or performance in respect of the asset or liability by any third party to the benefit of the State enterprise shall be deemed to be also to the benefit of the Crown.
6: No provision in any agreement limiting the Crown's right to sell any assets to third parties, or for determining the consideration for the sale of any assets to third parties, or obliging the Crown to account to any person for the whole or part of the proceeds of sale by the Crown of any assets to third parties, or obliging the Crown to pay a greater price than otherwise by reason of or as a consequence of the sale of any assets to third parties, shall have any application or effect in respect of any agreement or transfer entered into or effected pursuant to or under this Act or pursuant to such an agreement or transfer.
6A: In any case where—
a: the Crown transfers or agrees to transfer to a State enterprise assets which the Crown acquires or is entitled to acquire from another person for the purpose of carrying on any activity; and
b: the assets are acquired by the Crown, or the Crown's rights to acquire the assets arise, under an agreement with that person that contains a provision specifying or limiting the Crown's rights to recover compensation or damages; and
c: the State enterprise carries on that activity or part of that activity whether or not it also carries on any other activity,— the provision referred to in paragraph (b) shall, notwithstanding the transfer of the assets to the State enterprise, continue in force in favour of the Crown as if the State enterprise was part of the Crown, the Crown continued to carry on the activity, and any loss suffered by the State enterprise was a loss suffered by the Crown and not, by reason only of having been suffered by the State enterprise, an indirect or a consequential loss or a loss suffered by a third party.
6B: In any case where—
a: the Crown transfers or agrees to transfer to a State enterprise assets which the Crown acquires or is entitled to acquire from another person for the purpose of carrying on any activity; and
b: the assets are acquired by the Crown, or the Crown's rights to acquire the assets arise, under an agreement with that person that contains a provision relieving the Crown from performing any obligation imposed upon it, or relieving the Crown from any claim or cause of action based on the failure by the Crown to perform any such obligation, as a result of any particular event; and
c: the State enterprise carries on that activity or part of that activity whether or not it also carries on any other activity,— the provision referred to in paragraph (b) shall, notwithstanding the transfer of the assets to the State enterprise, continue in force in favour of the Crown as if the State enterprise was part of the Crown, the Crown continued to carry on the activity, and as if the occurrence of any such event referred to in the provision in relation to the State enterprise was the occurrence of the event in relation to the Crown.
7: Where—
a: rights or obligations to provide goods or services to third parties are transferred to a State enterprise pursuant to this Act; and
b: those goods or services have previously been provided by the Crown on terms and conditions wholly or partly prescribed by any Act; and
c: the Governor-General has by Order in Council declared that this subsection shall apply in respect of those goods or services— the goods or services shall, to the extent that those terms and conditions are not already contained in contracts between the Crown and third parties, from the date of transfer be deemed to be provided pursuant to contracts between the State enterprise and the third parties (whether or not the Act is repealed). Each such contract shall be deemed to include such of the terms and conditions contained in that Act (with all necessary modifications), and such of the following provisions as are specified in the Order in Council:
d: a condition permitting termination at any time by the third party on giving 14 days' notice to the State enterprise; and
e: a condition permitting variation or termination at any time by the State enterprise on giving to the third party 1 month's notice in such manner (including newspaper advertising) as the State enterprise thinks fit.
8: Where any land that is subject to any lease, licence, permit, or right, created on terms and conditions wholly or partly set out in any Act has been or is to be transferred to a State enterprise pursuant to this Act, the Governor-General may, by Order in Council, declare that such of the provisions of that Act as are specified in the order shall continue to apply in relation to the land and such licence, lease, permit or right.
8A: Where an Order in Council is made under subsection (8), the provisions of the Act referred to in the order shall, with all necessary modifications, continue to apply in relation to the land and the terms or conditions of the lease, licence, permit or right subject to any agreement to—
a: amend or revoke any such term or condition; or
b: revoke any such term or condition and substitute another term or condition for it— made between the owner for the time being of the land and the holder for the time being of the lease, licence, permit or right.
9:
9A:
9B:
10: Notwithstanding any other provision of this Act, where prior to the date on which this Act comes into force any Maori land was leased to the Crown under a lease administered by the Minister of Forests, the shareholding Ministers shall not, except with the consent of the lessor or where the lease so permits, transfer that leasehold interest to a State enterprise, but the shareholding Ministers may enter into an agreement with a State enterprise pursuant to subsection (1)﻿(b) to manage, on behalf of the Crown, its rights under that lease.
11: An order under this section is secondary legislation ( see Part 3 The following table is small in size and has 3 columns that are grouped under the heading Legislation Act 2019 requirements for secondary legislation made under this section. Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)﻿(c) Presentation The Minister must present it to the House of Representatives LA19 s 114 cl 32(1)﻿(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115 116 This note is not part of the Act. Section 23(1)﻿(ba) inserted 1 July 1987 State-Owned Enterprises Amendment Act 1987 Section 23(5)﻿(d) substituted 28 March 1990 State-Owned Enterprises Amendment Act 1990 Section 23(6A) inserted 4 July 1990 section 2(1) State-Owned Enterprises Amendment Act (No 3) 1990 Section 23(6B) inserted 4 July 1990 section 2(1) State-Owned Enterprises Amendment Act (No 3) 1990 Section 23(8) substituted 10 April 1992 section 4 State-Owned Enterprises Amendment Act 1992 Section 23(8A) inserted 10 April 1992 section 4 State-Owned Enterprises Amendment Act 1992 Section 23(9) repealed 1 October 1991 section 362 Resource Management Act 1991 Section 23(9A) repealed 1 October 1991 section 362 Resource Management Act 1991 Section 23(9B) repealed 1 October 1991 section 362 Resource Management Act 1991 Section 23(11) inserted 28 October 2021 section 3 Secondary Legislation Act 2021
24: Provisions relating to transfer of land
1: Notwithstanding any other provision of this Act, Crown land within the meaning of the Land Act 1948 Land Transfer Act 2017
a: be identified by an adequate legal description, or on plans lodged in the office of the Chief Surveyor for the land district in which the land is situated (being plans certified as correct for the purposes of this section by that Chief Surveyor); and
b: vest in the State enterprise—
i: pursuant to and on a date specified in an Order in Council made for the purposes of this section; or
ii: pursuant to and on a date specified in a notice in the Gazette
1A: Every notice given under subsection (1)﻿(b)﻿(ii) may be given on such terms and conditions as the shareholding Ministers or a person authorised in writing by those Ministers, as the case may be, thinks fit, and shall have effect according to its tenor.
2: Notwithstanding any other provision of this Act, no land which is subject to—
a: a lease or licence pursuant to section 66 section 66AA
b: reservation from sale or disposition under Part 4A shall be transferred to a State enterprise pursuant to section 23(1)﻿(a)
3: All land that is subject to the Land Act 1948 Forests Act 1949
4: Nothing in sections 40 to 42 sections 40 and 41
5: Nothing in this Act or in any transfer of land to a State enterprise pursuant to this Act shall derogate from the provisions of section 10 section 11
6: An order under this section is secondary legislation ( see Part 3 The following table is small in size and has 3 columns that are grouped under the heading Legislation Act 2019 requirements for secondary legislation made under this section. Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)﻿(c) Presentation The Minister must present it to the House of Representatives LA19 s 114 cl 32(1)﻿(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115 116 This note is not part of the Act. Section 24(1) amended 12 November 2018 section 250 Land Transfer Act 2017 Section 24(1)﻿(b) substituted 10 April 1992 section 5(1) State-Owned Enterprises Amendment Act 1992 Section 24(1A) inserted 10 April 1992 section 5(2) State-Owned Enterprises Amendment Act 1992 Section 24(2) amended 1 July 1987 State-Owned Enterprises Amendment Act 1987 Section 24(2)﻿(b) amended 10 April 1990 section 37 Conservation Law Reform Act 1990 Section 24(5) substituted 1 October 1991 section 121 Crown Minerals Act 1991 Section 24(6) inserted 28 October 2021 section 3 Secondary Legislation Act 2021
25: Title to land
1: The Registrar-General of Land
a: register a State enterprise as the proprietor, in substitution for the Crown, of the estate or the registered under the Land Transfer Act 2017
b: make such entries in the register and on any outstanding documents of title and generally do all such things as may be necessary to give effect to this section.
1A: The powers conferred by subsection (1) may be exercised in respect of an estate or interest that is incorporated in the register by virtue of a lease or licence that has expired or has been determined.
2: The Registrar-General of Land must, on written application by any person authorised by a Minister and on payment of the prescribed fee, create a record of title for land vested in a State enterprise pursuant to section 24(1)
3: As soon as registration is accomplished in accordance with subsection (1) or a record of title
4: Applications in accordance with subsections (1) and (2) shall specify the name of the State enterprise and the date of the agreement, together with a description of the land sufficient to identify it and, in the case of applications under subsection (2), a certificate by the Chief Surveyor for the district concerned as to the correctness of such description. Section 25(1) amended 12 November 2018 section 250 Land Transfer Act 2017 Section 25(1)﻿(a) amended 12 November 2018 section 250 Land Transfer Act 2017 Section 25(1)﻿(a) amended 31 July 1989 State-Owned Enterprises Amendment Act (No 2) 1989 Section 25(1A) inserted 31 July 1989 State-Owned Enterprises Amendment Act (No 2) 1989 Section 25(2) replaced 12 November 2018 section 250 Land Transfer Act 2017 Section 25(3) substituted 31 July 1989 State-Owned Enterprises Amendment Act (No 2) 1989 Section 25(3) amended 12 November 2018 section 250 Land Transfer Act 2017
26: Land certification
1: Before the Registrar-General of Land issues a record of title section 24(1) the Registrar-General of Land either receive under the hand of or Director-General within the meaning of section 2 of the Survey Act 1986 or any Chief Surveyor Schedule 2 the Registrar-General of Land
2: Where any land that has been vested in a State enterprise pursuant to section 24(1) record of title Registrar-General of Land record of title either receive under the hand of or Director-General within the meaning of section 2 of the Survey Act 1986 or any Chief Surveyor Schedule 2 Registrar-General of Land
3: A certificate in accordance with subsection (1) or subsection (2) shall be filed by the Registrar-General of Land to the Registrar-General of Land Section 26(1) amended 12 November 2018 section 250 Land Transfer Act 2017 Section 26(1) amended 1 July 1996 Survey Amendment Act 1996 Section 26(1) amended 31 July 1989 State-Owned Enterprises Amendment Act (No 2) 1989 Section 26(1) amended 1 July 1987 State-Owned Enterprises Amendment Act 1987 Section 26(2) amended 12 November 2018 section 250 Land Transfer Act 2017 Section 26(2) amended 1 July 1996 Survey Amendment Act 1996 Section 26(2) amended 31 July 1989 State-Owned Enterprises Amendment Act (No 2) 1989 Section 26(2) amended 1 July 1987 State-Owned Enterprises Amendment Act 1987 Section 26(3) amended 12 November 2018 section 250 Land Transfer Act 2017
26A: Certification of easements
1: Where land is vested in a State enterprise pursuant to section 24(1) Land Transfer Act 2017 Director-General within the meaning of section 2 of the Survey Act 1986 subsection (1) or subsection (2) of section 26
2: The Registrar-General of Land record of title
3: Where a memorial of an easement is entered upon the relevant record of title Land Transfer Act 2017 Section 26A inserted 10 April 1992 section 6 State-Owned Enterprises Amendment Act 1992 Section 26A(1) amended 12 November 2018 section 250 Land Transfer Act 2017 Section 26A(1) amended 1 July 1996 Survey Amendment Act 1996 Section 26A(2) amended 12 November 2018 section 250 Land Transfer Act 2017 Section 26A(3) amended 12 November 2018 section 250 Land Transfer Act 2017
27: Maori land claims
The submission in respect of any land or interest in land of a claim under section 6
a: by the Crown to a State enterprise; or
b: by a State enterprise to any other person. Section 27 substituted 30 June 1988 section 10(1) Treaty of Waitangi (State Enterprises) Act 1988
27A: Registrar-General of Land
1: Where any land or interest in land is transferred to a State enterprise under section 23 by a notice in the Gazette section 24 section 28 Registrar-General of Land record of title Subject to section 27B of the State-Owned Enterprises Act 1986 (which provides for the resumption of land on the recommendation of the Waitangi Tribunal and which does not provide for third parties, such as the owner of the land, to be heard in relation to the making of any such recommendation)
2: Subsection (1) shall not apply in relation to any piece of land or interest in land that is excluded from section 27B Section 27A inserted 30 June 1988 section 10(1) Treaty of Waitangi (State Enterprises) Act 1988 Section 27A heading amended 12 November 2018 section 250 Land Transfer Act 2017 Section 27A(1) amended 12 November 2018 section 250 Land Transfer Act 2017 Section 27A(1) amended 10 April 1992 section 7 State-Owned Enterprises Amendment Act 1992
27B: Resumption of land on recommendation of Waitangi Tribunal
1: Where the Waitangi Tribunal has, under section 8A(2)﻿(a) section 23 by a notice in the Gazette section 24 section 28 section 8B section 27C
2: This section shall not apply in relation to any piece of land that, at the date of its transfer to a State enterprise under section 23 by a notice in the Gazette section 24 section 28
a: a deferred payment licence issued under the Land Act 1948
b: a lease under which the lessee had the right of acquiring the fee simple.
3: This section shall not apply in relation to any piece of land or interest in land in respect of which a certificate issued under section 8E(1) Section 27B inserted 30 June 1988 section 10(1) Treaty of Waitangi (State Enterprises) Act 1988 Section 27B(1) amended 10 April 1992 section 8(1) State-Owned Enterprises Amendment Act 1992 Section 27B(2) amended 10 April 1992 section 8(2) State-Owned Enterprises Amendment Act 1992
27C: Resumption of land to be effected under Public Works Act 1981
1: Where section 27B Part 2 Parts 2 4 5 6 7 Schedules 1 3 4 5 Schedule 2A
2: The existence on the record of title section 27A Public Works Act 1981
3: The power conferred by this section does not include the power to acquire or take and to hold under section 28 section 8A(6) Section 27C inserted 30 June 1988 section 10(1) Treaty of Waitangi (State Enterprises) Act 1988 Section 27C(2) amended 12 November 2018 section 250 Land Transfer Act 2017
27D: Resumption of wahi tapu
1: Where the Governor-General is satisfied that any land or interest in land held by a State enterprise, being land or an interest in land transferred to that State enterprise under section 23 by a notice in the Gazette section 24 section 28 Gazette
a: that that land or interest in land shall be resumed by the Crown on a date specified in the Order in Council; and
b: that, on the date of its resumption pursuant to the Order in Council, that land or interest in land shall be no longer liable to resumption under section 27B
2: Where any land or interest in land is to be resumed pursuant to subsection (1)﻿(a),—
a: the State enterprise shall transfer the land or interest in land to the Crown on the date specified in the Order in Council; and
b: the Crown shall pay to the State enterprise in respect of the land or interest in land the compensation that would have been payable to the State enterprise if, on the date specified in the Order in Council made under subsection (1), the land or interest in land had, pursuant to section 27C Part 2
3: Every memorandum of transfer executed pursuant to an Order in Council made under subsection (1)—
a: shall recite that it is so executed; and
b: shall give both the date of the Order in Council and the date of its publication in the Gazette
4: Upon its resumption pursuant to subsection (1)﻿(a), the land or interest in land shall be dealt with in accordance with an agreement made between the Crown and the relevant tribe or, if they fail to agree, in accordance with any recommendation of the Waitangi Tribunal pursuant to an application made under section 6
5: A resumption of land or of an interest in land pursuant to subsection (1)﻿(a) is not a subdivision within the meaning of the Resource Management Act 1991 Section 27D inserted 30 June 1988 section 10(1) Treaty of Waitangi (State Enterprises) Act 1988 Section 27D(1) amended 10 April 1992 section 9 State-Owned Enterprises Amendment Act 1992 Section 27D(5) amended 1 October 1991 section 362 Resource Management Act 1991
28: Orders in Council relating to transfer of assets and liabilities
1: For the purpose of facilitating the transfer of assets and liabilities to a State enterprise pursuant to this Act, the Governor-General may from time to time, by Order in Council, do any 1 or more of the following:
a: vest in or impose on a State enterprise any asset or liability (other than land to which section 24(1)
b: vest land in a State enterprise for the purposes of section 24(1)
c: declare that a reference to the Crown or a Minister, officer, employee, department, or instrument of the Crown in any or all regulations, orders, notices, or documents shall be deemed to be or to include a reference to a State enterprise specified in the order:
d: declare that a State enterprise shall assume or continue to have the rights and obligations of the Crown or a Minister, officer, employee, department, or instrument of the Crown in respect of applications for rights, objections, or proceedings before any court, authority, or other person, being rights and obligations that the State enterprise has agreed to assume:
e:
f: declare, in respect of any assets or liabilities transferred to a State enterprise pursuant to this Act, that the State enterprise shall be deemed to have specified rights or obligations in respect of those assets or liabilities, being rights or obligations that are required in respect of those assets or liabilities as a result of the change of ownership or responsibility from the Crown to the State enterprise:
g: declare that any Order in Council made under this section shall be deemed to be notice to all persons, and that specific notice need not be given to any authority or other person:
h: direct any authority or other person to register or record any such vesting or declaration.
2: Every Order in Council made under this section may be made on such terms and conditions as the Governor-General thinks fit, and shall have effect according to its tenor.
3: An order under this section is secondary legislation ( see Part 3 The following table is small in size and has 3 columns that are grouped under the heading Legislation Act 2019 requirements for secondary legislation made under this section. Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)﻿(c) Presentation The Minister must present it to the House of Representatives LA19 s 114 cl 32(1)﻿(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115 116 This note is not part of the Act. Section 28(1)﻿(e) repealed 1 October 1991 section 362 Resource Management Act 1991 Section 28(3) inserted 28 October 2021 section 3 Secondary Legislation Act 2021
29: Interpretation relating to transfer of assets and liabilities
1: In this section and in sections 23 to 28 and 29A agreement assets
a: any estate or interest in any land, including all rights of occupation of land or buildings:
b: all buildings, vehicles, plant, equipment, and machinery, and any rights therein:
c: all livestock, products from livestock, and crops:
d: all financial products within the meaning of the Financial Markets Conduct Act 2013
e: all rights of any kind, including rights under Acts, deeds, agreements, or licences, and any kind of consent granted under the Resource Management Act 1991
f: all patents, trade marks, designs, copyright, and other intellectual property rights whether enforceable by Act or rule of law:
g: goodwill, and any business undertaking:
h: all natural gas, petroleum, and other hydrocarbons liabilities
a: liabilities and obligations under any Act or agreement; and
b: deposits and other debt securities within the meaning of the Financial Markets Conduct Act 2013
c: contingent liabilities rights State enterprise transfer
a: assign and convey; and
b: vest by Order in Council or notice in the Gazette
c: confer estates in fee simple of land held by the Crown, whether in allodium or otherwise; and
d: grant leases, rights, and interests in any real or personal property; and
e: in the case of liabilities, the assumption thereof by a State enterprise.
2: In this section and in sections 23 to 28 transfer authorise grant
3: This section and sections 23 to 28
4: Nothing in this Act shall limit any powers or rights that the Crown or a Minister has other than pursuant to this Act. Section 29(1) amended 10 April 1992 section 10(1) State-Owned Enterprises Amendment Act 1992 Section 29(1) assets amended 1 December 2014 section 150 Financial Markets (Repeals and Amendments) Act 2013 Section 29(1) assets amended 1 October 1991 section 362 Resource Management Act 1991 Section 29(1) liabilities amended 1 December 2014 section 150 Financial Markets (Repeals and Amendments) Act 2013 Section 29(1) transfer amended 10 April 1992 section 10(2) State-Owned Enterprises Amendment Act 1992
29A: Further provision relating to transfer of Crown assets and liabilities
1: Nothing in this Act prevents the exercise in relation to a State enterprise named in Schedule 2 section 23 section 24 section 28
a: at the time the power is exercised, the shareholding Ministers for the State enterprise intend or may intend to transfer or dispose of all or any of the shares in that State enterprise held by those Ministers; or
b: a purpose of exercising the power is the obtaining of the benefits of sections 23 to 29
2: Nothing in this Act prevents the exercise in relation to a State enterprise named in Schedule 2 section 23 section 24 section 28 Section 29A inserted 10 April 1992 section 11 State-Owned Enterprises Amendment Act 1992
30: Application of Companies Acts to new State enterprises
1: Notwithstanding anything in the Companies Act 1993 Banking (Prudential Supervision) Act 1989 Schedule 2 sections 20 21 22 23(1) and (2) 24
2:
3: Section 30 substituted 1 July 1994 section 2 Company Law Reform (Transitional Provisions) Act 1994 Section 30(1) amended 1 July 2022 section 300(1) Reserve Bank of New Zealand Act 2021 Section 30(2) repealed 5 December 2013 section 14 Companies Amendment Act 2013 Section 30(3) repealed 5 December 2013 section 14 Companies Amendment Act 2013
30A: Changes of name
1: Subject to subsection (2), the Governor-General may from time to time, by Order in Council made on the recommendation of the Minister of the Crown who, under the authority of any warrant or with the authority of the Prime Minister, is for the time being responsible for the administration of this Act, amend any enactment by omitting from it the name of any State enterprise and substituting some other name.
2: The Minister must not recommend the making of an order under subsection (1) in respect of a State enterprise unless satisfied that there has been issued to it under section 23(3)﻿(b)
3: A State enterprise does not cease to be—
a: a State enterprise; or
b: a company named in a schedule of this Act; or
c: a company with a name specified in a schedule of this Act,— by reason only of changing its name.
4: An order under this section is secondary legislation ( see Part 3 The following table is small in size and has 3 columns that are grouped under the heading Legislation Act 2019 requirements for secondary legislation made under this section. Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)﻿(c) Presentation The Minister must present it to the House of Representatives LA19 s 114 cl 32(1)﻿(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115 116 This note is not part of the Act. Section 30A inserted 9 December 1994 State-Owned Enterprises Amendment Act 1994 Section 30A(2) replaced 5 December 2013 section 14 Companies Amendment Act 2013 Section 30A(4) inserted 28 October 2021 section 3 Secondary Legislation Act 2021
31: Review of Ombudsmen Act 1975 and Official Information Act 1982 in relation to State enterprises
Section 31 repealed 24 October 2019 section 146 Statutes Amendment Act 2019
32: Amendments and transitional provisions relating to new State enterprises
1: The enactments specified in Schedules 3 5
2: During the period beginning on 1 April 1987 and ending with the close of 31 December 1987,—
a: the enactments specified in Schedule 4
b: the Town and Country Planning Act 1977 Public Works Act 1981 Schedule 2 Public Works Act 1981 provided that where any negotiations or action had been commenced before the close of 31 December 1987 in respect of the taking or acquisition of any land that is to be transferred by the Crown to a State enterprise pursuant to section 23
3: Where, by virtue of subsection (2), a State enterprise has any power, right, or authority that it would not otherwise have, the responsible Minister may at any time or times, by notice
a: direct the State enterprise not to exercise that power, right, or authority; or
b: impose conditions on the exercise of that power, right, or authority,— either generally or in any particular case or cases.
4: A State enterprise must comply with a notice given under subsection (3), and the notice is secondary legislation ( see Part 3
5:
6: Notwithstanding anything in this or any other Act, or any rule of law, any proceedings commenced (whether before or after the commencement of this Act) in any court or tribunal, in respect of the exercise or intended exercise of any power to which this section applies, may be continued and determined in respect of land (whether or not the land is transferred to a State enterprise) as if the land were still owned by the Crown.
7: Notwithstanding subsections (2) and (5), Part 3 1990 The following table is small in size and has 3 columns that are grouped under the heading Legislation Act 2019 requirements for secondary legislation made under this section. Legislation Act 2019 requirements for secondary legislation made under this section Publication PCO must publish it on the legislation website and notify it in the Gazette LA19 s 69(1)﻿(c) Presentation The Minister must present it to the House of Representatives LA19 s 114 cl 32(1)﻿(a) Disallowance It may be disallowed by the House of Representatives LA19 ss 115 116 This note is not part of the Act. Section 32(2) proviso added 1 July 1987 State-Owned Enterprises Amendment Act 1987 Section 32(3) amended 28 October 2021 section 3 Secondary Legislation Act 2021 Section 32(4) replaced 5 August 2013 section 77(3) Legislation Act 2012 Section 32(4) amended 28 October 2021 section 3 Secondary Legislation Act 2021 Section 32(5) repealed 1 February 1990 Survey Amendment Act (No 3) 1989 Section 32(6) added 1 July 1987 State-Owned Enterprises Amendment Act 1987 Section 32(7) added 10 December 1988 State-Owned Enterprises Amendment Act (No 5) 1988 Section 32(7) amended 26 July 1989 State-Owned Enterprises Amendment Act 1989
33: Repeals
Section 33 repealed 24 October 2019 section 147 Statutes Amendment Act 2019