New South Wales Bills New South Wales Bills[Index] [Search] [Download] [Related Items] [Help]
This is a Bill, not an Act. For current law, see the Acts databases.
New South Wales
Australian Jockey and Sydney Turf
Clubs Merger Amendment Bill 2011
Contents
Page
1 Name of Act 2
2 Commencement 2
Schedule 1 Amendment of Australian Jockey and Sydney Turf Clubs
Merger Act 2010 No 93 3
b2011-077-94.d10
New South Wales
Australian Jockey and Sydney Turf
Clubs Merger Amendment Bill 2011
No , 2011
A Bill for
An Act to amend the Australian Jockey and Sydney Turf Clubs Merger Act 2010 with
respect to the constitution and functions of the Randwick Racecourse Trust.
Clause 1 Australian Jockey and Sydney Turf Clubs Merger Amendment Bill 2011
The Legislature of New South Wales enacts: 1
1 Name of Act 2
This Act is the Australian Jockey and Sydney Turf Clubs Merger 3
Amendment Act 2011. 4
2 Commencement 5
This Act commences on a day or days to be appointed by proclamation. 6
Page 2
Australian Jockey and Sydney Turf Clubs Merger Amendment Bill 2011
Amendment of Australian Jockey and Sydney Turf Clubs Merger Act 2010 Schedule 1
No 93
Schedule 1 Amendment of Australian Jockey and 1
Sydney Turf Clubs Merger Act 2010 2
No 93 3
[1] Section 4 Interpretation 4
Omit "the Randwick Racecourse trustees" from paragraph (a) of the definition 5
of Randwick Racecourse lease in section 4 (1). 6
Insert instead "the Trust". 7
[2] Section 4 (1), definition of "Randwick Racecourse trustees" 8
Omit the definition. 9
[3] Section 4 (1) 10
Insert in alphabetical order: 11
Trust means the Randwick Racecourse Trust constituted by this 12
Act. 13
Trustee means a trustee referred to in section 27B. 14
[4] Sections 13 (2) and 34 (1) (a) (i) 15
Insert "(within the meaning of this Act as originally enacted)" after "trustees" 16
wherever occurring. 17
[5] Section 23 Sale or disposal of racing infrastructure of racecourses 18
prohibited during 10-year moratorium period 19
Omit "the Randwick Racecourse trustees" from the note to section 23 (1). 20
Insert instead "the Trust". 21
[6] Part 2A 22
Insert after Part 2: 23
Part 2A Randwick Racecourse Trust 24
27A Constitution of the Trust 25
(1) There is constituted by this Act a corporation under the corporate 26
name of the Randwick Racecourse Trust. 27
(2) The Trust: 28
(a) has and may exercise the functions conferred or imposed 29
on it by or under this or any other Act, and 30
Page 3
Australian Jockey and Sydney Turf Clubs Merger Amendment Bill 2011
Schedule 1 Amendment of Australian Jockey and Sydney Turf Clubs Merger Act 2010
No 93
(b) is, for the purposes of any Act, a NSW Government 1
agency. 2
(3) For the purpose of assisting the Trust in exercising its functions, 3
the Trust may, with the approval of the Minister, make use of the 4
services of any officers or employees of the merged racing club. 5
(4) Schedule 3 contains provisions with respect to the procedure of 6
the Trust. 7
27B Appointment of Trustees 8
(1) The Trust consists of 3 trustees appointed by the Minister. 9
(2) Schedule 4 contains provisions relating to the Trustees. 10
27C Principal function of Trust 11
The principal function of the Trust is to exercise the functions 12
that are conferred or imposed on it by or under this Act or the 13
Randwick Racecourse lease as the lessor of the Racecourse. 14
27D Sale, mortgage or disposal of Randwick Racecourse generally 15
prohibited 16
(1) The Trust may not, without the consent of the Minister, sell, 17
mortgage or otherwise dispose of any of the land or buildings that 18
form part of Randwick Racecourse. 19
(2) The Minister may grant consent under subsection (1) to the sale, 20
mortgage or other disposal of land or a building only if the 21
Minister is satisfied that the sale, mortgage or disposal of the land 22
or building will neither: 23
(a) affect, to any significant degree, the continued use of 24
Randwick Racecourse for the purpose of a public 25
racecourse and associated activities, nor 26
(b) constitute a breach of the Randwick Racecourse lease by 27
the Trust. 28
(3) Nothing in this section prevents or otherwise limits the Trust 29
from granting any lease under section 33. 30
27E Liability of Trust and Trustees 31
No matter or thing done or omitted to be done by the Trust, any 32
Trustee or any person acting under the direction of the Trust, if 33
the matter or thing was done or omitted to be done in good faith 34
for the purposes of executing this or any other Act, subjects a 35
Trustee or a person so acting personally to any action, liability, 36
claim or demand. 37
Page 4
Australian Jockey and Sydney Turf Clubs Merger Amendment Bill 2011
Amendment of Australian Jockey and Sydney Turf Clubs Merger Act 2010 Schedule 1
No 93
27F Delegation by the Trust 1
The Trust may delegate any of its functions (other than this power 2
of delegation) to a Trustee or any staff member of the Trust. 3
[7] Section 30 Use of Randwick Racecourse for additional activities 4
Omit "the Randwick Racecourse trustees" and "the trustees think" from 5
section 30 (1). 6
Insert instead "the Trust" and "the Trust considers", respectively. 7
[8] Section 30 (1A)-(1D) 8
Insert after section 30 (1): 9
(1A) The Trust may not give consent under this section unless the 10
Minister approves of the giving of that consent. 11
(1B) The Trust may, with the approval of the Minister, withdraw: 12
(a) any consent given under this section (whether before or 13
after the commencement of this subsection), or 14
(b) any consent previously given under section 7 of the 15
Australian Jockey Club Act 2008 that has not been 16
withdrawn. 17
(1C) The Trust must withdraw a consent referred to in subsection (1B) 18
if directed to do so by the Minister. 19
(1D) Section 43 is taken to apply in relation to the withdrawal of a 20
consent as if the reference in that section to the operation of this 21
Act included a reference to the withdrawal of a consent under this 22
section. 23
[9] Section 32 Appointment of trustees 24
Omit the section. 25
[10] Section 33 Further lease of Randwick Racecourse 26
Omit "the Randwick Racecourse trustees" and "they see" wherever occurring 27
in section 33 (1) and (6). 28
Insert instead "the Trust" and "it considers", respectively. 29
[11] Section 34 Authorisation of matters relating to leases over Randwick 30
Racecourse 31
Omit "the Randwick Racecourse trustees" from section 34 (1) (a) (ii). 32
Insert instead "the Trust". 33
Page 5
Australian Jockey and Sydney Turf Clubs Merger Amendment Bill 2011
Schedule 1 Amendment of Australian Jockey and Sydney Turf Clubs Merger Act 2010
No 93
[12] Section 45 Exemption from State tax 1
Insert after paragraph (a) of the definition of exempt matter in section 45 (1): 2
(a1) the transfer of assets, rights or liabilities by operation of 3
clause 5 of Schedule 2 (including, without limitation, any 4
instrument executed only for a purpose ancillary to or 5
consequential on the operation of that clause), 6
[13] Schedule 2 Savings, transitional and other provisions 7
Insert at the end of clause 1 (1): 8
Australian Jockey and Sydney Turf Clubs Merger Amendment 9
Act 2011 10
[14] Schedule 2, Part 3 11
Insert after Part 2: 12
Part 3 Provisions consequent on enactment of 13
Australian Jockey and Sydney Turf Clubs 14
Merger Amendment Act 2011 15
4 Definitions 16
In this Part: 17
amending Act means the Australian Jockey and Sydney Turf 18
Clubs Merger Amendment Act 2011. 19
dissolution day means the day on which section 32 is repealed by 20
the amending Act. 21
existing trust means the trust referred to in the preamble to the 22
repealed Australian Jockey Club Act 1873. 23
existing trustee means a person holding office as a trustee of the 24
existing trust immediately before the dissolution day. 25
trust assets means: 26
(a) all of the assets vested (whether absolutely or 27
contingently) in, or otherwise held by, the existing trustees 28
on behalf of the existing trust immediately before the 29
dissolution day, and 30
(b) all of the assets purportedly vested (whether absolutely or 31
contingently), or otherwise held, in the name of the 32
existing trust instead of the existing trustees immediately 33
before the dissolution day, 34
and includes (without limitation) Randwick Racecourse. 35
Page 6
Australian Jockey and Sydney Turf Clubs Merger Amendment Bill 2011
Amendment of Australian Jockey and Sydney Turf Clubs Merger Act 2010 Schedule 1
No 93
trust liabilities means all of the liabilities of the existing trust 1
(including liabilities enforceable against an existing trustee in his 2
or her capacity as such) immediately before the dissolution day. 3
trust rights means the rights of the existing trust (including any 4
right enforceable by an existing trustee in his or her capacity as 5
such) immediately before the dissolution day. 6
5 Dissolution of existing trust 7
(1) On the dissolution day: 8
(a) the existing trust is dissolved, and 9
(b) each existing trustee ceases to hold office as such (but is 10
eligible, if otherwise qualified, to be appointed as a 11
Trustee). 12
(2) On and from the dissolution day, the following provisions have 13
effect in relation to the trust assets, rights and liabilities: 14
(a) the trust assets vest in the Trust by virtue of this clause: 15
(i) without the need for any further conveyance, 16
transfer, assignment or assurance, and 17
(ii) free of any equitable estates, interests, rights or 18
obligations that attached to the assets immediately 19
before the dissolution day by reason of the existing 20
trust, 21
(b) the trust rights and trust liabilities become by virtue of this 22
clause the rights and liabilities of the Trust, 23
(c) all proceedings relating to the trust assets, rights or 24
liabilities commenced before the dissolution day by or 25
against the existing trustees or any predecessors of the 26
existing trustees and pending immediately before the 27
dissolution day are taken to be proceedings pending by or 28
against the Trust, 29
(d) any act, matter or thing done or omitted to be done in 30
relation to the trust assets, rights or liabilities before the 31
dissolution day by, to or in respect of the existing trust is 32
(to the extent to which that act, matter or thing has any 33
force or effect) taken to have been done or omitted by, to 34
or in respect of the Trust, 35
(e) the Trust has all the entitlements and obligations of the 36
existing trust and existing trustees in relation to the trust 37
assets, rights and liabilities that the existing trust or 38
existing trustees would have had but for the dissolution of 39
the existing trust, whether or not those entitlements and 40
Page 7
Australian Jockey and Sydney Turf Clubs Merger Amendment Bill 2011
Schedule 1 Amendment of Australian Jockey and Sydney Turf Clubs Merger Act 2010
No 93
obligations were actual or potential at the time the 1
dissolution took effect. 2
(3) No attornment to the Trust by a lessee from the existing trust or 3
trustees is required. 4
(4) Subject to the regulations, a reference in any other Act or 5
instrument made under any other Act or in any instrument of any 6
kind to the existing trust or the existing trustees is to be read on 7
and from the dissolution day as being a reference to the Trust. 8
(5) Without limiting section 43, no compensation is payable to any 9
person or body in connection with the transfer of any asset, right 10
or liability, or the loss of any office, by operation of this clause. 11
Note. Section 43 provides for the effect of this Act on contracts, 12
instruments and other related matters. In particular, section 43 provides 13
that the operation of this Act is not to be regarded as a breach of trust or 14
otherwise as a civil wrong. 15
[15] Schedules 3 and 4 16
Insert after Schedule 2: 17
Schedule 3 Provisions relating to the procedure 18
of the Trust 19
1 General procedure 20
The procedure for the calling of meetings of the Trust and for the 21
conduct of business at those meetings is, subject to this Act and 22
the regulations, to be as determined by the Trust. 23
2 Quorum 24
The quorum for a meeting of the Trust is all of the Trustees for 25
the time being. 26
3 Presiding Trustee 27
(1) The Chairperson of the Trust (or, in the absence of the 28
Chairperson, another Trustee elected to chair the meeting by the 29
Trustees present) is to preside at a meeting of the Trust. 30
(2) The presiding Trustee has a deliberative vote and, in the event of 31
an equality of votes, has a second or casting vote. 32
4 Voting 33
A decision supported by a majority of the votes cast at a meeting 34
of the Trust at which a quorum is present is the decision of the 35
Trust. 36
Page 8
Australian Jockey and Sydney Turf Clubs Merger Amendment Bill 2011
Amendment of Australian Jockey and Sydney Turf Clubs Merger Act 2010 Schedule 1
No 93
5 Transaction of business outside meetings or by telephone 1
(1) The Trust may, if it considers fit, transact any of its business by 2
the circulation of papers among all the Trustees for the time 3
being, and a resolution in writing approved in writing by a 4
majority of those Trustees is taken to be a decision of the Trust. 5
(2) The Trust may, if it considers fit, transact any of its business at a 6
meeting at which Trustees (or some Trustees) participate by 7
telephone, closed-circuit television or other means, but only if 8
any Trustee who speaks on a matter before the meeting can be 9
heard by the other Trustees. 10
(3) For the purposes of: 11
(a) the approval of a resolution under subclause (1), or 12
(b) a meeting held in accordance with subclause (2), 13
the Chairperson and each Trustee have the same voting rights as 14
they have at an ordinary meeting of the Trust. 15
(4) A resolution approved under subclause (1) is, subject to the 16
regulations, to be recorded in the minutes of the meetings of the 17
Trust. 18
(5) Papers may be circulated among the Trustees for the purposes of 19
subclause (1) by facsimile or other transmission of the 20
information in the papers concerned. 21
6 Minutes 22
The Trust must cause full and accurate minutes to be kept of the 23
proceedings of each meeting of the Trust. 24
7 First meeting 25
The Minister may call the first meeting of the Trust in such 26
manner as the Minister considers fit. 27
Schedule 4 Provisions relating to the Trustees 28
1 Chairperson of the Trust 29
(1) One of the Trustees is to be appointed as Chairperson of the Trust 30
by the relevant instrument of appointment as a Trustee or by 31
another instrument executed by the Minister. 32
(2) The Chairperson vacates office as Chairperson if he or she: 33
(a) is removed from that office by the Minister under 34
subclause (3), or 35
Page 9
Australian Jockey and Sydney Turf Clubs Merger Amendment Bill 2011
Schedule 1 Amendment of Australian Jockey and Sydney Turf Clubs Merger Act 2010
No 93
(b) resigns that office by instrument in writing addressed to 1
the Minister, or 2
(c) ceases to be a Trustee. 3
(3) The Minister may remove a Trustee from the office of 4
Chairperson at any time for any or no reason and without notice. 5
2 Acting Trustees and acting Chairperson 6
(1) The Minister may, from time to time, appoint a person to act in 7
the office of a Trustee during the illness or absence of the Trustee, 8
and the person, while so acting, has and may exercise all the 9
functions of the Trustee and is taken to be a Trustee. 10
(2) The Minister may, from time to time, appoint a Trustee to act in 11
the office of Chairperson during the illness or absence of the 12
Chairperson, and the Trustee, while so acting, has and may 13
exercise all the functions of the Chairperson and is taken to be the 14
Chairperson. 15
(3) The Minister may remove any person from any office to which 16
the person was appointed under this clause at any time for any or 17
no reason and without notice. 18
(4) For the purposes of this clause, a vacancy in the office of Trustee 19
or Chairperson is taken to be an absence from office of the 20
Trustee or Chairperson, as the case may be. 21
3 Term of office 22
(1) Subject to this Schedule, a Trustee holds office for such period as 23
may be specified in the instrument of appointment of the Trustee, 24
but is eligible (if otherwise qualified) for reappointment. 25
(2) The period specified in the instrument of appointment of a 26
Trustee during which the Trustee is to hold office may not 27
exceed: 28
(a) in the case of a Trustee who is also appointed as 29
the Chairperson on his or her appointment as a Trustee-- 30
5 years, or 31
(b) in any other case--4 years. 32
(3) A Trustee may not hold office as such for a term (taking into 33
account any reappointments) that exceeds 8 years in total. 34
Page 10
Australian Jockey and Sydney Turf Clubs Merger Amendment Bill 2011
Amendment of Australian Jockey and Sydney Turf Clubs Merger Act 2010 Schedule 1
No 93
4 Casual vacancies 1
(1) The office of a Trustee becomes vacant if the Trustee: 2
(a) dies, or 3
(b) completes a term of office and is not reappointed, or 4
(c) resigns the office by instrument in writing addressed to the 5
Minister, or 6
(d) is removed from office by the Minister under this clause, 7
or 8
(e) is absent from 3 consecutive meetings of the Trust of 9
which reasonable notice has been given to the Trustee 10
personally or by post, except on leave granted by the 11
Minister or unless the Trustee is excused by the Minister 12
for having been absent from those meetings, or 13
(f) becomes bankrupt, applies to take the benefit of any law 14
for the relief of bankrupt or insolvent debtors, compounds 15
with his or her creditors or makes an assignment of his or 16
her remuneration for their benefit, or 17
(g) becomes a mentally incapacitated person, or 18
(h) is convicted in New South Wales of an offence that is 19
punishable by imprisonment for 12 months or more or is 20
convicted elsewhere than in New South Wales of an 21
offence that, if committed in New South Wales, would be 22
an offence so punishable. 23
(2) The Minister may remove a Trustee from office at any time for 24
any or no reason and without notice. 25
5 Filling of vacancy in office of Trustee 26
If the office of any Trustee becomes vacant, a person is, subject 27
to this Act, to be appointed to fill the vacancy. 28
6 Disclosure of pecuniary interests 29
(1) If: 30
(a) a Trustee has a direct or indirect pecuniary interest in a 31
matter being considered or about to be considered at a 32
meeting of the Trust, and 33
Page 11
Australian Jockey and Sydney Turf Clubs Merger Amendment Bill 2011
Schedule 1 Amendment of Australian Jockey and Sydney Turf Clubs Merger Act 2010
No 93
(b) the interest appears to raise a conflict with the proper 1
performance of the Trustee's duties in relation to the 2
consideration of the matter, 3
the Trustee must, as soon as possible after the relevant facts have 4
come to the Trustee's knowledge, disclose the nature of the 5
interest at a meeting of the Trust. 6
(2) A disclosure by a Trustee at a meeting of the Trust that the 7
Trustee: 8
(a) is a member, or is in the employment, of a specified 9
company or other body, or 10
(b) is a partner, or is in the employment, of a specified person, 11
or 12
(c) has some other specified interest relating to a specified 13
company or other body or to a specified person, 14
is a sufficient disclosure of the nature of the interest in any matter 15
relating to that company or other body or to that person that may 16
arise after the date of the disclosure and that is required to be 17
disclosed under subclause (1). 18
(3) Particulars of any disclosure made under this clause must be 19
recorded by the Trust in a book kept for the purpose and that book 20
must be open at all reasonable hours to inspection by any person 21
on payment of the fee determined by the Trust. 22
(4) After a Trustee has disclosed the nature of an interest in any 23
matter, the Trustee must not, unless the Minister otherwise 24
determines: 25
(a) be present during any deliberation of the Trust with respect 26
to the matter, or 27
(b) take part in any decision of the Trust with respect to the 28
matter. 29
(5) A contravention of this clause does not invalidate any decision of 30
the Trust. 31
(6) A reference in this clause to a meeting of the Trust includes a 32
reference to a meeting of a committee of the Trust. 33
7 Effect of certain other Acts 34
(1) Chapter 2 of the Public Sector Employment and Management Act 35
2002 does not apply to or in respect of the appointment of a 36
Trustee. 37
Page 12
Australian Jockey and Sydney Turf Clubs Merger Amendment Bill 2011
Amendment of Australian Jockey and Sydney Turf Clubs Merger Act 2010 Schedule 1
No 93
(2) If by or under any Act provision is made: 1
(a) requiring a person who is the holder of a specified office to 2
devote the whole of his or her time to the duties of that 3
office, or 4
(b) prohibiting the person from engaging in employment 5
outside the duties of that office, 6
the provision does not operate to disqualify the person from 7
holding that office and also the office of a Trustee. 8
Page 13
[Index] [Search] [Download] [Related Items] [Help]