AUSTRALIAN CAPITAL TERRITORY

Stadiums Authority Act 2000
No 6 of 2000
CONTENTS

part 1—preliminary
	1	Name of Act
	2	Commencement
	3	Definitions
part 2—stadiums authority
Division 2.1—Establishment and powers
	4	Establishment
	5	Functions
	6	Powers
	7	Restrictions on contracts and dealings with assets
Division 2.2—Board of management
	8	Establishment
	9	Function of the board
	10	Constitution of board
	11	Appointment of directors
	12	Chairperson and deputy chairperson
	13	Honesty and diligence
	14	Resignation
	15	Termination of appointment
	16	Disclosure of interest
Division 2.3—Procedures
	17	Meetings
	18	Procedure at meetings
	19	Quorum
part 3—chief executive and staff
Division 3.1—The chief executive
	20	Appointment
	21	Functions
Division 3.2—Staff and consultants
	22	Staff
	23	Consultants
part 4—accountability and finance
	24	Requests for information
	25	Notification of significant occurrences
	26	Ministerial directions
	27	Business plans
	28	Compliance with business plans
	29	Dividends
	30	Other reporting requirements
part 5—miscellaneous
Division 5.1—Conduct of persons associated with the authority
	31	Meaning of relevant person for Div 5.1
	32	Improper use of position
	33	Improper use of information
Division 5.2—General
	34	Power to bind authority
	35	Annual report
	36	Taxation
	37	Regulations
Part 6—transfer of assets, rights and liabilities
	38	Transfer of assets, rights and liabilities
	39	Evidentiary certificate
	40	Registration of changes in title to certain assets
	41	Proceedings and evidence

AUSTRALIAN CAPITAL TERRITORY

Stadiums Authority Act 2000
No 6 of 2000

An Act to establish the Stadiums Authority
 and for other purposes 
[Notified in ACT Gazette No. 12: 23 March 2000]
	The Legislative Assembly for the Australian Capital Territory enacts as follows:
part 1—preliminary
1 	Name of Act
	This Act is the Stadiums Authority Act 2000.
2 	Commencement
(1) 	Section 1 and this section commence on the day this Act is notified in the Gazette. 
(2) 	The remaining provisions commence on a day fixed by the Minister by notice in the Gazette.
(3) 	However, if a remaining provision has not commenced within 6 months after the day mentioned in subsection (1), it commences on the next day.
3 	Definitions
	In this Act, the following definitions apply unless the contrary intention appears:
appointed director means a person appointed to be a director of the authority under section 11.
authority means the Stadiums Authority.
board means the board of management of the authority established by section 8.
chief executive means a person appointed under section 20.
commencement day means the day when this section commences.
director means a director of the authority.

part 2—stadiums authority
Division 2.1—Establishment and powers
4 	Establishment
(1) 	Stadiums Authority is established by this subsection.
(2) 	The authority—
	(a)	is a body corporate; and
	(b)	may have a seal.
5 	Functions
	The functions of the authority are—
	(a)	to own, operate or manage sporting or entertainment facilities prescribed under the regulations; and
	(b)	to organise, or conduct at a facility mentioned in paragraph (a),  sporting, cultural, entertainment or commercial events or festivals, either alone or in conjunction with other persons; and
	(c)	to provide facilities (including organisational or catering facilities) for any event or festival mentioned in paragraph (b) or for meetings or functions of any other kind, whether public or private; and
	(d)	to operate on a sound commercial basis; and
	(e)	to maximise the sustainable return to the Territory on its investment in the authority; and
	(f)	to perform services to the community in accordance with an agreement with the Minister; and
	(g)	to advise the Minister on all significant issues relating to the authority and its activities; and
	(h)	to implement any directions from the Minister under this Act; and
	(i)	such other functions as are conferred on the authority under this Act or any other law of the Territory; and
	(j)	to carry out activities incidental to the performance of another function.
6 	Powers
(1) 	The authority has power to do everything necessary or convenient to be done in connection with the performance of its functions.
(2) 	Without limiting subsection (1), the authority has the same capacity as an individual.
7 	Restrictions on contracts and dealings with assets
(1) 	The authority or any company that, under the Corporations Law, is a subsidiary of the authority, may not, without the Treasurer’s prior written approval—
	(a)	enter into a contract involving the payment or receipt of an amount that exceeds, or of amounts that in total exceed, $500,000; or
	(b)	dispose of any of its main undertakings; or
	(c)	sell or otherwise dispose of, mortgage or otherwise give security over, a significant asset; or
	(d)	mortgage or give a charge over the whole or a significant part of its undertakings or assets.
(2) 	An approval of the Treasurer may be given subject to conditions.
Division 2.2—Board of management
8 	Establishment
	A board of management of the authority is established by this section.
9 	Function of the board
(1) 	The board has general responsibility for the policies and management of the authority.
(2) 	Without limiting subsection (1), the board is required to—
	(a)	decide the strategies and policies to be followed by the authority; and
	(b)	ensure that the authority performs its functions in a proper, effective and efficient way.
10 	Constitution of board
(1) 	Subject to subsection (3), the board consists of the directors.
(2) 	The directors of the authority are—
	(a)	the appointed directors; and
	(b)	the chief executive.
(3) 	For the purpose of considering or dealing with any matter relating to—
	(a)	the appointment or termination of appointment of a chief executive; or
	(b)	the terms or conditions of appointment of a chief executive;
the board consists of the appointed members only.
(4) 	The performance of the functions, and the exercise of the powers, of the authority are not affected merely because of there being a vacancy in its membership.
11 	Appointment of directors
(1) 	The Minister may, by instrument, appoint not less than 4 or more than 6 people to be directors of the authority.
(2) 	An appointment may not be for longer than 3 years.
12 	Chairperson and deputy chairperson
(1) 	The Minister must, by instrument, appoint an appointed director to be the chairperson of the board.
(2) 	The directors must elect an appointed director to be the deputy chairperson of the board.
13 	Honesty and diligence
	In the performance of his or her functions as a director, a director must exercise the degree of honesty, care and diligence that is required to be exercised by a director of a company in relation to the affairs of the company.
14 	Resignation
	An appointed director may resign by signed notice of resignation given to the Minister.
15 	Termination of appointment
(1) 	The Minister must terminate the appointment of an appointed director if the director—
	(a)	becomes bankrupt, applies to take the benefit of any law for the relief of bankrupt or insolvent debtors, compounds with creditors or makes an assignment of remuneration for their benefit; or
	(b)	is absent, except on leave, from 3 consecutive meetings of the authority; or
	(c)	has contravened section 13 or Division 5.1; or
	(d)	without reasonable excuse, has contravened section16; or
	(e)	is sentenced, in Australia or elsewhere, to imprisonment for at least 1 year; or
	(f)	is convicted, in Australia or elsewhere, of an offence—
	(i)	the maximum punishment for which is imprisonment for at least 1 year; or
	(ii)	that involves fraud or arises out of the promotion, formation or management of a corporation.
(2) 	The Minister may terminate the appointment of an appointed director if the board tells the Minister in writing that it has resolved, by a majority of at least 2/3rds of the directors, to recommend to the Minister that the appointment of the director be terminated.
(3) 	The board may only pass a resolution mentioned in subsection (2) if—
	(a)	at least 21 days written notice of the intention to consider the proposed resolution has been given to the director concerned; and
	(b)	the director has been given an opportunity to make submissions and present documents to a meeting of the board; and
	(c)	if the member has availed himself or herself of the opportunity mentioned in paragraph (b)—a summary of his or her arguments is recorded in the minutes of the authority and a copy of any documents presented is incorporated in the minutes.
16 	Disclosure of interest
(1) 	A director who has a direct or indirect personal or pecuniary interest in a matter being considered or about to be considered by the board must, as soon as practicable after the relevant facts have come to the director’s knowledge, disclose the nature of the interest at a meeting of the board.
(2) 	The disclosure must be recorded in the minutes of the meeting and, unless the board otherwise decides, the director must not—
	(a)	be present during any deliberation of the board on that matter; or
	(b)	take part in any decision of the board on that matter.
(3) 	A director who has made a disclosure under this section must not—
	(a)	be present during any deliberation of the board for the purpose of considering whether to make a decision under subsection (2); or
	(b)	take part in the making of a decision.
(4) 	The chairperson must, when requested by the Minister to do so, give to the Minister a statement of any disclosure of interest made under subsection (1) or (2).
(5) 	The Minister must cause a copy of a statement under subsection (4) to be laid before the relevant committee of the Legislative Assembly within 14 days after receiving the request.
(6) 	In subsection (5)—
relevant committee means—
	(a)	a standing committee of the Legislative Assembly nominated by the Speaker of the Legislative Assembly for the purposes of subsection (5); or
	(b)	if no nomination under paragraph (a) is in effect—the standing committee of the Legislative Assembly responsible for the scrutiny of public accounts.
Division 2.3—Procedures
17 	Meetings
(1) 	The chairperson or, if he or she cannot do so, the deputy chairperson—
	(a)	may convene a meeting of the board whenever he or she considers it necessary for the efficient discharge of the functions of the authority or of the board; and
	(b)	must convene a meeting of the board as soon as practicable if the convening of a meeting is requested by the Minister or, in writing, by at least 2 members.
(2) 	A person who convenes a meeting of the board must give to the other directors reasonable notice of the time and place of the proposed meeting.
18 	Procedure at meetings
(1) 	The chairperson must preside at all meetings of the board at which he or she is present.
(2) 	If the chairperson is not present at a meeting, the deputy chairperson must preside.
(3) 	If the chairperson and the deputy chairperson are both absent from a meeting, the directors present must elect a director to preside.
(4) 	Subject to any decision of the board, the procedures to be followed in connection with a meeting are as the presiding director decides.
(5) 	If all the directors so agree, a meeting may be held by means of a method of communication, or a combination of methods of communication, that enables each participant to hear what another participant says without the participants being in each other’s presence.
(6) 	A director who takes part in a meeting conducted under subsection (5) is taken, for all purposes, to be present at the meeting.
(7) 	Questions arising at a meeting may be decided by a majority of the votes of the directors present and voting.
(8) 	The presiding director has a deciding vote and, if the votes are equal, a casting vote.
(9) 	The board must keep minutes of its proceedings in writing or in such other form as the board decides.
19 	Quorum
	A majority of the appointed directors is a quorum for a meeting.

part 3—chief executive and staff
Division 3.1—The chief executive
20 	Appointment
(1) 	The authority must appoint a chief executive.
(2) 	The authority may appoint a person to act as chief executive—
	(a)	while the office of chief executive is vacant; or
	(b)	while the chief executive is absent from the ACT or, for any other reason, unable to perform his or her functions.
(3) 	The terms and conditions of appointment of the chief executive are as agreed to between the authority and the chief executive.
(4) 	The authority may only enter into an agreement mentioned in subsection (3) after consultation between the Minister and the board.
(5) 	Despite any agreement under subsection (3), the authority may terminate the appointment of a chief executive without compensation for failure to comply with subsection 21 (2) or Division 5.1.
21 	Functions
(1) 	The functions of the chief executive are—
	(a)	to manage the authority’s affairs on a day-to-day basis on behalf of the board; and
	(b)	to be a director; and
	(c)	any other function given to him or her by the board.
(2) 	In performing the function under paragraph (1) (a), the chief executive must act in accordance with any policies decided, and any directions given, by the board.
Division 3.2—Staff and consultants
22 	Staff
(1) 	The staff of the authority are employed under the Public Sector Management Act 1994.
(2) 	That Act applies in relation to the management of the staff of the authority.
23 	Consultants
(1) 	The authority may engage consultants.
(2) 	Subsection (1) does not confer on the authority a power to enter into a contract of employment.

part 4—accountability and finance
24 	Requests for information
(1) 	The authority must provide the Legislative Assembly with all the information that it requests.
(2) 		The authority must provide the Minister with all the information that he or she requests.
25 	Notification of significant occurrences
	The authority must, as soon as practicable, tell the Minister of any significant occurrence that affects, or seems likely to affect—
	(a)	the value of the authority; or
	(b)	a significant part of its assets; or
	(c)	the performance of the authority as a whole; or
	(d)	the discharge of a significant activity of the authority.
26 	Ministerial directions
(1) 	The Minister may, by instrument, give directions to the authority in relation to the performance of any of its functions.
(2) 	Before giving a direction the Minister must—
	(a)	tell the authority of the intent of the proposed direction; and
	(b)	give the authority a reasonable opportunity to comment on the proposed direction; and
	(c)	consider any comments made by the authority.
(1) 	The Minister must lay before the Legislative Assembly an instrument under subsection (1) within 6 sitting days after making it.
(4) 	On receiving a direction under this section, the authority must comply with it.
(5) 	The Territory is liable to reimburse the authority for the net reasonable expense of complying with a direction.
(6) 	The net reasonable expense of complying with a direction is—
	(a)	if the direction requires the authority to do something that, but for the direction, it would not have done—the reasonable cost of, and the estimated revenue foregone in, complying with the direction; or
	(b)	if the direction requires the authority to perform an activity in a way that is different from the manner in which the authority would otherwise have performed it—the additional cost incurred, and the estimated revenue foregone, in performing the activity in accordance with the direction; or
	(c)	if the direction requires the authority to refrain from performing an activity—any loss incurred by the authority as a result of the foregone revenue exceeding the savings resulting from the nonperformance of the activity.
(7) 	An amount is not payable under subsection (5) unless it is agreed to by the Minister and the authority or, failing agreement, is determined by the Treasurer.
27 	Business plans
(1) 	The Minister may request the authority, in writing, to prepare and give to him or her a business plan made up to a date specified in the direction (the specified date).
(2) 	If the Minister makes a request under subsection (1), the authority must give to the Minister a business plan that includes—
	(a)	a profit and loss account for the period from the beginning of the current financial year to the specified date; and
	(b)	a cash flow statement for that period; and
	(c)	a statement of assets and liabilities at the specified date; and
	(d)	estimated profit and loss accounts and cash flow statements for each of the next 3 financial years; and
	(e)	a statement of estimated assets and liabilities at the end of each of the next 3 financial years; and
	(f)	a copy of the statement of intent for the current financial year provided under subsection 58 (1) of the Financial Management Act 1996; and
	(g)	a description of the business and corporate strategies adopted by the authority; and
	(h)	a description of any significant action that the authority has taken or intends to take in order to achieve the estimates set out in the statements under paragraphs (d) and (e); and
	(i)	an explanation of any significant variation disclosed by the business plan from—
	(i)	estimates previously given by the authority for the current or a future financial year; or
	(ii)	strategies or policies, whether adopted or contemplated, of which advice had been given;
		in a previous business plan, information given to the Minister or the Treasurer, a statement of intent or an annual report.
(3) 	The Minister must cause a copy of each business plan given to him or her under subsection (2) to be presented to the Legislative Assembly within 6 days after receiving it.
28 	Compliance with business plans
(1) 	This section applies to a financial year if the authority has previously given to the Minister a business plan that contains estimates for the financial year.
(2) 	As soon as practicable after 31 December and 30 June in a financial year to which this section applies, the authority must give to the Minister a written assessment of its performance, for the 6 month period ending on those dates, in relation to the estimates for that period contained in the latest business plan given to the Minister.
(3) 	A report under subsection (2) must be prepared in a form that facilitates a comparison between the business plan estimates applicable to the period and the outcomes of operations of the authority during the period.
29 	Dividends
(1) 	If there are profits available for doing so, the Treasurer, after consultation with the board, may direct the authority to declare a dividend for a financial year of the amount directed by the Treasurer.
(2) 	The authority must pay to the Territory, within 1 month after receiving a direction under subsection (1), a dividend in accordance with the direction.
(3) 	For this section, available profits are—
	(a)	the profits for the financial year to which the Treasurer’s direction relates; and
	(b)	any profits for any previous financial year that have not previously been taken into account in deciding whether a dividend should be declared.
(4) 	In this section—
profit includes the net proceeds of the sale of assets.
30 	Other reporting requirements
(1) 	In addition to any other reports that the authority is required by this Act or any other law to make, the authority must give to the Treasurer such reports as the Treasurer from time to time requests in writing.
(2) 	A report under this section must be prepared in such form, and be based on such accounting or other policies or practices, as the Treasurer specifies in writing.

part 5—miscellaneous
Division 5.1—Conduct of persons associated with the authority
31 	Meaning of relevant person for Div 5.1
	In this Division—
relevant person means—
	(a)	a director; or
	(b)	an employee of the authority; or
	(c)	a person performing services for the authority.
32 	Improper use of position
	A relevant person must not knowingly make improper use of his or her position as a relevant person to gain, directly or indirectly, an advantage for himself or herself or anyone else or to cause detriment to the authority.
Maximum penalty:  500 penalty units, imprisonment for 5 years or both.
33 	Improper use of information
	A relevant person or former relevant person must not knowingly make improper use of information acquired because of his or her position as a relevant person to gain, directly or indirectly, an advantage for himself or herself or anyone else or to cause detriment to the authority.
Maximum penalty:  500 penalty units, imprisonment for 5 years or both.
Division 5.2—General
34 	Power to bind authority
	Anything done by, or on behalf of, the authority by the board or the chief executive is taken to have been done by the authority.
35 	Annual report
	A report or information prepared by the authority for section 8 of the Annual Reports (Government Agencies) Act 1995 must include, for the reporting period—
	(a)	a copy of any direction given by the Minister under section 27 during the period; and
	(b)	a statement by the authority about action taken during the period to give effect to any direction given by the Minister under that section, whether during that period or an earlier one.
36 	Taxation
	Part 5 of the Territory Owned Corporations Act 1990 applies to the authority as if the authority were a Territory owned corporation within the meaning of that Act.
37 	Regulations
	The Executive may make regulations for this Act.

Part 6—transfer of assets, rights and liabilities
38 	Transfer of assets, rights and liabilities
(1) 	The Minister may, in writing, declare that assets, rights or liabilities of the Territory specified or described in the instrument vest in the authority.
(2) 	An asset, right or liability specified or described in an instrument under subsection (1) vests, by force of this section, in the authority.
(3) 	A vesting under this section takes effect on the day the declaration is made or such later date as is stated in the declaration.
(4) 	If an asset, right or liability that is transferred to the authority under this section is mentioned in a contract, agreement or arrangement, the reference to the Territory in the contract, agreement or arrangement is to be read (except in relation to matters that occurred before the vesting) as a reference to the authority.
(5) 	An instrument under subsection (1)—
	(a)	is a disallowable instrument for the Subordinate Laws Act 1989; and 
	(b)	unless disallowed under section 6 of that Act, takes effect—
	(i)	on the day immediately following the last day on which the instrument could have been disallowed under section 6 of that Act; or
	(ii)	on any later day stated in the instrument.
39 	Evidentiary certificate
(1) 	The chief executive may certify in writing that an asset, right or liability mentioned in the certificate has vested in the authority under section 38.
(2) 	A certificate under subsection (1) is evidence of the matters it states.
(3) 	A document that purports to be a certificate signed by the chief executive under subsection (1) is taken, unless the contrary is proved, to be such a certificate and to have been so signed.
(4) 	In this section—
chief executive means the chief executive of the administrative unit responsible under paragraph 14 (b) of the Public Sector Management Act 1994, for this Act.
40 	Registration of changes in title to certain assets
(1) 	If a registrable asset vests in the authority under section 38, the authority may give to the relevant registering authority a certificate under section 39 for that asset.
(2) 	On receipt of a certificate under section 39 that relates to a registrable asset, a registering authority must make such entries in the relevant registers kept by it, and do such other things, as are necessary to reflect the operation of section 38.
(3) 	In this section—
registering authority means a person who, under a law of the Territory, is required or permitted to enter in a register particulars relating to the ownership of a registrable asset.
registrable asset means an asset, including an interest in land, particulars of the ownership of which are required or permitted under a law of the Territory to be entered in a register.
(4) 	The evidentiary value of a register mentioned in this section is not affected by—
	(a)	the making of an entry under this section; or
	(b)	the failure to make an entry under this section; or
	(c)	the failure by the authority to give a certificate to a registering authority.
41 	Proceedings and evidence
(1) 	In this section—
proceeding includes a right of appeal or review (including a right of review under the Ombudsman Act 1989) or any other civil proceeding relating to an asset, right or liability vested in the authority under section 38.
vesting day, for an asset, right or liability vested in the authority under section 38, is the day when the vesting occurs.
(2) 	For a proceeding started before the vesting day to which the Territory is a party, the authority is substituted as a party to the proceeding.
(3) 	A proceeding that—
	(a)	was not started before the vesting day; and
	(b)	apart from this section could, after that day, have been brought against the Territory;
may be brought against the authority.
(4) 	Part 3 of the Limitation Act 1985 applies to the institution of proceedings mentioned in subsection (1) by or against the authority as if the cause of action had accrued by or against the authority. 
(5) 	The court, tribunal, commission or other body in which, or before which, proceedings have been instituted or continued under this section may give directions in relation to the institution or continuance of those proceedings.
(6) 	Any evidence that, but for this section, would have been admissible for or against the Territory is admissible for or against the authority.
(7) 	The Territory and the authority must endeavour to assist each other in the provision of evidence relevant to a proceeding for a cause of action arising before the commencement day.

Endnote
Penalty units
Section 33AA of the Interpretation Act 1967 deals with the meaning of offence penalties that are expressed in penalty units.
[Presentation speech made in Assembly on 9 December 1999]

©  Australian Capital Territory 2000