Enterprise Zones Act 1988 (Qld)

1090 Queensfanb ANNO TRICESIMO SEPTIMO ELIZABETHAE SECUNDAE REGINAE No. 86 of 1988 An Act to encourage the development of manufacturing enterprises in Queensland through the establishment of Enterprise Zones and the constitution of Enterprise Zone Corporations and other means and for related purposes [ASSENTED TO 1ST DECEMBER, 1988

Enterprise Zones Act 1988, No. 86 1091 BE IT ENACTED by the Queen's Most Excellent Majesty, by and with the advice and consent of the Legislative Assembly of Queensland in Parliament assembled, and by the authority of the same, as follows:- PART I-PRELIMINARY 1. Short title . This Act may be cited as the Enterprise Zones Act 1988. 2. Objective of Act. The objective of the Act is to create a mechanism for accelerating the development of high value-added export-oriented manufacturing enterprises in Queensland. 3. Arrangement . This Act is arranged in Parts as follows:- PART I-PRELIMINARY ( ss. 1-4); PART II-ENTERPRISE ZONES (s. 5); PART III-ENTERPRISE ZONE CORPORATIONS (ss. 6-32); Division 1-Constitution and Membership (ss. 6-16); Division 2-Functions and Powers (ss. 17-21); Division 3-Proceedings and Business (ss. 22-30); Division 4-Financial Provisions (ss. 31-32); PART IV-ENTERPRISE ZONE AGREEMENTS (ss. 33-38); PART V-MISCELLANEOUS (ss. 39-44). 4. Interpretation . (1) In this Act, unless the contrary intention appears- "Agreement" means an Enterprise Zone Agreement; "Corporation" means an Enterprise Zone Corporation constituted under this Act; "department" means a department of government of the State; "Director-General" means the person for the time being holding, under the Public Service Management and Employment Act1988, the appointment of Director-General of Industry Development and includes any person for the time being performing the duties of that appointment; "eligible project" in relation to a Zone means a project for the development within the Zone of a manufacturing industry within guidelines set by the Minister pursuant to subsection (2); "financial year " means the period of 12 months ending on 30 June in any year; "local authority" means a local authority within the meaning of the Local Government Act 1936-1987 and includes Brisbane City Council; "Minister" means the Minister of the Crown for the time being charged with the administration of this Act and includes

1092 Enterprise Zones Act 1988, No. 86 any Minister of the Crown for the time being performing the duties of the Minister; "statutory body" means a statutory body within the meaning of the Statutory Bodies Financial Arrangements Act 1982-1988 and includes a local authority; "Under Treasurer" means the person for the time being holding, under the Public Service Management and Employment Act1988, the appointment of Under Treasurer and Under Secretary, Treasury Department, and includes any person for the time being performing the duties of that appointment; "Zone" means an Enterprise Zone declared under this Act. (2) For the purposes of this Act, the Minister by notice in writing given to a Corporation may set guidelines for determining whether or not a project for the development of a manufacturing industry in the Corporation's Zone is an eligible project. PART II-ENTERPRISE ZONES 5. Declaration of Enterprise Zone. The Governor in Council, by Order in Council, on the recommendation of the Minister, may- (a) declare any part or parts of the State to be an Enterprise Zone; (b) vary an Enterprise Zone by excluding from it any part thereof or by including in it any part of the State not included in an Enterprise Zone; (c) abolish an Enterprise Zone. PART III-ENTERPRISE ZONE CORPORATIONS Division 1-Constitution and Membership 6. Constitution of Enterprise Zone Corporation . (1) The Governor in Council, by Order in Council, on the recommendation of the Minister, may declare that there be constituted for a Zone an Enterprise Zone Corporation under a name and style specified in the order. (2) A Corporation by the name and style so specified- (a) shall be a body corporate; (b) shall have a common seal; (c) shall be capable in law of suing and being sued and of doing and suffering all such other acts and things as bodies corporate may in law do and suffer. (3) All courts and persons acting judicially shall take judicial notice of the seal of a Corporation affixed to any document. (4) A Corporation shall be taken to represent the Crown in right of Queensland.

Enterprise Zones Act 1988, No. 86 1093 (5) The Governor in Council, by Order in Council, on the recommendation of the Minister, may declare that on and from a future date specified in the order a Corporation specified therein shall be dissolved, and on and from that date the Corporation so specified shall cease to exist and the members thereof shall cease to hold office. 7. Composition of Enterprise Zone Corporation . (1) A Corporation shall consist of such number of members as is declared by the Order in Council pursuant to which it is constituted, not being in any case less than five, of which- (a) one shall be the Director-General who shall be a member ex officio; (b) one shall be the Under Treasurer who shall be a member ex officio; and (c) the other members shall be persons appointed by the Governor in Council, on the recommendation of the Minister, by notification published in the Gazette. Members of a Corporation referred to in paragraph (c) are in this Act referred to as appointed members. (2) A member of the Corporation referred to in paragraph (c) of subsection (1) may be appointed by reference to the holder of an office specified in the notification of appointment and if such an appointment is made the holder from time to time of the office so specified shall be deemed to be an appointed member. (3) If the Governor in Council alters the number of members of a Corporation, the alteration shall not take effect until the next appointment to the Corporation of the whole number of appointed members. 8. Term of appointment of members . (1) Subject to subsection (2) and section 12, the appointed members of a Corporation shall be appointed for a term of 3 years ending on the same day. (2) Where at any time the Governor in Council appoints to their offices the whole number of appointed members of a Corporation for a three year term, in relation to a particular such office he may appoint more than one person to hold that office so that each in accordance with the terms of his appointment shall be the sole occupant thereof for a specified part of the three year term. (3) An appointed member whose term of office has expired shall be eligible for re-appointment if otherwise qualified.

1094 Enterprise Zones Act 1988, No. 86 9. Vacation of office . (1) The office of an appointed member of a Corporation shall become vacant if the member- (a) dies; (b) resigns his office by writing signed by him furnished to the Minister; (c) is absent without prior leave granted by the Corporation from 3 consecutive meetings of the Corporation of which due notice has been given to him; (d) ceases to be qualified to continue as an appointed member; or (e) is removed from office as a member by the Governor in Council. (2) For the purposes of paragraph (c) of subsection (1)- (a) the non-attendance of a member at the time and place appointed for the meeting shall not constitute absence from such meeting unless a meeting of the Corporation at which a quorum is present is actually held on that day; and (b) the attendance of a member at the time and place appointed for a meeting shall be deemed to constitute presence at a meeting notwithstanding that, by reason of the lack of a quorum, a meeting is not actually held on that day. 10. Disqualification from office . A person is not qualified to be or to continue as an appointed member of a Corporation if he- (a) is an undischarged bankrupt or is taking advantage of the laws in force for the time being relating to bankrupt or insolvent debtors; (b) has been convicted in Queensland of an indictable offence or elsewhere than in Queensland in respect of an act or omission that if it occurred in Queensland would have constituted an indictable offence (unless the Minister is of the opinion that the circumstances of the offence do not warrant disqualification from office); (c) is a patient within the meaning of the Mental Health Services Act 1974-1987; or (d) has been convicted of the offence defined in section 28. 11. Removal of members . The Governor in Council, on the recommendation of the Minister, may remove an appointed member of a Corporation from office for any cause that appears to him to be sufficient. 12. Casual vacancies . (1) If a vacancy occurs in the office of an appointed member of a Corporation before the expiration of his term

Enterprise Zones Act 1988, No. 86 1095 of appointment the Governor in Council, by notification published in the Gazette, on the recommendation 'of the Minister, may appoint a person to fill the vacancy. (2) A person appointed to fill a vacancy shall be appointed for the balance of the term for which his predecessor was appointed and shall, if otherwise qualified, be eligible for re-appointment. 13. Chairman and deputy chairman . (1) A Corporation shall have a chairman who shall be a person appointed as such from time to time by the Governor in Council, on the recommendation of the Minister. A person shall not be qualified to be appointed chairman of a Corporation unless he is an appointed member of the Corporation. (2) A chairman of a Corporation shall hold office until- (a) he resigns his office as chairman or is removed from his office as chairman by the Governor in Council; (b) the expiration of the term of his appointment as a member of the Corporation notwithstanding that he is re-appointed as a member; (c) he ceases to be a member of the Corporation, whichever event occurs first. (3) The Director-General shall be the deputy chairman of a Corporation. (4) The deputy chairman shall act in the office of chairman during such time as the chairman is prevented by absence, illness or other cause from performing the duties of that office and during such time as a vacancy exists in that office and while he so acts he shall discharge the functions, exercise the powers and perform the duties of chairman. (5) The chairman of a Corporation may, by writing under his hand furnished to the Minister, resign his office as chairman. (6) A retiring chairman of a Corporation is, while he is a member of the Corporation, eligible for re-appointment as chairman. (7) The Governor in Council, on the recommendation of the Minister, may remove the chairman of a Corporation from his office as such for any cause that appears to him to be sufficient. 14. Deputy members . (1) Subject to the directions of the Minister, an ex officio member of a Corporation, by writing under his hand, may appoint an officer of his department to be his deputy for any meeting or meetings of the Corporation specified by him in the instrument of appointment. (2) The deputy of an ex officio member, in the absence of the ex officio member from a meeting of the Corporation specified in the instrument of appointment, may attend the meeting and whilst so doing shall be deemed to be the member whose deputy he is.

1096 Enterprise Zones Act 1988, No. 86 (3) A person attending a meeting as the deputy of the Director- General shall whilst so doing be deemed to be deputy chairman. 15. Fees and allowances . (1) Subject to subsection (2), a member of a Corporation shall be entitled to be paid such fees and allowances (if any) as the Governor in Council may from time to time determine. (2) Fees and allowances shall not be paid to a member who is an officer of the Public Service of Queensland for attendance at any meeting of a Corporation wholly held during ordinary office working hours of that officer. (3) Each member of a Corporation shall be paid such expenses as are necessarily incurred by him in the discharge of his duties as a member and as the Corporation approves. 16. Holders of office not affected by restrictive employment provisions. A provision of any enactment requiring the holder of an office to devote the whole of his time to the duties of his office or prohibiting him from engaging in employment outside the duties of his office shall not operate to hinder his holding that office and also an appointment as member or chairman or deputy chairman of a Corporation or his acceptance and retention of any fee, allowance or expense payable under this Act. Division 2-Functions and Powers 17. Functions of Enterprise Zone Corporation . The functions of a Corporation shall be- (a) to promote and market the Zone for which it is constituted as a suitable location for the development of eligible projects; (b) to provide advice to all interested persons in relation to the availability of assistance under this Act; (c) to consult with local authorities, departments of government of the State or Commonwealth or any instrumentality established under any Act of the State or Commonwealth or any other person with a view to ascertaining the forms of assistance available for eligible projects that may from time to time be proposed in its Zone; (d) to assess whether or not a proposed project in its Zone is an eligible project; (e) to provide advice to persons engaged or proposing or considering engaging in eligible projects in its Zone upon all matters pertinent to the development of the project including in relation to the financial or other assistance available from any source; (f) to assist persons engaged, or proposing or considering engaging in eligible projects in its Zone to obtain financial or other assistance from any source; (g) to facilitate the provision of assistance by any means to eligible projects in its Zone; (h) to negotiate Agreements in consultation with statutory bodies, departments or persons concerned in the provision of

Enterprise Zones Act 1988, No. 86 1097 assistance for, or development of, eligible projects in its Zone; (i) to recommend Agreements to the Minister in respect of eligible projects in its Zone; 0) to co-ordinate the provision of financial and other assistance in accordance with any Agreement to which the Corporation is a party and to facilitate, with statutory bodies, departments and persons concerned, the development of the eligible project in respect of which the Agreement is made; (k) to monitor the operation of any Agreement; (1) to advise the Minister in relation to the exercise by the Governor in Council, in respect of its Zone, of the powers conferred by subsection (b) of section 5; (m) to advise the Minister in relation to the development of eligible projects within its Zone; (n) to provide recommendations or reports on any matter that the Minister requires of it; (o) to discharge such other functions as may be prescribed. 18. Powers of Enterprise Zone Corporation . (1) A Corporation has the power to do all things necessary or convenient to be done for or in connexion with the discharge of its functions. (2) Without limiting the generality of subsection (1), the powers of a Corporation include the power- (a) to employ such number of persons as it considers necessary for the proper discharge of its functions on such terms and conditions as it thinks fit, subject to any applicable industrial award or industrial agreement within the meaning of the Industrial Conciliation and Arbitration Act 1961-1988; (b) to engage, otherwise than as employees, persons having suitable qualifications or experience as consultants to the Corporation; (c) to be appointed an agent or appoint agents in or out of Queensland; (d) to enter into contracts; (e) to acquire land or premises by purchase, lease or other arrangement for its own use; (f) to acquire equipment and other property or services for its own use; (g) to receive, manage and disburse monies made available to it by any body or person for encouraging the development of its Zone or eligible projects in its Zone; (h) to exercise such powers as may be prescribed. 19. Additional functions, powers and duties. The Governor in Council, by Order in Council, may confer or impose upon a Corporation

1098 Enterprise Zones Act 1988, No. 86 such powers, functions and duties as he considers necessary or desirable for the purposes of this Act, subject to such conditions as he thinks fit. 20. Superannuation scheme. (1) Subject to the approval of the Governor in Council, a Corporation- (a) may establish and maintain or participate in any scheme or arrangement; (b) may amend a scheme or arrangement established and maintained by it, that secures superannuation or provident benefits for employees of the Corporation or their dependants. (2) It shall not be competent to a Corporation to continue to participate in a scheme or arrangement such as is referred to in subsection (1) that is amended subsequently to the Corporation commencing to participate therein unless the approval of the Governor in Council has first been obtained to its continued participation. (3) The Auditor-General shall audit the accounts and records of a scheme or arrangement such as is referred to in subsection (1) established and maintained by a Corporation. Audits under this section shall be performed in such manner and at such times as the Auditor-General thinks fit. The provisions of the Financial Administration and Audit Act 1977- 1988 that apply in relation to audits of accounts required by any Act to be performed by the Auditor-General apply in relation to audits under this section. 21. Ministerial directions . In the discharge of its functions, the exercise of its powers and the performance of its duties, a Corporation shall be subject to the directions of the Minister. Division 3-Proceedings and Business 22. Procedure generally. Subject to this Act, a Corporation shall conduct its business in such manner as it thinks fit. 23. Meetings convened by chairman . (1) Subject to subsection (2), a chairman of a Corporation shall convene such meetings of the Corporation as are, in his opinion, necessary for the efficient conduct of its affairs. (2) If requested to do so in writing by two or more members of the Corporation other than himself, the chairman of a Corporation shall convene a meeting of the Corporation. 24. Quorum . A quorum of a Corporation shall consist of a majority of the total number of members for the time being holding office and business shall not be conducted at a meeting unless a quorum is present.

Enterprise Zones Act 1988, No. 86 1099 25. Presiding at meetings . The chairman of a Corporation shall preside at all meetings of the Corporation at which he is present and, in the absence of the chairman, the deputy chairman, if present, shall preside. If both the chairman and deputy chairman are absent from a meeting, a member elected by members present at that meeting (if they constitute a quorum) shall preside. A member elected to preside at a meeting shall have and may exercise the powers and shall discharge the functions and perform the duties of the chairman. 26. Conduct of affairs . (1) A Corporation shall discharge a function, exercise a power or perform a duty by the majority vote of its members present at a meeting and voting on the business in question. (2) A member who, being present at a meeting and entitled to vote, abstains from voting shall be deemed to have voted in the negative. (3) The person who is duly presiding at a meeting shall have a deliberative vote and, in the event of an equality of votes, a casting vote. 27. Minutes . (1) A Corporation shall cause to be recorded in a minute book- (a) particulars of all proceedings at meetings of the Corporation; (b) the names of the members present at each meeting of the Corporation; and (c) the names of all members voting on a question before the Corporation, if a member requires that the names of members voting on the question be recorded. (2) Every entry in the minute book shall be signed at the meeting of the Corporation next following the meeting at which the proceedings to which the entry relates is taken, by the chairman or other person who duly presides at the next following meeting. (3) Every entry in the minute book purporting to be signed as prescribed and every writing purporting to be a copy of or extract from such an entry and to be certified by the chairman shall, upon its production in any proceeding be evidence, and in the absence of evidence to the contrary, conclusive evidence, of the matters contained therein. 28. Disclosure of interest . (1) If a member of a Corporation has any pecuniary interest in a matter that is or is to be the subject of an Agreement, contract, or other arrangement to which the Corporation is or is to be a party and is present at a meeting of the Corporation at which the matter is the subject of consideration, he- (a) shall disclose the fact of his interest at the meeting and before the matter is considered; (b) shall not participate in the consideration of or vote on any question with respect to the matter;

1100 Enterprise Zones Act 1988, No. 86 and (c) shall be disregarded for the purposes of constituting a quorum in respect of the consideration of the matter. (2) A disclosure made by a member of a Corporation in compliance with subsection (1) shall be recorded in the minute book of the Corporation. (3) A Corporation may by resolution exclude any member from a meeting whilst any matter in relation to which he is required to disclose an interest under subsection (1) is being considered. (4) In subsection (1), the expression "pecuniary interest"- (a) does not include an interest that a member of a Corporation may have in a matter in common with members of the public; (b) does include a pecuniary interest known to a member of a Corporation as had by his spouse or a member of his family ordinarily resident with him. (5) Notwithstanding that a member of a Corporation contravenes a provision of this section, that contravention does not invalidate any decision of the Corporation or the discharge of a function, exercise of a power or the performance of a duty by it. (6) A member who fails to comply with this section commits an offence against this Act and is liable to a penalty not exceeding 50 penalty units. 29. Common seal. (1) The common seal of a Corporation- (a) shall be kept in the custody of the chairman of the Corporation or other person authorized by resolution of the Corporation; and (b) shall be taken to have been duly affixed to a document only if- (i) it was affixed under authority conferred by resolution of the Corporation; and (ii) the affixing of the seal is attested by the chairman of the Corporation or by a person authorized by resolution of the Corporation to so attest. (2) An attestation on a document purporting to be in accordance with subparagraph (ii) of paragraph (b) of subsection (1) to the effect that the common seal of a Corporation was affixed to the document under authority conferred by resolution of the Corporation shall be evidence and, in the absence of evidence to the contrary, conclusive evidence that the seal was duly affixed to the document. (3) A document purporting to be made by or on behalf of a Corporation, other than a document that requires the common seal of

Enterprise Zones Act 1988, No. 86 1101 the Corporation to be affixed, shall be taken to be duly made if it bears the signature of the chairman of the Corporation, or of a person authorized by resolution of the Corporation in that behalf. 30. Validity of proceedings . An act or proceeding of a Corporation shall not be invalidated or in any way prejudiced by reason only that at the time the act was done or the proceeding taken there was a vacancy in the membership of the Board or a defect in the qualification or appointment of a member. Division 4-Financial Provisions 31. Budget . (1) For each financial year a Corporation, by or within such time as the Minister directs, shall frame and adopt a budget that is consistent with funds appropriated for the purposes of that Corporation. Every budget shall be subject to the Minister's approval and, until so approved, shall be of no force or effect. (2) From time to time in a financial year a Corporation may frame and adopt amendments to its budget approved by the Minister for that year, consistent with funds available for the purposes of the Corporation. Every amendment shall be subject to the Minister's approval and, until so approved, shall be of no force or effect. (3) A Corporation shall observe its budget as currently approved. (4) Every budget shall show- (a) estimates of the receipts and disbursements of the Corporation for the year to which the budget relates; (b) the purposes for which disbursements will be made by the Corporation in the year to which the budget relates; (c) estimates of receipts and disbursements adopted by the Corporation in respect of the previous year and the actual receipts and disbursements for that year. 32. Application of Financial Administration and AuditAct. For the purposes of the Financial Administration and Audit Act 1977-1988, a Corporation is a statutory body within the meaning of that Act. PART IV-ENTERPRISE ZONE AGREEMENTS 33. Negotiation for assistance . (1) If a Corporation determines that- (a) a person is engaged in or proposes to engage in a manufacturing project within the Corporation's Zone; and (b) the project is an eligible project, the Corporation may enter upon negotiations with that person and with

1102 Enterprise Zones Act 1988, No. 86 such other persons and entities as may be necessary with a view to the making of an Agreement for provision to the first mentioned person of assistance in the establishment or operation (or the establishment and operation) of the project. (2) If a Corporation determines that- (a) a person is engaged in or proposes to engage in a manufacturing project located at a place outside the Corporation's Zone; and (b) the project would be an eligible project if that place were included in the Zone, the Corporation, with the approval of the Minister first had and obtained, may enter upon negotiations with that person and with such other persons and entities as may be necessary with a view to the making of an Agreement for the inclusion of the place within the Corporation's Zone and for provision to the first mentioned person of assistance in the establishment or operation (or the establishment and operation) of the project. (3) The assistance for the provision of which an Agreement may be negotiated under this section- (a) may be in the form of financial assistance or in any other form whatever; and (b) may be assistance that could be provided by one or more of the following- any department or agency of the Crown; any statutory body; the Corporation. (4) Negotiations entered upon under this section shall be conducted in accordance with this Part and not otherwise. 34. Requirements of negotiations . (1) In the conduct of its negotiations under section 33, a Corporation shall not offer provision of assistance of a particular form unless- (a) it has consulted with each department, agency of the Crown or statutory body from which that assistance is sought with respect to the provision of that assistance; (b) it has obtained the consent in writing to the provision of that assistance of the Minister of the Crown charged with the administration of any Act the operation of which is likely *to be affected by the provision of that assistance; (c) it has obtained the consent in writing to the provision of that assistance of the Minister of the Crown responsible for

Enterprise Zones Act 1988, No. 86 1103 any department or agency of the Crown by or through which that assistance would be provided; (d) it has obtained the consent in writing to the provision of that assistance of any statutory body by or through which that assistance would be provided or whose operations are likely to be directly affected by the provision of that assistance. (2) When negotiations under section 33 have resulted in the formulation of the terms and conditions to be contained in an Agreement the Corporation shall furnish to the Minister- (a) a copy of the terms and conditions; (b) a report or reports stating- (i) in relation to negotiations conducted pursuant to subsection (1) of section 33, the reasons the Corporation has determined the project in question to be an eligible project and justifying why the assistance contemplated by the terms and conditions should be provided; (ii) in relation to negotiations conducted pursuant to subsection (2) of section 33, the reasons the Corporation has determined that the project in question would be an eligible project if the place where it is located were included in the Corporation's Zone and justifying why the place should be included in the Zone and why the assistance contemplated by the terms and conditions should be provided; (c) information on such other matters as the Minister may direct; and (d) a statement by the Corporation confirming that the provisions of subsection (1) have been complied with in the conduct of negotiations, accompanied by a copy of each consent obtained by it in the course of such compliance. 35. Making of Agreement . (1) The Minister shall submit to the Governor in Council his recommendation as to whether an Agreement should be made for the provision of assistance for the project in question on the terms and conditions furnished to the Minister. The Governor in Council may approve the making of the Agreement, if he is satisfied the Agreement should be made. (2) When the Governor in Council has approved the making of an Agreement, the Corporation may make an Agreement with the person to whom assistance is to be provided upon the terms and conditions so approved. (3) An Agreement made by the Corporation without the approval of the Governor in Council first obtained or made on terms and conditions other than those approved by the Governor in Council is void and of no effect.

1104 Enterprise Zones Act 1988, No. 86 36. Variation of Agreement. (1) The provisions of this Part relating to negotiations with a view to the making of an Agreement or relating to the making of an Agreement shall apply in relation to negotiations for, and the making of an agreement that has the effect of, varying an existing Agreement. (2) An agreement that has the effect of varying an existing Agreement, which variation agreement is made by a Corporation without the approval of the Governor in Council or made on terms and conditions other than those approved by the Governor in Council, is void and of no effect. 37. Effect of Agreement. (1) The provisions of an Agreement that has taken effect or of any agreement that has had the effect of varying such an Agreement are binding upon- (a) the parties thereto; (b) the Crown in relation to the provision of assistance to be provided thereunder by or through a department or an agency of the Crown; (c) each statutory body by or through which assistance is to be provided thereunder, and to that end the Corporation that is party thereto shall be deemed to have made the Agreement or, as the case may be, the variation agreement, as agent of the Crown and of each such statutory body. (2) If it is a provision of an Agreement that the place where the project in question is located shall be included in a Zone, then on and from the Agreement taking effect, the place shall be deemed to be part of that Zone for the purposes of this Act. (3) If assistance to be provided under an Agreement or a variation agreement consists in a forebearance (total or partial) to observe or enforce, or to exercise or discharge any authority, power or duty under, the provisions of any Act, regulation, by-law or ordinance then- (a) the provisions of the Agreement or variation agreement that provide for that assistance shall have effect as if they were a law of the State; (b) the provisions of the Act, regulation, by-law or ordinance shall be construed subject to the provisions of the Agreement or variation agreement that provide for that assistance; (c) it shall be lawful to forbear to observe or enforce, or to discharge a duty under, the provisions of the Act, regulation, by-law or ordinance to the extent necessary to provide that assistance; and (d) the provisions of the Agreement or variation agreement that provide for that assistance shall cease to have effect or to be binding upon the expiry of five years from the date the assistance commences to be provided or of such less period as may be provided for therein.

Enterprise Zones Act 1988, No. 86 1105 38. Termination of Agreement . (1) If there occurs a breach of an Agreement or of a variation agreement on the part of the person for whom assistance is provided thereunder the Corporation that is party thereto shall forthwith inform the Minister of the breach. (2) The Governor in Council, on the recommendation of the Minister, may approve that the Agreement or variation agreement (or both of them) be terminated for such breach. (3) Where the Governor in Council has approved such termination the Minister may terminate the Agreement or the variation agreement (or both of them) in accordance with the approval by notice in writing signed by him given to the person on whose part the breach has occurred, whereupon the Agreement or variation agreement in question shall cease to be of effect. PART V-MISCELLANEOUS 39. Assistance by Director-General. The Director-General may make such arrangements as he thinks fit for the provision to a Corporation of technical, clerical and secretarial assistance. 40. Indemnity. A Corporation shall indemnify and hold harmless every member of a Corporation and every officer, employee or agent of a Corporation against all actions, proceedings, suits, claims or demands arising out of any act, matter or thing done by him for the purpose of carrying out or giving effect to this Act or done without negligence and in good faith by him purporting to act for the purposes of this Act. 41. Termination of Act. (1) This Act shall expire on the 31st December 1998. (2) Upon the termination of this Act- (a) any Corporation constituted under this Act shall cease to exist and its members shall cease to hold office; and (b) any Zone declared under this Act shall cease to exist. (3) Before the expiration of this Act, the Minister shall carry out a review of its operation, prepare a report based on his review and as soon as practicable thereafter cause the report to be laid before Parliament. 42. Dissolution of Corporation . (1) Prior to a Corporation ceasing to exist under this Act, the Governor in Council, by Order in Council, on the recommendation of the Minister, may- (a) declare that upon the Corporation ceasing to exist, its assets and liabilities shall vest in such manner and in such person or body as the Governor in Council thinks fit; and (b) make such ancillary provisions as are necessary or desirable to secure the vesting, 36

1106 Enterprise Zones Act 1988, No. 86 and upon the Corporation ceasing to exist its assets and liabilities shall vest accordingly and the Order in Council shall have effect according to its tenor. (2) If the Governor in Council does not exercise the power conferred by subsection (1), the assets and liabilities of the Corporation upon its ceasing to exist, shall be the assets and liabilities of the Crown. 43. Offences . Proceedings in respect of an offence against this Act shall be taken in a summary way under the Justices Act 1886-1988 within one year after the offence is committed or within 6 months after the commission comes to the knowledge of the complainant, whichever period is the later to expire, upon the complaint of a person authorized by the Minister either generally or in a particular case. 44. Regulations . The Governor in Council may make regulations not inconsistent with this Act for or with respect to- (a) all matters that are required or permitted by this Act to be prescribed; (b) all matters that in his opinion are necessary or convenient for the proper administration of this Act or the proper discharge by a Corporation of its functions, exercise by it of its powers or performance by it of its duties; (c) all matters that in his opinion are necessary or convenient to be prescribed to achieve the objects and purposes of this Act. Without limiting the power of the Governor in Council to make regulations, regulations may be made with respect to a particular Corporation or Zone.