Government Owned Corporations (QGC1–3 and AEC) Regulation 1997 (Qld)

Queensland Subordinate Legislation 1997 No. 67 Government Owned Corporations Act 1993 GOVERNMENT OWNED CORPORATIONS (QGC1–3 AND AEC) REGULATION 1997 TABLE OF PROVISIONS Section Page PART 1—PRELIMINARY 1 Short title . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 PART 2—CANDIDATE GOC ASSOCIATES 2 Purpose of pt 2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 3 Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 4 Establishment of GOC Act entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 5 Nomination of associates to become candidate GOC associates . . . . . . . . 5 6 Status of associates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 7 Associates’ functions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 8 Associates’ powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 9 Limitation about contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 10 Board and chief executive officer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 11 Role of board . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 12 Application of s 100 of Act . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 13 Delegation by board . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 14 Associates’ seals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 15 Authentication of documents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8

2 Government Owned Corporations (QGC1–3 and AEC) No. 67, 1997 PART 3—AMENDMENT OF REGULATION 16 Regulation amended in pt 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 17 Amendment of sch 1 (Candidate GOCs) . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9

s1 3 s2 Government Owned Corporations (QGC1–3 and AEC) No. 67, 1997 PART 1—PRELIMINARY ˙ Short title 1. This regulation may be cited as the Government Owned Corporations (QGC1–3 and AEC) Regulation 1997 . PART 2—CANDIDATE GOC ASSOCIATES ˙ Purpose of pt 2 2. This part— (a) establishes 4 GOC Act entities; and (b) nominates each GOC Act entity to be an associate of a candidate GOC; and (c) provides for each candidate GOC associate to be a body corporate and for related matters; and (d) provides for the functions and powers of each candidate GOC associate; and (e) provides for each candidate GOC associate to have an interim board of directors and a chief executive officer; and (f) provides for the role of each interim board of directors; and (g) prescribes changes in the way section 100 1 of the Act applies to each candidate GOC associate; and (h) provides for certain matters about the functioning of each candidate GOC associate as a body corporate. 1 Section 100 (Delegation by chief executive officer)

s3 4 s4 Government Owned Corporations (QGC1–3 and AEC) No. 67, 1997 ˙ Definitions 3. In this part— “AEC” means AUSTA Engineering Corporation. “associate” means QGC1, QGC2, QGC3 or AEC. “candidate” means GBU1, GBU2, GBU3 or EBU. “corporatisation day” , for an associate, means the day the associate becomes a GOC. “corresponding candidate” , for an associate, means— (a) for QGC1—GBU1; and (b) for QGC2—GBU2; and (c) for QGC3—GBU3; and (d) for AEC—EBU. “EBU” means the candidate GOC comprising the part of QGC known as Engineering Business Unit. “GBU1” means the candidate GOC comprising the part of QGC known as Generation Business Unit 1. “GBU2” means the candidate GOC comprising the part of QGC known as Generation Business Unit 2. “GBU3” means the candidate GOC comprising the part of QGC known as Generation Business Unit 3. “QGC” means Queensland Generation Corporation. “QGC1” means Queensland Generation Corporation 1. “QGC2” means Queensland Generation Corporation 2. “QGC3” means Queensland Generation Corporation 3. ˙ Establishment of GOC Act entities 4. The following entities are established— (a) Queensland Generation Corporation 1;

s5 5 s7 Government Owned Corporations (QGC1–3 and AEC) No. 67, 1997 (b) Queensland Generation Corporation 2; (c) Queensland Generation Corporation 3; (d) AUSTA Engineering Corporation. ˙ Nomination of associates to become candidate GOC associates 5.(1) QGC1 is nominated to be an associate of GBU1. (2) QGC2 is nominated to be an associate of GBU2. (3) QGC3 is nominated to be an associate of GBU3. (4) AEC is nominated to be an associate of EBU. ˙ Status of associates 6. On the commencement of this section, each associate— (a) is a body corporate; and (b) has the name under which it is established; and (c) has a seal; and (d) may sue and be sued in its corporate name. ˙ Associates’ functions 7.(1) On the commencement of this section, the functions of each associate are— (a) to make arrangements necessary to ensure it will be ready to start operating as a GOC on the corporatisation day as the successor, or substantially as the successor, of its corresponding candidate; and (b) to do other things as directed in writing by its responsible Ministers. (2) In making arrangements under subsection (1)(a), each associate is limited to— (a) making arrangements about—

s 8 6 s 10 Government Owned Corporations (QGC1–3 and AEC) No. 67, 1997 (i) its banking; and (ii) its corporate intent, plan and image; and (iii) its internal organisational structure; and (iv) other matters of internal administration; and (b) entering into contracts (applying on or after its corporatisation day) about its corporate administration and operation. ˙ Associates’ powers 8. On the commencement of this section, each associate may do all things necessary or convenient to be done for the performance of its functions, including, for example— (a) borrowing; and (b) hiring consultants to advise it. ˙ Limitation about contracts 9.(1) In this section— “major contract” , for an associate, means a contract under which the associate can reasonably be expected to have to provide or to have the right to receive, to the total value of more than $1 000 000, 1 of the following, or a combination of 2 or more of the following— (a) cash; (b) goods; (c) services. (2) An associate must not, without the written agreement of its responsible Ministers, enter into a major contract. ˙ Board and chief executive officer 10. Each associate is to have an interim board of directors and chief executive officer.

s 11 7 s 13 Government Owned Corporations (QGC1–3 and AEC) No. 67, 1997 ˙ Role of board 11. It is the role of an associate’s interim board of directors to ensure the associate performs its functions in an appropriate, efficient and effective way. ˙ Application of s 100 of Act 12. For its application to an associate, section 100 of the Act is changed to read as follows 2 — Delegation by chief executive officer 100.(1) The chief executive officer of an associate may delegate the chief executive officer’s powers (including a power delegated to the chief executive officer) to an appropriately qualified officer or employee whose services are made available to the associate under assistance given or an arrangement made under section 57C . 3 (2) Subsection (1) has effect subject to any directions of the associate’s interim board of directors . (3) In this section— “appropriately qualified” includes having the qualifications, experience or standing appropriate to exercise the power. Example of standing— A person’s classification level in the entity in which the person is employed. ˙ Delegation by board 13.(1) Each associates’s interim board of directors may, by resolution, delegate its powers to— (a) a director; or (b) a committee of the board; or (c) the associate’s chief executive officer; or 2 Changes are shown in italics. 3 Section 57C (Assistance to candidate GOC associates and associate subsidiaries)

s 14 8 s 15 Government Owned Corporations (QGC1–3 and AEC) No. 67, 1997 (d) an appropriately qualified officer or employee whose services are made available to the associate under assistance given or an arrangement made under section 57C of the Act. (2) In this section— “appropriately qualified” includes having the qualifications, experience or standing appropriate to exercise the power. Example of standing— A person’s classification level in the entity in which the person is employed. ˙ Associates’ seals 14.(1) Each associate’s seal must be kept in the custody directed by the associate’s interim board of directors and may be used only as authorised by the board. (2) The affixing of the seal to a document must be attested by— (a) at least 2 directors; or (b) at least 1 director and the associate’s chief executive officer; or (c) a director or the chief executive officer and 1 or more persons as authorised by the board. ˙ Authentication of documents 15. A document made by an associate (other than a document that is required by law to be sealed) is sufficiently authenticated if it is signed by— (a) the chairperson of the associate’s interim board of directors; or (b) the associate’s chief executive officer; or (c) a person authorised to sign the document by— (i) resolution of the board; or (ii) direction of the chief executive officer.

s 16 9 s 17 Government Owned Corporations (QGC1–3 and AEC) No. 67, 1997 PART 3—AMENDMENT OF REGULATION ˙ Regulation amended in pt 3 16. This part amends the Government Owned Corporations Regulation1995 . ˙ Amendment of sch 1 (Candidate GOCs) 17.(1) Schedule 1, ‘Suncorp Insurance and Finance’— omit. (2) Schedule 1— insert— ‘The part of Queensland Generation Corporation known as Engineering Business Unit The part of Queensland Generation Corporation known as Generation Business Unit 1 The part of Queensland Generation Corporation known as Generation Business Unit 2 The part of Queensland Generation Corporation known as Generation Business Unit 3’. ENDNOTES 1. Made by the Governor in Council on 27 March 1997. 2. Notified in the gazette on 27 March 1997. 3. Laid before the Legislative Assembly on . . . 4. The administering agency is the Treasury Department. © State of Queensland 1997