Small Business Development Corporation Act 1980 (Qld)

502 =Zusfanbr ANNO VICESIMO NONO ELIZABETHAE SECLTNDAE REGINAE No. 37 of 1980 An Act to constitute a small business development corporation with a view to the development and promotion of small businesses and for related purposes [ASSENTED TO 29TH MAY, 1980]

Small Business Development Corporation Act 1980, No. 37 503 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:- 1. Short title. This Act may be cited as the Small Business Development Corporation Act 1980. 2. Interpretation . In this Act, save where the contrary intention appears- " chairman " means the chairman of the Corporation and includes the executive director while acting as chairman; " Corporation " means the Small Business Development Corporation constituted under this Act; " executive director " means the executive director of the Corporation; " small business " means a business undertaking- (a) that is wholly owned and operated by any individual person or by individual persons in partnership or by a proprietary company within the meaning of the Companies Act 1961-1979 and that- (i) has a relatively small share of the market in which it is operated ; (ii) is managed personally by the owner or, as the case may be, directors; and (iii) is not a subsidiary of or does not form part of a larger business or enterprise; or (b) that is declared by the Governor in Council by Order in Council to be a small business for the purposes of this Act; "small business community " means the aggregate of persons, whether corporate or unincorporate, engaged in owning and operating small businesses and includes any association or group of such persons formed with a view to protecting or furthering the interests of such persons as the owners of small businesses; " the Minister " means the Premier or other Minister of the Crown who at the material time is charged with the administration of this Act and includes a Minister of the Crown who is temporarily performing the duties of the Minister. 3. Power of Governor in Council . The Governor in Council by Order in Council may declare a business undertaking to be a small business for the purposes of this Act and a business undertaking so declared shall, while the Order in Council remains in force, be and continue to be a small business for the purposes of this Act. 4. Constitution of Corporation . (1) There shall be established and thereafter constituted from time to time as prescribed a body corporate under the name and style " Small Business Development Corporation " which, by that name and style, shall have perpetual succession and a

504 Small Business Development Corporation Act 1980, No. 37 common seal and shall be capable in law of suing and being sued, of taking leases of land and other property, of acquiring property other than land and, otherwise, of doing and suffering all such acts and things as bodies corporate may in law do and suffer. (2) All courts and persons acting judicially shall take judicial notice of the common seal of the Corporation and, until the contrary is proved, shall presume that the seal was duly affixed to a document on which it appears. (3) The Corporation shall have and may exercise such powers and shall perform such functions and duties as are conferred or imposed upon it by or under this Act. 5. Composition of Corporation . (1) The Corporation shall consist of a number of persons not less than 5 nor more than 7 appointed by the Governor in Council, of whom- (a) one shall be a person appointed as chairman; (b) one shall be a person appointed as executive director; (c) not less than 3 nor more than 5 shall be persons nominated by the Minister from a panel of names submitted by the chairman and executive director jointly. (2) Notification shall be published in the Gazette of the persons who are from time to time appointed as members of the Corporation. 6. Request by Minister for panel of names of eligible persons. For the purpose of appointing members of the Corporation other than the chairman and executive director, the Minister shall cause a request in writing to be given to the chairman and executive director to submit jointly to the Minister a panel of the names of 10 persons qualified to be members of the Corporation and shall specify in such request a time within which such panel is to be submitted to him. 7. Failure to submit panel of names. If within the time specified in the request given to them under section 6 the chairman and executive director of the Corporation fail to submit a panel of names as requested or submit a panel that is inadequate in the number of persons named therein, the Minister may nominate persons who are qualified and, in his opinion, suitable persons to be members of the Corporation and, if an inadequate panel has been submitted, may so nominate with or without regard to the panel submitted and the persons so nominated by him shall be taken to have been duly nominated in accordance with this Act. 8. Tenure of office. (1) A member of the Corporation shall be appointed and hold office for such term not exceeding 3 years as the Governor in Council determines but if by the expiration of that term his successor has not been duly appointed he shall, subject to this Act, hold office until his successor is duly appointed. A member of the Corporation shall, if he is otherwise qualified, be eligible for re-appointment as a member.

Small Business Development Corporation Act 1980, No. 37 505 (2) The Governor in Council may at any time remove a member of the Corporation from office as a member by notification published in the Gazette. 9., Disqualification from membership . A person who- (a) is an undischarged bankrupt or takes 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 has been convicted elsewhere than in Queensland in respect of an act or omission that if done or made by him in Queensland would have constituted an indictable offence; or (c) is a patient within the meaning of the Mental Health Act1974-1978, shall not be capable of being or continuing to be a member of the Corporation. 10. Vacation of office. The office of a member of the Corporation shall become vacant if the member- I (a) dies ; (b) becomes incapable of continuing as a member; (c) is absent without prior leave of absence granted by the Corporation from 3 consecutive meetings of the Corporation of which due notice has been given to him; (d) resigns his office as a member by writing signed by him furnished to the chairman; (e) ceases to be qualified as a member; (f) is"removed from office as a member by the Governor in Council. 11. Casual vacancies . (1) When a casual vacancy occurs in the office of a member of the Corporation during the term of office of the members then constituting the Corporation, the Governor in Council shall appoint in accordance with this Act another person qualified to be a member to hold the office. (2) A person appointed to fill a casual vacancy in the membership of the Corporation shall be appointed and hold office for the balance of his predecessor's term of office as a member or until he sooner vacates that office and shall, if otherwise qualified, be eligible for re-appointment as a member. 12. Functions of Corporation . The functions of the Corporation are- (a) to take such steps and do such acts and things as are necessary for the encouragement and promotion of and the provision of assistance (including financial assistance) in the establishment, carrying on, expansion and development of small business; 17

506 Small Business Development Corporation Act 1980, No. 37 (b) to maintain liaison between the small business community and the Government of the State; (c) to investigate the effect upon small business of the policies of Governments, of Acts of Parliament (whether of the States or the Commonwealth), rules, regulations, by-laws or other subordinate legislation made thereunder and to advise and keep informed the Minister thereon; (d) at the request of the Minister, to investigate, study and research any business conduct within the State that affects or is likely (in the Minister's opinion) to affect the interests of the small business community or any sector thereof and to report thereon to the Minister; (e) to act as a co-ordinator for and in respect of all associations and groups of persons representing all sectors of the small business community with a view to facilitating the prompt and proper referral of a member of any sector of the small business community to the appropriate association or group; (f) to provide an advisory service for or in connexion with the establishment, carrying on, expansion and development of any small business to any person or association or group of persons where such person, association or group elects not to be referred to any subsisting association or group of persons that represents any sector of the small business community; (g) to arrange training and educational programmes for members of the small business community; (h) to establish and maintain a library and an information centre containing a comprehensive selection of literature, manuals, brochures, technical data and the like for use by members of the small business community; (i) to publish and distribute information, technical data and the like for the guidance of members of the small business community; (j) to engage, upon such terms and conditions as the Minister approves, the services of suitable consultants from time to time as the Corporation thinks fit to provide surveys, technical data, statistics or professional opinions for the guidance of the small business community; (k) to counsel members of the small business community on the availability of finance and the means of obtaining financial assistance; (1) to recommend to the Minister ways and means by which incentives and financial assistance (including guarantees) may be provided for or with respect to small business. 13. Powers, functions and duties of chairman . (1) The chairman has and may exercise the powers and shall perform the functions and duties conferred or imposed upon him by or under this Act.

Small Business Development Corporation Act 1980, No. 37 507 (2) Without limiting the generality of subsection (1), the chairman has the following functions:- (a) to establish and at all times maintain liaison- (i) between the Corporation and the Minister; (ii) with associations or groups of persons representing the small business community; (b) to deliver or cause to be delivered.to gatherings of members of the small business community or to meetings of associations or groups of persons that represent the small business community or sectors thereof addresses and promotional information ; (c) to work in close co-operation with the executive director and other directors on all matters relating to the policy of the Corporation and the preparation of reports, recommendations and submissions to the Minister. 14. Powers , functions and duties of executive director . (1) The executive director has and may exercise the powers and shall perform the functions and duties conferred or imposed upon him by or under this Act. (2) Without limiting the generality of subsection (1), the executive director has the following functions:- (a) to administer the day to day operations of the Corporation; (b) in conjunction with the chairman- (i) to liaise with associations or groups of persons representing the small business community; (ii) to deliver or cause to be delivered to gatherings of 3nembers of the small business community or to meetings of associations or groups of persons that represent the small business community or sectors thereof addresses and promotional information; (c) to interview and provide guidance or information for any member of the small business community; (d) to work in close co-operation with the chairman and other directors on all matters relating to the policy of the Corporation and the preparation of reports, recommendations and submissions to the Minister. 15. Meetings . (1) The Corporation shall meet as often as is necessary for the exercise of its powers and the performance of its functions and duties at such times and places as it determines and at the least once in each quarter of the calendar year. The chairman may at any time convene a meeting of the Corporation. (2) Notice of every meeting or adjourned meeting, save a meeting adjourned to a later hour of the same day on which it was appointed to be held, shall be in writing and shall be given by the chairman to every member of the Corporation at least 7 days prior to the date appointed for the meeting.

508 Small Business Development Corporation Act 1980, No. 37 A notice of a meeting or an adjourned meeting may be given to a member of the Corporation by letter sent by post addressed to his place of business or residence last known to the chairman. (3) The members present at a meeting of the Corporation may at any time adjourn the meeting. If a quorum is not present at a meeting of the Corporation within 15 minutes after the time appointed for the commencement of the meeting, the member or members present or the majority of them if more than two are present, or the executive director of the Corporation if no member is present or if the members present are equally divided on the issue, may adjourn the meeting to a time and date not later than 7 days after the date of the adjournment. This subsection shall be read and construed so as not to prevent the adjournment of a meeting to a later hour of the same day on which the meeting was appointed to be held. 16. Procedure at meetings . (1) The chairman shall preside at all meetings at which he is present and in his absence from any cause the executive director shall preside. Whilst so presiding the executive director has and may exercise the powers and shall perform the functions and duties of the chairman. (2) A quorum at a meeting of the Corporation shall consist of a majority of the total number of members of the Corporation for the time being holding office as such members. Business shall not be conducted at a meeting of the Corporation unless a quorum is present. 17. Conduct of affairs . (1) The Corporation shall exercise a power or perform a function or duty by the majority of its members present at the meeting and voting on the business in question. (2) The chairman has a deliberative vote and also, in the event of an equality of votes on any question, a casting vote. (3) A member of the Corporation who being present at a meeting and eligible to vote abstains from voting on any question shall be taken to have voted for the negative. . (4) Subject to this Act, the Corporation shall conduct its business generally and proceedings at meetings in such manner as it determines from time to time. 18. Minutes. The chairman shall cause to be kept a record of all decisions of the Corporation whether made at a duly constituted meeting or by reference in writing and that record shall be presented to a subsequent meeting of the Corporation for confirmation as to its correctness and shall be signed by the chairman and thereupon shall form part of the minutes of that meeting.

Small Business Development Corporation Act 1980, No. 37 509 19. Custody and affixing of seal. The common seal of the Corporation shall be kept in the custody of the executive director or, where there is a temporary vacancy in that position, of the chairman. The common seal shall be affixed to a document only in pursuance of a resolution of the Corporation and by the person having the custody of the seal in accordance with this Act. 20. Authentication of documents . Save where it is by this Act otherwise provided, a document made or issued by the Corporation for the purposes of this Act shall be sufficiently authenticated if it is made or, as the case may be, signed by the chairman or executive director at the chairman's direction. 21. Validity of acts. Any act, proceeding, decision or determination of the Corporation is not invalid or unlawful by reason only of any defect in the qualification, membership or appointment of any member thereof or a vacancy in the membership of the Corporation at the time of that act, proceeding, decision or determination. 22. Employees of Corporation. (1) The Corporation may employ such persons as it thinks necessary for the effectual administration of this Act. (2) Subject to any applicable award or industrial agreement, employees of the Corporation shall hold their employment upon such terms and conditions and shall be paid such salaries, wages and allowances for their services as the Corporation with the approval of the Governor in Council determines. (3) The Public Service Act 1922-1978 shall not apply to the employment of a person pursuant to subsection (1) and any person so employed shall not be subject to that Act. 23. Remuneration to members . A member of the Corporation shall be paid such allowances, fees and expenses in respect of the performance of his duties as a member as the Governor in Council determines from time to time. Allowances, fees and expenses may differ in respect of diffetent members of the Corporation according to class of payment, rate, or office held. 24. Accounts. The Corporation shall keep accurately such accounts, books and records of its receipts and expenditure and assets and liabilities and in such manner and form as the Minister, subject to the requirements of the Auditor-General, approves. 25. Audit . Sections 63 to 71 both inclusive of the FinancialAdministrationand Audit Act1977-1978 apply to and in respect of the Corporation and its employees and its accounts, books and records.

510 Small Business Development Corporation Oct 1980, No. 37 26. Annual report . As soon as practicable after 30 June in each year, the Corporation shall prepare and furnish to the Minister a report upon the general operation and administration of this Act during the year ending on that date together with copies of its balance sheet and statements of accounts for that year. The Minister shall lay the annual report , balance sheet and statements of accounts before the Legislative Assembly within 14 sitting days after receiving the same if the ssembly is then sitting , or, if the Assembly is not then sitting, within 14 sitting days after the Assembly next sits. 27. Budget of Corporation . ( 1) As soon as practicable after the passing of this Act, the Corporation shall adopt and present to the Minister a budget showing its estimates of its receipts and disbursements in respect of the balance of the year ended on 30 June in which the budget is presented and thereafter the Corporation , shall before each succeeding 1 July adopt and present to the Minister a budget showing its estimates of its receipts in respect of each year commencing on that date. (2) A budget of the Corporation shall be of no force or effect until it is approved by the Minister. (3) The Minister may amend a budget of the Corporation in such manner as he thinks fit and shall amend it or any item thereof where he considers it necessary so to do so that the budget shall as nearly as possible balance for the year to which it relates having regard to the sums of money that may be appropriated for that year by Parliament to the Corporation. (4) A budget that has been approved by the Minister shall be binding on the Corporation whether or not it has been amended pursuant to subsection (3). 28. Observance of budget . (1) Subject to subsection (2), the Corporation shall confine its disbursements throughout a year to which the budget relates within the items and amounts contained in its budget for that year as approved by the Minister. (2) If, during any year to which a budget relates, it appears to the Corporation that an extraordinary circumstance has arisen that requires the Corporation to make in that year a disbursement that was not provided for in the budget as approved for that year or that exceeds the amount estimated for that year, the Corporation shall before making the disbursement or excess disbursement- (a) by resolution , approve the disbursement or excess disbursement; and (b) obtain the approval of. the Minister for an amendment to the budget. (3) The Corporation shall ensure that the budget as amended and approved will not then be exceeded in any particular or in totality by the disbursement or excess disbursement referred to in subsection (2).

Small Business Development Corporation Act 1980, No. 37 511 29. Treatment of surplus or deficit . (1) If at the close of any year for which a budget is framed there is a surplus or deficit, the same shall be carried forward and taken into account in framing the budget for the next following year.unless, in the case of a deficit, it is extinguished under section 28. (2) At the close of each year for which a budget is framed all authorizations of expenditure and votes of money for any item provided for in the budget so framed shall lapse but may be re-authorized or, as the case may be, revoted. 30. Payment of grants to Corporation . Subject to appropriation by Parliament of moneys for the purpose, the Treasurer may pay to the Corporation, by way of grant, moneys in such amounts and for such purposes as are approved by the Governor in Council on the recommendation of the Treasurer. 31. Guarantee by Treasurer. (1) The Treasurer on behalf of the Government of the State, after considering a report furnished by the Corporation, may in his discretion execute a guarantee in favour of any person or persons, corporate or unincorporate, for the repayment of liabilities incurred or to be incurred in respect of a small business. (2) (a) The provisions of this subsection apply with respect to guarantees specified in subsection (1). (b) The guarantee may include provision for the payment of interest and expenses chargeable by the creditor against the debtor and the expenses of enforcing or obtaining or endeavouring to enforce or obtain payment of the debt guaranteed and such interest and ;xpenses. (c) The creditor shall, if required to do so by the Treasurer, obtain, take and hold or retain and hold securities of such nature as the treasurer requires for the payment of the debt or the performance of the other obligations guaranteed. (d) The guarantee shall not be enforceable against the Treasurer unless and until the creditor, to the satisfaction of the Treasurer, has exercised his rights and remedies under all securities other than the guarantee held by or for him in respect of the debt or other obligation guaranteed. (e) The creditor shall not, without the consent in writing of the Corporation first had and obtained, assign or encumber the benefit of the guarantee. (3) (a) An application for a guarantee under this section shall be made in writing to the Corporation. (b) The applicant shall furnish to the Corporation all information required by the -Corporation in relation to the small business in respect of which the guarantee is required. (c) A person who furnishes to the Corporation in connexion with an application for a guarantee under this section false or misleading information commits an offence against this Act. Penalty: S2 000.

512 Small Business Development Corporation Act 1980, No. 37 (4) The execution by the Treasurer alone or jointly with another person of a guarantee under this section in favour of the creditor shall be conclusive evidence that the requirements of this Act with respect to the guarantee have been complied with. (5) Moneys payable by the Treasurer in respect of a guarantee under this section shall be paid out of moneys to be appropriated from time to time by Parliament for that purpose. 32. Protection against liability. The members of the Corporation shall not be personally liable in respect of anything done or omitted by them in performing, in accordance with this Act, their functions and duties under this Act. 33. Cost of administration . The cost of the administration of this Act shall be paid out of the moneys from time to time appropriated by Parliament for the purpose. 34. Regulations . The Governor in Council may make regulations not inconsistent with this Act for or with respect to all matters and things that, in the opinion of the Governor in Council, are necessary or convenient for the proper administration of this Act or to achieve the objects and purposes of this Act.