St. Andrew's Hospital Act 1978 (Vic)

Version No. 001

St. Andrew's Hospital Act 1978

Act No. 9097/1978

Version as at 23 March 1998

TABLE OF PROVISIONS

Section Page

1.	Short title	1
2.	Interpretation	2
3.	Constitution and incorporation of St. Andrew's Hospital	2
4.	Objects of Hospital	3
5.	Application of income and property	5
6.	Disposition of assets on winding up	5
7.	Members of the Board of Management	6
8.	Chairman and Deputy Chairman of the Hospital	8
9.	Proceedings of the Board of Management	9
10.	Chief Executive Officer	10
11.	Accounting records	10
12.	Powers of Board of Management	10
13.	Transfer of Hospital property to St. Andrew's Hospital	11
14.	Regulations	13

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NOTES	15
1. General Information	15
2. Table of Amendments	16
3. Explanatory Details	17

i

s. 1

Version No. 001

St. Andrew's Hospital Act 1978

Act No. 9097/1978

Version as at 23 March 1998

An Act to establish a Body Corporate under the name of

St. Andrew's Hospital and for other purposes.

Preamble

WHEREAS St. Andrew's Presbyterian Hospital was founded in 1934 by the Presbyterian Church of Victoria as an integral part of the said Church:

AND WHEREAS St. Andrew's Presbyterian Hospital has organization:

provided and maintained a hospital at Cathedral Place, East
Melbourne in the State of Victoria which hospital has
provided acute medical surgical and midwifery services for
the community as a whole:
AND WHEREAS as a consequence of the provision made
by the Presbyterian Church of Australia Act 1971 it is
desirable that there be established an organization to be
called St. Andrew's Hospital as successor to and to acquire
the assets held or used for or in connexion with St. Andrew's
Presbyterian Hospital and to provide the services previously
provided by St. Andrew's Presbyterian Hospital:

BE IT THEREFORE ENACTED by the Queen's Most Legislative Council and the Legislative Assembly of Victoria in this present Parliament assembled and by the authority of the same as follows (that is to say):

1. Short title

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St. Andrew's Hospital Act 1978

Act No. 9097/1978

This Act may be cited as the St. Andrew's

Hospital Act 1978.

2. Interpretation

In this Act unless inconsistent with the context or
subject matter—

"liabilities" means duties and obligations of

every description and includes contingent
liabilities;

"Presbyterian Church of Victoria" means the Presbyterian Church of Victoria continuing upon the Scheme of Union 1901 as amended;

"property" includes any thing in action and any
interest in real or personal property;

"the Hospital" means the body corporate

constituted under this Act;

"Uniting Church" means the Uniting Church in

Australia (Synod of Victoria) constituted
pursuant to The Uniting Church in
Australia Act 1977.

3. Constitution and incorporation of St. Andrew's Hospital

(1) There is hereby constituted a body corporate

which shall consist of a Board of Management
which shall have perpetual succession and a
common seal and shall be capable in law of suing
and being sued and of doing and suffering all acts
matters and things which bodies corporate may by

law do or suffer.

(2) The name of the body corporate shall be St.

Andrew's Hospital but it shall be lawful to
describe it as St. Andrew's Presbyterian and

Uniting Hospital.

(3) All courts, judges and persons acting judicially

shall take judicial notice of the common seal of

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St. Andrew's Hospital Act 1978

Act No. 9097/1978 s. 4

the body corporate affixed to a document and until
the contrary is proved shall presume that it was

duly affixed.

4. Objects of Hospital

The objects of the Hospital shall be—

(1) to conduct and maintain a hospital at

Cathedral Place, East Melbourne in the State of Victoria, and at such other place or places in addition thereto or in substitution therefor as the Board of Management may hereafter
decide for the purpose of providing medical
surgical and midwifery services for the
treatment of patients and persons requiring

hospital treatment;

(2) to employ medical, surgical and

pharmaceutical officers, nurses and
attendants, clerical and administrative staff,
chaplains and social workers and all such
other persons as may be required for the
purposes aforesaid and to provide and supply
all such medical, surgical and
pharmaceutical items and all such provisions
and necessities as may be required for the

purposes aforesaid or any of them;

(3) to educate and train medical students

(including undergraduates, interns and post-
graduates), nurses, therapists and others
engaged in health care services;

(4) to conduct research by all such means as may be thought to be advisable into all or any matters that may relate to the purposes

aforesaid;

(5) to purchase, take on lease or on hire or in

exchange or otherwise to acquire in any

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St. Andrew's Hospital Act 1978

s. 4 Act No. 9097/1978

manner howsoever for such tenure or upon
such conditions and terms as may seem fit—

(i) estates or interest in any lands freehold or leasehold or for other tenure whether situate in the State of Victoria or

elsewhere and any easements, licences,
rights or privileges connected with or

connected to any real estate;

(ii) any plant, machinery, apparatus,

implements, tools and appliances,
instruments and personal property of
every description whatsoever;

(6) to borrow money, to receive money on loan

or deposit or to raise money in such a
manner and on such terms as may seem
expedient and in particular by the giving or
execution of mortgages charges sub-charges
promissory notes and liens the issue of
debentures or debenture stock whether
perpetual or otherwise and to give security
for the payment of any money borrowed or
raised by the giving or execution of
debentures debenture stock mortgages
charges sub-charges promissory notes or
liens upon the whole or any part of the
property assets goodwill undertaking or
rights of the Hospital whether present or
future and in like manner to give security for
or guarantee the performance by the Hospital
of any obligation or liability it may
undertake and to redeem and pay off any
such securities;

(7) to invest and deal with the moneys of the

Hospital not immediately required upon such
securities or otherwise as the Board of

Management is empowered by section 12

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St. Andrew's Hospital Act 1978

Act No. 9097/1978 s. 5

hereof and in such manner as may from time
to time be determined;

(8) to support and join any association or body

corporate whose activities may benefit or be
calculated to assist the carrying out of the
objects of the Hospital and to pay
subscriptions to the same;

(9) to establish and support institutions, funds

and trusts calculated to benefit employés or
ex-employés of the Hospital or the
dependants of such persons and to grant
pensions and allowances and to make

payments towards insurances;

(10) to grant charitable relief or concessions to

persons unable to afford fees for their proper
medical treatment; and

(11) to do all such other things as are incidental to the attainment of the above objects or any of them.

5. Application of income and property

The income and property of the Hospital whensoever derived shall be applied solely towards the promotion of the objects of the Hospital as set forth in section 4 provided that nothing herein contained shall prevent the payment in good faith of remuneration to any officers or servants of the Hospital or to any member of the Board of Management in return for services actually rendered to the Hospital nor for goods supplied in the ordinary and usual way of business.

6. Disposition of assets on winding up

If upon the winding up or dissolution of the debts and liabilities any property whatsoever, the

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St. Andrew's Hospital Act 1978

s. 7 Act No. 9097/1978

same shall be given or transferred to some matter.

institution or institutions having objects similar to
the objects of the Hospital and whose
memorandum of association or constitution shall
prohibit the distribution of its or their income or
property among its or their members to an extent
at least as great as is imposed on the Hospital
under or by virtue of section 5, such institution or
institutions to be determined by the members of
the Board of Management of the Hospital at or
before the time of dissolution, and in default
thereof by such Judge of the Supreme Court of

7. Members of the Board of Management

(1) The Board of Management shall consist of 11

members appointed by the Board of Management

for a term of not more than three years of whom—

(a) three members shall be appointed on the

nomination of the Uniting Church;

(b) three members shall be appointed on the

nomination of the Presbyterian Church of

Victoria; and

(c) five members shall be appointed on the

nomination of the Board of Management.

(2) Notwithstanding the provisions of sub-section (1), the Board of Management as first constituted shall consist of 11 persons appointed by the Hospital

Board of St. Andrew's Presbyterian Hospital who, subject to this Act, shall hold office for the period commencing at the conclusion of the meeting of

the said Hospital Board by which they are within 12 months after the Board of Management is first constituted, at which the members of the

appointed and concluding at a meeting of the

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Act No. 9097/1978 s. 7

Board of Management resolve to retire from office or, where that resolution is not passed at a meeting of the Board of Management held within 12

months after the Board of Management is first months.

constituted, the last meeting of the Board of

(3) The Board of Management shall in every

subsequent year after the year in which the term of
office of the members of the Board as first
constituted expires, on the 30th day of November
or such other date in November as the Board
determines hold a meeting to be called "the annual
general meeting of the Board of Management".

(4) At the meeting of the Board of Management at which the term of office of the members of the Board as first constituted expires pursuant to sub-

section (2), all the members of the Board of annual general meeting of the Board of Management in every subsequent year approximately one-third of the members for the time being shall retire from office. A retiring member shall be eligible for re-appointment.

(5) The members to retire in every year shall be those who have been longest in office since their last appointment but in the first and second instance one of the three members nominated by the Synod

of the Uniting Church and one of the three who become members on the same day those to retire shall (unless they otherwise agree among themselves) be determined by lot.

members nominated by the General Assembly of
the Presbyterian Church of Victoria and two of the
five members nominated by the Board of

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St. Andrew's Hospital Act 1978

s. 8 Act No. 9097/1978

(6) The office of a member shall become vacant if the

member—

(a) resigns his office by writing under his hand

delivered to the Chairman or Deputy
Chairman;

(b) becomes bankrupt, applies to take the benefit

of any law for the relief of bankrupt or insolvent debtors, compounds with his creditors or makes an assignment of his estate for the benefit of his creditors;

(c) becomes of unsound mind; or
(d) is absent from three consecutive meetings of

the Board of Management without the consent of the Board of Management.

(7) An act or decision of the Board of Management

the office of a member of the Board of

shall not be invalid by reason only of a vacancy in appointment of a member.

(8) Where the number of members of the Board of Management for the time being is less than 11 because of the occurrence of casual vacancies, the

remaining members of the Board of Management increase the number of members of the Board of Management to 11, and such additional members shall subject to this Act hold office until the next succeeding 30th day of November.

may appoint as members of the Board of

8. Chairman and Deputy Chairman of the Hospital

(1) There shall be a Chairman and Deputy Chairman of the Hospital both of whom shall be elected by the members of the Board of Management from amongst their number.

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St. Andrew's Hospital Act 1978

Act No. 9097/1978 s. 9

(2) The Chairman and the Deputy Chairman shall each hold office for such term as the members shall from time to time determine.

(3) The Chairman or Deputy Chairman shall cease to

hold office upon ceasing to be a member of the
Board of Management.

(4) A person appointed under sub-section (1) may

resign his office as Chairman or Deputy Chairman
by writing under his hand delivered to the Board

of Management.

(5) The Chairman and Deputy Chairman shall be

eligible for re-election.

9. Proceedings of the Board of Management

(1) Subject to section 7(3), meetings of the Board of

Management shall be held at such times and places as the Hospital from time to time determines or as the Chairman or Deputy Chairman may direct.

(2) At a meeting of the Board of Management four persons shall constitute a quorum.

(3) The Chairman or in his absence the Deputy

Chairman shall preside at meetings of the Board of Management and in the absence of both the Chairman and the Deputy Chairman members present shall elect one of the members present to preside.

(4) All questions coming before a meeting of the

Board of Management shall be decided by a majority of votes of the members present at the meeting and in the event of an equality of votes the member presiding at the meeting shall have an additional vote.

(5) The common seal of the Hospital shall be under

the control of the Chairman the Deputy Chairman
and the Chief Executive Officer of the Hospital

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St. Andrew's Hospital Act 1978

s. 10 Act No. 9097/1978

and shall not be used except in pursuance of a
resolution passed at a duly constituted meeting of
the Board of Management and every document to
which the common seal is affixed shall be signed
by two members of the Board of Management and
the Chief Executive Officer or his deputy.

(6) Subject to this Act the Board of Management shall govern its own procedure.

10. Chief Executive Officer

(1) The Board of Management shall appoint a Chief

Executive Officer however styled who shall be responsible to the Board of Management upon such terms and conditions and for such

remuneration as it determines from time to time.

(2) The Board of Management may at any time

remove any person appointed under sub-section

(1).

11. Accounting records

True accounts shall be kept of the sums of money received and expended by the Hospital and the matters in respect of which such receipt or expenditure takes place and of the property, credits and liabilities of the Hospital and subject to any reasonable restriction as to time and manner of inspecting the same as may be imposed in accordance with the regulations of the Hospital for the time being shall be open to the inspection of the members of the Board of Management.

12. Powers of Board of Management

The Board of Management shall have power to—

(1) manage the hospital vested in them;

(2) obtain by means of subscriptions donations

bequests or otherwise money or property for

the purposes of the Hospital;

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St. Andrew's Hospital Act 1978

Act No. 9097/1978 s. 13

(3) invest any moneys of the Hospital upon such securities or otherwise (and without being restricted to trustee securities) and in such manner as it may in its absolute discretion determine and from time to time to vary such

investments;

(4) confer and co–operate with the

Commonwealth Government the department any municipal council or any other public body in all matters conducive to the furtherance of the objects of the Hospital; and

(5) do all such things as are incidental to the

objects of the Hospital.

13. Transfer of Hospital property to St. Andrew's Hospital

(1) All real and personal property held by the

Presbyterian Church of Victoria Trust Corporation incorporation of the Hospital shall be and the same is hereby vested in the Hospital and the said Corporation is hereby authorized and required to execute all such instruments as are necessary to register the Hospital as the owner of the property.

or by any other person for St. Andrew's

(2) Upon the incorporation of the Hospital—

(a) the Hospital shall assume responsibility for all liabilities which are immediately before the vesting effected by sub-section (1)

subsisting in relation to the property so called the "Presbyterian Hospital") and any claim action proceeding or other step in relation thereto may be brought taken made or enforced against the Hospital;

vested or in relation to the operation of St.

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St. Andrew's Hospital Act 1978

s. 13 Act No. 9097/1978

(b) the Hospital Board of the Presbyterian

Hospital and the Presbyterian Church of Victoria Trust Corporation shall severally be discharged from all liabilities transferred to the Hospital by paragraph (a);

(c) all contracts agreements deeds bonds and other instruments lawfully entered into or made and subsisting before the vesting

(d) any action arbitration or proceeding and any

effected by sub-section (1) by the Hospital said Corporation for or in connexion with the Presbyterian Hospital shall be as binding and as of full force and effect in all respects against or in favour of the Hospital and may be enforced as fully and effectually as if they had been entered into or made by the Hospital;

cause of action which was immediately before the transfer pending or subsisting by or in favour of or against the Hospital Board of the Presbyterian Hospital or the said Corporation in respect of the operation of or the property of the Presbyterian Hospital shall not be abated or discontinued or prejudicially affected by reason of the provisions of this Act but may be prosecuted continued or enforced by against or in favour of the Hospital in the same manner in which it might have been prosecuted continued or enforced by or against or in favour of the said Hospital Board or the said Corporation if this Act had not been enacted;

(e) all acts matters or things of a continuing

nature made done or commenced by or on
behalf of the said Hospital Board or the said

Corporation in relation to the Presbyterian

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St. Andrew's Hospital Act 1978

Act No. 9097/1978 s. 14

Hospital or the property vested by sub-
section (1) which have any force or effect or
are capable of acquiring any force or effect
shall be deemed to have been made done or
commenced by or in relation to or on behalf
of the Hospital and shall have effect and may
be continued or completed by or in relation

to or on behalf of the Hospital accordingly.

(3) Where a donation gift disposition bequest or trust

commencement of this Act, whether by deed will
or otherwise, to or for the purposes of the St.

of property made or declared before or after the disposition bequest or trust shall not fail by reason of any of the provisions of this Act but shall take effect as if—

(a) any reference therein (however expressed) to

the hospital conducted at Cathedral Place,

the St. Andrew's Presbyterian Hospital or to of Victoria or to the hospital conducted by the Hospital Board at Cathedral Place, East Melbourne were a reference to the hospital conducted by the Hospital; and

(b) any reference therein (however expressed) to

the Hospital Board were a reference to the Board of Management constituted pursuant to section 7.

14. Regulations

(1) The Board of Management may make regulations

of the Hospital for or with respect to all matters
concerning the Hospital.

(2) Without limiting the generality of sub-section (1)

regulations of the Hospital may make provision
for or with respect to—

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St. Andrew's Hospital Act 1978

s. 14 Act No. 9097/1978

(a) the times at which and the manner in which

accounts of the Hospital may be inspected by
members of the Board of Management;

(b) the provision of medical surgical and

midwifery services by the Hospital;

(c) the terms and conditions of employment of any officers or staff of the Hospital;

(d) the provision by the Hospital of courses of

study and training; and

(e) prescribing or providing for any matter or

thing necessary or expedient to be prescribed
or provided for the management and good
government of any hospital conducted by the
Board of Management.

(3) Regulations under this section shall be in writing under the common seal of the Hospital.

(4) The Board of Management may by a later

regulation revoke or amend any regulation made

under this section.

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St. Andrew's Hospital Act 1978

Act No. 9097/1978 Notes

NOTES

1.  General Information

The St. Andrew's Hospital Act 1978 was assented to on 9 May 1978 and came into operation on 9 May 1978.

15
St. Andrew's Hospital Act 1978

Notes Act No. 9097/1978

2.  Table of Amendments

There are no amendments made to the St. Andrew's Hospital Act 1978 by
Acts and subordinate instruments.

16
St. Andrew's Hospital Act 1978

Act No. 9097/1978 Notes

3. Explanatory Details
No entries at date of publication.

17