{"id":"bank-of-south-australia-merger-with-advance-bank-act-1996","name":"Bank of South Australia (Merger With Advance Bank) Act 1996","slug":"bank-of-south-australia-merger-with-advance-bank-act-1996","collection":"act","jurisdiction":"nt","status":"in_force","isInForce":true,"actNumber":null,"makingDate":null,"administeringDepartment":null,"currentVersion":{"id":29870,"registerId":"nt-bank-of-south-australia-merger-with-advance-bank-act-1996-current","compilationNumber":null,"startDate":"2026-04-01","status":"InForce","reasons":null,"registeredAt":null},"sections":[{"sectionNumber":"1","sectionType":"section","heading":"Bank of South Australia (Merger With Advance Bank) Act 1996","content":"NORTHERN TERRITORY OF AUSTRALIA\nBANK OF SOUTH AUSTRALIA (MERGER WITH ADVANCE BANK)\nACT 1996\nAs in force at 15 July 2001\nTABLE OF PROVISIONS\n1 Short title ......................................................................................... 1\n2 Commencement .............................................................................. 1\n3 Definition.......................................................................................... 1\n4 Extension of operation of South Australian Act................................ 1\n5 Action by Registrar-General ............................................................ 2\nSchedule Bank Merger (BankSA and Advance Bank)\nAct 1996\nENDNOTES\n\n\n\nNORTHERN TERRITORY OF AUSTRALIA\n____________________\nAs in force at 15 July 2001\n____________________\nBANK OF SOUTH AUSTRALIA (MERGER WITH ADVANCE BANK)\nACT 1996\nAn Act to apply a South Australian Act dealing with the merger of the\nBank of South Australia Limited and Advance Bank Australia Limited as\na law of the Territory and for related purposes\n1 Short title\nThis Act may be cited as the Bank of South Australia (Merger with\nAdvance Bank) Act 1996.\n2 Commencement\nThis Act comes into operation on the date on which the South\nAustralian Act comes into operation.\n3 Definition\nIn this Act, South Australian Act means the Bank Merger (Bank\nSA and Advance Bank) Act 1996 of South Australia, the text of\nwhich is set out in the Schedule.\n4 Extension of operation of South Australian Act\n(1) The South Australian Act applies as a law of the Territory.\n(2) The South Australian Act, as applied as a law of the Territory, is to\nbe read and construed subject to the following modifications and\nexclusions:\n(a) section 2 does not apply;\n(b) references to South Australia or the State are to be read as\nreferences to the Territory;\n(c) section 10 is to be construed subject to section 5 of this Act\nand the reference in section 10 to the Registrar-General is to\nbe read as a reference to the Registrar-General appointed\nunder the Registration Act 1927 of the Territory;\n(d) Part 3 does not apply;\n\nBank of South Australia (Merger with Advance Bank) Act 1996 2\n(e) section 17 does not apply and the following section is\nsubstituted:\n\"Payment of amount in lieu of State taxes and charges\n\"17. (1) ABAL is to pay to the Treasurer in lieu of any taxes, duties and\ncharges for which it would otherwise be liable under the law of the\nState as a result of, or in connection with, the transfer of the\nundertaking of BSAL to ABAL a sum determined by the Treasurer\nin accordance with the principles as the Treasurer thinks\nappropriate.\n\"(2) In this section –\nTreasurer means the Treasurer of the State.\";\n(f) section 19 is to be construed as if the reference to the Real\nProperty Act 1886 of South Australia were omitted;\n(g) the reference in section 21(2) to the Business Names\nAct 1963 of South Australia is to be read as a reference to the\nBusiness Names Act 2007 of the Territory; and\n(h) section 22 is excluded and references to a regulation or a\nproclamation are to be read as references to a regulation or\nproclamation made by the Governor of South Australia under\nthe South Australian Act.\n(3) The Acts Interpretation Act 1915 of South Australia applies as a law\nof the Territory to the South Australian Act as it applies under this\nsection.\n5 Action by Registrar-General\n(1) On being requested to do so and on delivery of any relevant\ninstrument or document, the Registrar-General is to make any\nrecordings in the Register that are necessary because of the\noperation of this Act.\n(2) On being requested to do so and on production of any relevant\ninstrument or document, the Registrar-General is to make all\nentries on records on enrolment of any Crown grant and on any\nmemorial relating to any land concerned that are necessary\nbecause of the operation of this Act.\n\nSchedule Bank Merger (BankSA and Advance Bank) Act 1996\nBank of South Australia (Merger with Advance Bank) Act 1996 3\nSchedule Bank Merger (BankSA and Advance Bank) Act 1996\nSection 3\nBANK MERGER (BANKSA AND ADVANCE BANK) ACT 1996\nNo. 41 of 1996\nSUMMARY OF PROVISIONS\nPART 1\nPRELIMINARY\n1. Short title\n2. Commencement\n3. Interpretation\n4. Act to bind the Crown\n5. Extra-territorial application\nPART 2\nVESTING OF BSAL's UNDERTAKING IN ABAL\n6. Vesting of undertaking\n7. Conditions of transfer\n8. Transitional provisions\n9. Direct payment orders to accounts transferred to BSAL\n10. Registration of title, etc\n11. Exclusion of obligation to enquire\nPART 3\nGOVERNMENT GUARANTEE\n12. Government guarantee\nPART 4\nSTAFF\nDIVISION 1 – TRANSFER OF STAFF\n13. Transfer of staff\n14. Directors, secretaries and auditors\nDIVISION 2 – SUPERANNUATION\n15. Definitions\n16. Preservation of superannuation rights\nPART 5\nMISCELLANEOUS\n\nSchedule Bank Merger (BankSA and Advance Bank) Act 1996\nBank of South Australia (Merger with Advance Bank) Act 1996 4\n17. Stamp duty and other taxes\n18. Evidence\n19. Act overrides other laws\n20. Effect of things done or allowed under Act\n21. Name in which ABAL carries on business\n22. Regulations and proclamations\nSCHEDULE\nExcluded Assets and Liabilities\n\nSchedule Bank Merger (BankSA and Advance Bank) Act 1996\nBank of South Australia (Merger with Advance Bank) Act 1996 5\nNo. 41 of 1996\nAn Act to provide for the merger of the Bank of South Australia with\nAdvance Bank; and for other purposes.\n[Assented to 20 June 1996]\nThe Parliament of South Australia enacts as follows:\nPART 1\nPRELIMINARY\nShort title\n1. This Act may be cited as the Bank Merger (Bank SA and Advance\nBank) Act 1996.\nCommencement\n2. (1) This Act will come into operation on a day to be fixed by\nproclamation.\n(2) The provision for automatic commencement of statutory\nprovisions 2 years after assent does not apply to this Act.\nInterpretation\n3. In this Act, unless the contrary intention appears –\nABAL means Advance Bank Australia Limited.\nABAL subsidiary means a body corporate that is a subsidiary of\nABAL for the purposes of section 46 of the Corporations Act 2001.\nappointed day means a day fixed by proclamation as the\nappointed day for the purposes of this Act.\nasset includes –\n(a) a present, contingent of future legal or equitable\nestate or interest in real or personal property;\n(b) a present, contingent or future right, power or\nprivilege or immunity (including a present or future\ncause of action in favour of BSAL);\n(c) an asset (as defined above) held in a fiduciary\ncapacity;\n\nSchedule Bank Merger (BankSA and Advance Bank) Act 1996\nBank of South Australia (Merger with Advance Bank) Act 1996 6\nBSAL means the Bank of South Australia Limited.\ncause of action includes any right to bring, defend or participate in\nlegal proceedings.\nCEO of ABAL means the chief executive officer of ABAL or a\ndelegate of the chief executive officer.\ndocument includes a disc, tape or other medium in which\ninformation is stored.\nemployee includes officer.\nexcluded asset means –\n(a) an asset classified as an excluded asset in the\nSchedule; or\n(b) an asset related to an excluded liability;\nexcluded liability means –\n(a) a liability classified as an excluded liability in the\nSchedule; or\n(b) a liability related to an excluded asset;\nguarantee includes an indemnity.\ninstrument includes –\n(a) a legislative instrument;\n(b) a judgment, order or process of a court;\n(c) any other document;\nlegal proceedings includes an arbitration or an administrative\nproceeding.\nland includes an estate or interest in land, or an interest in respect\nof land.\nliability includes –\n(a) a present, future or contingent liability (arising at law\nor in equity);\n(b) a duty or non-pecuniary obligation;\n\nSchedule Bank Merger (BankSA and Advance Bank) Act 1996\nBank of South Australia (Merger with Advance Bank) Act 1996 7\n(c) in relation to BSAL – a present or future cause of\naction against BSAL;\nsecurity means –\n(a) a mortgage or charge; or\n(b) a guarantee; or\n(c) another instrument acknowledging, evidencing,\nrecording, imposing or securing a liability for the\npayment of money or the discharge of a liability;\ntransferred asset means an asset transferred to ABAL under this\nAct.\ntransferred employee means an employee of BSAL who becomes\nan employee of the ABAL or an ABAL subsidiary under this Act.\ntransferred liability means a liability transferred to ABAL under\nthis Act.\nundertaking of BSAL means –\n(a) all assets of BSAL except excluded assets; and\n(b) all liabilities of BSAL except excluded liabilities.\nAct to bind the Crown\n4. This Act binds the Crown not only in right of the State but (so far\nas the State's legislative power extends) in all its other capacities.\nExtra-territorial application\n5. (1) This Act applies both within and outside the State.\n(2) This Act applies outside the State to the full extent of the\nextra-territorial legislative power of the State.\nPART 2\nVESTING OF BSAL's UNDERTAKING IN ABAL\nVesting of undertaking\n6. (1) On the appointed day, BSAL's undertaking is transferred to,\nand vested in, ABAL.\n\nSchedule Bank Merger (BankSA and Advance Bank) Act 1996\nBank of South Australia (Merger with Advance Bank) Act 1996 8\n(2) The transfer of assets and liabilities under this section has\neffect despite the provisions of any other law or instrument.\n(3) The transfer of a liability under this section discharges\nBSAL from the liability.\nConditions of transfer\n7. (1) The CEO may, by order in writing, fix terms on which\nBSAL's undertaking is transferred.\n(2) The terms of transfer may create, and define the extent of,\nrights and liabilities.\nTransitional provisions\n8. The following transitional provisions apply –\n(a) for the purpose of construing an instrument or an oral\nagreement, understanding or undertaking so far as it\napplies to the transferred asset or liability –\n(i) a reference to BSAL is to be construed as a reference to\nABAL; and\n(ii) a reference to a branch, or agency of BSAL is to be\nconstrued as a reference to the corresponding branch,\noffice or agency of ABAL or a branch, office or agency\ndesignated by the CEO as the corresponding branch,\noffice or agency; and\n(iii) a reference to an officer of BSAL is to be construed as a\nreference to the corresponding officer of ABAL or an\nofficer designated by the CEO as the corresponding\nofficer; and\n(b) the relationship of banker and customer existing between\nBSAL and a customer in relation to a transferred asset or\ntransferred liability immediately before the transfer took\neffect continues between ABAL and the customer after the\ntransfer takes effect and gives rise to the same rights\n(including rights of set-off) and the same liabilities as would\nhave arisen if there had been no transfer; and\n(c) an instruction, order, mandate, authority or notice given to\nBSAL before the transfer took effect is, so far as it is\nreferable to a transferred asset or transferred liability, taken\nto have been given to ABAL; and\n\nSchedule Bank Merger (BankSA and Advance Bank) Act 1996\nBank of South Australia (Merger with Advance Bank) Act 1996 9\n(d) if a security held by BSAL is referable to a transferred asset\nor transferred liability, then, so far as it is referable to the\ntransferred asset or transferred liability –\n(i) ABAL becomes entitled or subject to rights, priorities and\nliabilities in relation to the security that BSAL would have\nhad if there had been no transfer; and\n(ii) the security is available to ABAL as security for the\ndischarge of transferred liabilities including, where the\nsecurity extends to future liabilities, liabilities incurred\nafter the transfer; and\n(e) ABAL is entitled to possession of all documents to which\nBSAL was entitled immediately before the transfer took\neffect that are entirely referable to a transferred asset or\ntransferred liability and is entitled to access to, and copies\nof, all documents that are referable to both a transferred\nasset or transferred liability and another asset or liability\nthat is not transferred; and\n(f) a negotiable instrument or order for payment drawn by or\non, or accepted or endorsed by BSAL, is (if BSAL's liability\nunder the instrument or order is a transferred liability)\npayable by ABAL in the same way as if it had been drawn\nby or on, or accepted or endorsed by, ABAL; and\n(g) a cheque drawn on an account transferred to ABAL is,\nalthough expressed to be drawn on the account formerly at\nBSAL, taken to have been drawn on the account at ABAL;\nand\n(h) if an account in respect of which a credit or debit card was\nissued by BSAL is transferred, the card is taken to have\nbeen issued by ABAL and to be the property of ABAL; and\n(i) if a transferred asset consists of rights to the possession or\nuse of property under a lease or other agreement, ABAL may\nexercise those rights without exposing BSAL to liability for\nparting with possession of the property, or permitting the\npossession or use of the property by another person, contrary\nto the terms of the lease or agreement; and\n(j) ABAL has the same right to ratify a contract or agreement\nrelating to an asset or liability transferred to it from BSAL as\nBSAL would have had if there had been no transfer; and\n\nSchedule Bank Merger (BankSA and Advance Bank) Act 1996\nBank of South Australia (Merger with Advance Bank) Act 1996 10\n(k) if, at the appointed day, legal proceedings had been\ncommenced by or against BSAL or were continuing by or\nagainst BSAL because of a transfer of an interest to BSAL\nor BSAL's assumption of responsibility for conducting or\ndefending the proceedings –\n(i) the proceedings must (subject to discontinuance) be\ncontinued and completed by or against ABAL; and\n(ii) ABAL will have the same rights and privileges as BSAL\nwould have had if there had been no transfer; and\n(iii) a document that could have been given in evidence by\nor against BSAL if there had been no transfer may be\ngiven in evidence by or against ABAL; and\n(l) ABAL may execute an instrument discharging,\nsurrendering, transferring or otherwise dealing with a\ntransferred asset or liability in its own name, in the BSAL's\nname, or if the asset or liability is held in the name of a\npredecessor in title to BSAL, in the name of the\npredecessor in title.\nDirect payment orders to accounts transferred to BSAL\n9. An instruction, order or mandate for payments to be made to an\naccount at BSAL is, if the account at BSAL is transferred to ABAL under\nthis Act, taken to be an instruction, order of mandate for the payments\nto be made to the account at ABAL.\nRegistration of title, etc\n10. (1) The Registrar-General or other person required or\nauthorised by law to register or record transactions affecting assets or\nliabilities –\n(a) may (without formal application) register or record in the\nappropriate manner the transfer of an asset or liability\nunder this Act; and\n(b) must, on application by ABAL, register or record in the\nappropriate manner the transfer of an asset or liability\nunder this Act.\n(2) A transaction related to a transferred asset or transferred\nliability entered into by ABAL in BSAL's name or the name of a\npredecessor in title to BSAL, if effected by an instrument otherwise in\n\nSchedule Bank Merger (BankSA and Advance Bank) Act 1996\nBank of South Australia (Merger with Advance Bank) Act 1996 11\nregistrable form, must be registered even though ABAL has not been\nregistered as proprietor of the asset.\nExclusion of obligation to enquire\n11. (1) A person dealing with ABAL is not obliged to enquire\nwhether an asset to which the transaction relates is or is not a\ntransferred asset.\n(2) A person dealing with BSAL is not obliged to enquire\nwhether an asset to which the transaction relates is or is not a\ntransferred asset.\n(3) If BSAL was entitled to an asset before the appointed day,\nand after that day, BSAL or ABAL purports to deal with the asset as if\nentitled to it, the transaction is valid even though the body corporate\npurporting to deal with the asset is not entitled to do so because the\nasset is, or is not, a transferred asset.\n(4) However, this section does not validate a transaction if the\nparty dealing with BSAL has actual notice of the deficiency of title, or\nacts fraudulently.\nPART 3\nGOVERNMENT GUARANTEE\nGovernment guarantee\n12. (1) The Treasurer guarantees that ABAL will satisfy transferred\nliabilities that were formerly guaranteed under section 20 of the State\nBank (Corporatisation) Act 1994.\n(2) Any money required under the guarantee is to be paid out\nof the Consolidated Account (which is appropriated to the necessary\nextent).\n(3) Subject to the following qualifications, the guarantee\nexpires on 1 July 1999 –\n(a) if a written demand is made not later than 30 June 1999 for\npayment of a guaranteed liability falling due on or before\nthat date, the guarantee continues in relation to the liability;\nand\n(b) if a written demand is made for payment of a guaranteed\nliability not later than six months after the liability falls due,\n\nSchedule Bank Merger (BankSA and Advance Bank) Act 1996\nBank of South Australia (Merger with Advance Bank) Act 1996 12\nthe guarantee continues in relation to the liability even\nthough –\n(i) the demand is made on or after 1 July 1999; or\n(ii) the liability falls due on or after 1 July 1999.\n(4) For the purposes of subsection (3) –\n(a) a guaranteed liability is taken to fall due when the person is\nwhose favour the liability exists first becomes entitled to\nrequire payment in discharge of the liability; and\n(b) where a guaranteed liability falls due by virtue of service of\na written notice or demand, the notice or demand\nconstitutes a written demand for payment of the liability.\n(5) For the purposes of this section, payments or transfers of\nmoney from an account at ABAL containing a deposit guaranteed under\nthis section are taken to diminish the guaranteed liability before any\nliability not guaranteed under this section.\n(6) If the Treasurer makes a payment to a person under the\nguarantee, the Treasurer is subrogated, to the extent of the payment, to\nthe person's rights (including rights of priority as a creditor in a winding-\nup) in respect of the liability guaranteed.\n(7) In this section –\ndeposit includes money on current account and the bonds known\nas Term Bonds but does not include any other bond issue, note\nissue or other raising of capital in the capital markets.\nPART 4\nSTAFF\nDIVISION 1 – TRANSFER OF STAFF\nTransfer of staff\n13. (1) The CEO may, by order in writing, transfer employees of\nBSAL to positions in the employment of ABAL or an ABAL subsidiary.\n(2) An order under this section –\n(a) must relate to all employees employed by BSAL at the date\nof the order; and\n\nSchedule Bank Merger (BankSA and Advance Bank) Act 1996\nBank of South Australia (Merger with Advance Bank) Act 1996 13\n(b) must be made within 12 months after the appointed day.\n(3) An employee to whom an order under this section relates\nceases to be an employee of BSAL and becomes, in accordance with\nthe order, an employee of ABAL or an ABAL subsidiary.\n(4) A transfer under this section does not –\n(a) affect the employee's remuneration; or\n(b) interrupt continuity of service; or\n(c) constitute a retrenchment or redundancy; or\n(d) affect terms or conditions of employment; or\n(e) affect rights accrued at the date of the transfer in respect of\nemployment; or\n(f) give rise to a superannuation entitlement or any other\nentitlement or remedy for cessation or change of\nemployment.\n(5) A transfer under this section must not involve –\n(a) a reduction in the employee's status; or\n(b) a change in the employee's duties that would be\nunreasonable having regard to the employee's skills, ability\nand experience; or\n(c) a change in the employee's place of employment unless –\n(i) the change is in accordance with existing terms of\nemployment; or\n(ii) the new place of employment is within reasonable\ncommuting distance from the employee's former place of\nemployment.\n(6) However –\n(a) an employee's status is not reduced by –\n(i) a reduction in the scope of business operations for which\nthe employee is responsible; or\n(ii) a reduction in the number of employees under the\nemployee's supervision or management,\n\nSchedule Bank Merger (BankSA and Advance Bank) Act 1996\nBank of South Australia (Merger with Advance Bank) Act 1996 14\nif the general nature of the employee's responsibility after\nthe transfer remains the same as, or similar to, the\nemployee's responsibility before the transfer; and\n(b) the transfer of an employee under this section does not\naffect a power to vary terms and conditions of employment.\n(7) On the transfer of an employee to the employment of a new\nemployer under this section, all existing and accruing liabilities related to\nthe employee's employment are transferred to the new employer.\nDirectors, secretaries and auditors\n14. A director, secretary or auditor of BSAL does not become a\ndirector, secretary or auditor of ABAL as a result of a transfer of\nemployment under this Part.\nDIVISION 2 – SUPERANNUATION\nDefinitions\n15. In this Division –\nABAL includes an ABAL subsidiary.\nABAL group means ABAL and its subsidiaries.\nState Scheme means the superannuation scheme established\nunder the Superannuation Act 1988.\nscheduled provisions means the provisions in Schedule 2 of the\nState Bank (Corporatisation) Act 1994.\nsuperannuation rights means rights in relation to superannuation\n(including, where applicable, rights under the State Scheme).\nPreservation of superannuation rights\n16. (1) The superannuation rights of employees who are\ntransferred from the BSAL's employment to ABAL's employment under\nthis Act are unaffected by this Act.\n(2) If an employee has rights under the State Scheme, those\nrights are unaffected by transfer of employment within the ABAL group.\n(3) The scheduled provisions are to be read subject to\namendments prescribed by regulation.\nPART 5\n\nSchedule Bank Merger (BankSA and Advance Bank) Act 1996\nBank of South Australia (Merger with Advance Bank) Act 1996 15\nMISCELLANEOUS\nStamp duty and other taxes\n17. (1) No stamp duty, financial institutions duty, or debits tax is\npayable under a law of the State in respect of –\n(a) a transfer of assets or liabilities under this Act; or\n(b) an application or entry made, receipt given, or anything\nelse done for the purpose of acknowledging, evidencing,\nrecording, registering, or giving effect to a transfer of assets\nor liabilities under this Act.\n(2) No obligation arises under an Act for the assessment or\nimposition of stamp duty, financial institutions duty or debits tax –\n(a) to lodge a statement or return relating to a transfer of\nassets or liabilities under this Act; or\n(b) to include information about such a transfer in a statement\nor return.\nEvidence\n18. (1) The CEO may issue a certificate certifying that specified\nassets or liabilities are, or are not, transferred assets or transferred\nliabilities.\n(2) An apparently genuine document purporting to be a\ncertificate under subsection (1) must be accepted in legal proceedings\nor by an administrative official as proof of the matter certified in the\nabsence of proof to the contrary.\n(3) The transfer of BSAL's undertaking to ABAL does not affect\nthe character that records made by BSAL or a bank from which BSAL\nacquired the records may have as banking records for the purposes of\nthe law of evidence.\nAct overrides other laws\n19. This Act has effect despite the Real Property Act 1886 or any\nother law.\nEffect of things done or allowed under Act\n20. Nothing done or allowed under this Act –\n\nSchedule Bank Merger (BankSA and Advance Bank) Act 1996\nBank of South Australia (Merger with Advance Bank) Act 1996 16\n(a) constitutes a breach or, or default under, an Act or other\nlaw; or\n(b) constitutes a breach of, or default under, a contract,\nagreement, understanding or undertaking; or\n(c) constitutes a breach of a duty of confidence (whether\narising by contract, in equity or by custom) or in any other\nway; or\n(d) constitutes a civil or criminal wrong; or\n(e) terminates an agreement or obligation or fulfils any\ncondition that allows a person to terminate an agreement or\nobligation, or gives rise to any other right or remedy; or\n(f) releases a surety or any other obligee wholly or in part from\nan obligation.\nName in which ABAL carries on business\n21. (1) ABAL may carry on business in the State under any of the\nfollowing names –\n(a) its own name; or\n(b) Bank of South Australia; or\n(c) BankSA; or\n(d) any other name registered under the Business Names Act\n1963.\n(2) Bank of South Australia and BankSA must, on application\nby ABAL, be registered as business names under the Business Names\nAct 1963.\nRegulations and proclamations\n22. The Governor may make regulations and proclamations for the\npurposes of this Act.\nSCHEDULE\nExcluded Assets and Liabilities\nThe following are classified as excluded assets or liabilities (as the case\nrequires) –\n\nSchedule Bank Merger (BankSA and Advance Bank) Act 1996\nBank of South Australia (Merger with Advance Bank) Act 1996 17\n(a) BSAL's rights and liabilities under leasing and finance plan\ntypes 43, 49, 50, 51, 52, 53, 54 and 56 and under managed\nplan types 55 and 57;\n(b) BSAL's liabilities under its issued shares;\n(c) the shares in BSAL Financial Services Limited owned by\nBSAL;\n(d) all rights and liabilities in relation to BSAL's employees;\n(e) cash equal to the BSAL's retained earnings as at the\nappointed day.\n\nENDNOTES\nBank of South Australia (Merger with Advance Bank) Act 1996 18\nENDNOTES\n1 KEY\nKey to abbreviations\namd = amended od = order\napp = appendix om = omitted\nbl = by-law pt = Part\nch = Chapter r = regulation/rule\ncl = clause rem = remainder\ndiv = Division renum = renumbered\nexp = expires/expired rep = repealed\nf = forms s = section\nGaz = Gazette sch = Schedule\nhdg = heading sdiv = Subdivision\nins = inserted SL = Subordinate Legislation\nlt = long title sub = substituted\nnc = not commenced\n2 LIST OF LEGISLATION\nBank of South Australia (Merger with Advance Bank) Act 1996 (Act No. 55, 1996)\nAssent date 2 December 1996\nCommenced 2 December 1996\nCorporations Reform (Consequential Amendments NT) Act 2001 (Act No. 17, 2001)\nAssent date 29 June 2001\nCommenced 15 July 2001 (s 2, s 2 Corporations Act 2001 (Cth Act No. 50,\n2001) and Cth Gaz S285, 13 July 2001)\n3 GENERAL AMENDMENTS\nGeneral amendments of a formal nature (which are not referred to in the table\nof amendments to this reprint) are made by the Interpretation Legislation\nAmendment Act 2018 (Act No. 22, 2018) to: ss 1 and 4\n4 LIST OF AMENDMENTS\nsch amd No. 17, 2001, s 21","sortOrder":0}],"analysis":{"issue_detection":{"absurdities":[],"contradictions":[]},"flash_summary":{"complexity_score":6,"scope_assessment":{"changed":true,"description":"The Territory Act changes the scope of the South Australian Act when applied in the NT. Key alterations include excluding the SA Act’s Part 3 (government guarantee) from operation in the Territory (NT Act s 4(2)(d)), substituting the tax-payment provision (NT Act s 4(2)(e)), reworking references to the Registrar‑General and registration rules (NT Act s 4(2)(c); s 5), adapting business‑name and regulatory references (NT Act s 4(2)(f)–(g)), and applying the SA Acts Interpretation Act as Territory law for the imported text (NT Act s 4(3)). These modifications change who decides on payments, which fiscal guarantees apply, and how registration and administrative duties are carried out."},"complexity_factors":["Cross-jurisdictional application: the NT Act applies a South Australian Act as Territory law and imports the South Australian Acts Interpretation Act 1915 (NT Act s 3; s 4(3)).","Textual modifications and exclusions: the SA Act is applied subject to multiple carve-outs and substitutions (NT Act s 4(2)(a)–(h)), requiring careful reading to know which SA provisions operate in the Territory.","Vesting mechanics and exclusions: broad statutory vesting of BSAL’s undertaking in ABAL, with a defined class of excluded assets/liabilities in the Schedule (SA Act s 6; Schedule), creates transfer effects despite other laws (s 6(2)).","Transitional and proprietary effects: detailed rules preserve banker–customer relationships, transfer security rights and permit ABAL to deal in BSAL’s name (SA Act ss 8, 9, 10), affecting registration and title practice.","Registrar‑general duties and registration discretion: Registrar‑General must make recordings and entries on request (NT Act s 5; SA Act s 10), imposing administrative action and potential compliance steps for parties.","Discretion vested in officials: CEO may fix terms of transfer and order staff transfers (SA Act ss 7, 13); Treasurer discretion appears in the NT substitution about payment in lieu (NT Act s 4(2)(e)), creating fiscal decision points.","Government guarantee complexity: original SA guarantee has timing qualifications, subrogation and priority effects (SA Act s 12), but the NT modifications exclude Part 3 (NT Act s 4(2)(d)), altering fiscal exposure.","Employment and superannuation protections: statutory preservation of service continuity and superannuation rights (SA Act ss 13(4)–(7), 16) introduces labour-law interactions and potential claims if not followed.","Evidentiary and overriding rules: CEO certificates are admissible as proof (SA Act s 18) and the Act overrides other laws (s 19), which raises legal certainty and litigation-risk considerations.","Tax and impost treatment: stamp duty and related taxes are disapplied for transfers under the SA Act (SA Act s 17), but NT Act substitutes or redefines payment obligations (NT Act s 4(2)(e)), affecting who pays and how."],"plain_english_summary":"This instrument applies a South Australian statute to the Northern Territory so that the Bank of South Australia’s business (most assets and liabilities) can be transferred to Advance Bank Australia on an appointed day. It preserves customers’ banking relationships, protects employee terms and superannuation, enables registration and evidentiary certification, and includes a time-limited government guarantee in the original South Australian text. It matters to customers, creditors, employees, the Treasurer and registrars because it reallocates legal title, liabilities, administrative duties and fiscal exposure."},"flash_summary_failed":{"failed":true,"reason":"Unauthenticated. Configure AI_GATEWAY_API_KEY or use a provider module. Learn more: https://ai-sdk.dev/unauthenticated-ai-gateway","source":"analysis-cron"},"kimi_summary":{"content_quality":"ok","complexity_score":4,"scope_assessment":{"changed":false,"description":"The legislation remains tightly focused on its original purpose: facilitating the specific merger between BankSA and Advance Bank in 1996. While the NT Act applies the SA legislation with modifications, these are territorial adaptations (changing 'State' to 'Territory', substituting local officials) rather than scope creep. The core mechanism—transferring the undertaking, protecting employees, and handling the government guarantee—remains exactly as originally intended. No subsequent amendments have expanded the Act to cover other banks or mergers."},"complexity_factors":["17 defined terms in the interpretation section (section 3), including nested definitions like 'excluded asset' and 'excluded liability' which refer to a Schedule","Cross-referencing between the NT Act and the scheduled SA Act, with 8 specific modifications listed in section 4(2)","Conditional logic in employee transfer protections (section 13) with multiple exceptions and carve-outs (e.g., status not reduced 'if the general nature of the employee's responsibility... remains the same')","Time-limited government guarantee (section 12) with complex triggering conditions involving written demands and expiry dates","Transitional provisions (section 8) containing 12 separate sub-paragraphs covering various legal scenarios (negotiable instruments, legal proceedings, securities, etc.)","Application of external legislation: the SA Acts Interpretation Act 1915 is imported to apply to this Act in the NT (section 4(3))","Substitution of entire sections (section 4(2)(e) replaces SA section 17 with a new NT-specific payment mechanism)"],"plain_english_summary":"This legislation facilitates the merger of two banks—the Bank of South Australia Limited (BankSA) and Advance Bank Australia Limited (Advance Bank)—by making a South Australian law apply in the Northern Territory.\n\n**What it does:**\n- **Transfers everything:** On a specified date (the \"appointed day\"), all of BankSA's assets (property, money owed to it, legal rights) and liabilities (debts, obligations) automatically transfer to Advance Bank. This happens by operation of law—no separate sale contracts or court orders are needed for each item.\n- **Protects customers and contracts:** Existing bank accounts, loans, mortgages, and contracts continue seamlessly. If you had a loan with BankSA, you now owe it to Advance Bank. If you had money in a BankSA account, it's now in an Advance Bank account. Direct debits and automatic payments keep working.\n- **Protects employees:** BankSA staff transfer to Advance Bank with their pay, conditions, and superannuation (retirement savings) preserved. They can't be forced to move to an unreasonable location or take a demotion.\n- **Government guarantee:** The South Australian Treasurer guarantees certain deposits that were previously government-backed, ensuring customers don't lose money if the bank fails. This guarantee had an expiry date (originally 1999).\n- **Tax relief:** The merger happens without stamp duty or other transaction taxes that would normally apply when transferring property or business assets.\n- **Northern Territory specific rules:** Because this is the *Northern Territory* version of the Act, it modifies the South Australian original by:\n  - Removing the South Australian government guarantee (Part 3 doesn't apply in the NT)\n  - Requiring Advance Bank to pay the NT Treasurer an amount \"in lieu of\" taxes instead of getting full tax exemption\n  - Making the NT Registrar-General handle land title registrations\n  - Updating references to NT laws (like the Business Names Act 2007 instead of SA's 1963 version)\n\n**Who it affects:**\n- Customers of both banks (seamless transition of accounts and loans)\n- Bank employees (automatic transfer of employment)\n- Property owners with mortgages (automatic transfer of securities)\n- The Northern Territory Government (receives payment in lieu of taxes)\n\n**Why it matters:**\nWithout this law, merging two banks would require thousands of individual transfers of property titles, loan agreements, and employment contracts. This Act creates a legal \"shortcut\" that transfers an entire banking business instantly while protecting everyone's rights. It's a classic example of \"corporatisation\" era legislation from the 1990s when Australian state banks were being privatised and consolidated."}},"importantCases":[],"_links":{"self":"/api/acts/bank-of-south-australia-merger-with-advance-bank-act-1996","history":"/api/acts/bank-of-south-australia-merger-with-advance-bank-act-1996/history","analysis":"/api/acts/bank-of-south-australia-merger-with-advance-bank-act-1996/analysis","conflicts":"/api/acts/bank-of-south-australia-merger-with-advance-bank-act-1996/conflicts","importantCases":"/api/acts/bank-of-south-australia-merger-with-advance-bank-act-1996/important-cases","documents":"/api/acts/bank-of-south-australia-merger-with-advance-bank-act-1996/documents"}}